Itau Unibanco Holding S.A 6-K, filed Feb 11, 2020
Itau Unibanco Holding S.A. (ITUB)
About this 6-K
Itau Unibanco Holding S.A filed this 6-K on February 11, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of February, 2020
Commission File Number: 001-15276
Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding S.A.
(Translation of Registrant’s Name into English)
Praça Alfredo Egydio de Souza Aranha, 100-Torre Conceicao
CEP 04344-902 São Paulo, SP, Brazil
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82–
EXHIBIT INDEX
| 99.1 | SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF FEBRUARY 10, 2020 |
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: February 10, 2020.
| Itaú Unibanco Holding S.A. | ||||||||
| By: | /s/ Alexsandro Broedel | |||||||
| Name: | Alexsandro Broedel | |||||||
| Title: | Group Executive Finance Director and Head of Investor Relations | |||||||
| By: | /s/ Milton Maluhy Filho | |||||||
| Name: | Milton Maluhy Filho | |||||||
| Title: |
Chief Financial Officer | |||||||
Exhibit 99.1 ITAÚ UNIBANCO HOLDING S.A. CNPJ 60.872.504/0001-23 A Publicly Listed Company NIRE 35300010230 SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF FEBRUARY 10, 2020 DATE, TIME AND PLACE: On February 10, 2020, at 5 p.m., at Av. Brigadeiro Faria Lima, 3500, 4º andar, in São Paulo, State of São Paulo. CHAIRMEN: Pedro Moreira Salles and Roberto Egydio Setubal – Co-Chairmen. QUORUM: The majority of the elected members, with the participation of Board members as permitted by item 6.7.1. of the Corporate Bylaws. RESOLUTIONS UNANIMOUSLY MADE: Once the meeting started, the Board members examined the financial statements for 2019, which had received: (i) a recommendation for approval as recorded in the Summary of the Audit Committee Report; (ii) a favorable opinion from the Fiscal Council; (iii) an unqualified report from the Independent Auditors; and (iv) a declaration from the Executive Board, agreeing with the opinions in the report of the Independent Auditors, with the financial statements and with the management discussion and analysis report for the operation. After due consideration, the members concluded on the accuracy of all the documents examined, unanimously approving them and authorizing their publication by means of the submission to the Brazilian Securities and Exchange Commission (CVM), B3 S.A. – Brasil, Bolsa, Balcão, SEC – U.S. Securities and Exchange Commission and NYSE – New York Stock Exchange (both in the U.S.). Following their examination of the financial statements for the fiscal year ended December 31, 2019, the Board members resolved, ad referendum of the General Stockholders’ Meeting and based on subitem 6.8, IX and X of the Corporate Bylaws, to declare earnings to stockholders that will be paid on March 7, 2019 based on the final stockholding position recorded on February 20, 2020: a) additional dividends in the amount of R$ 0.4832 per share; and b) interest on capital in the amount of R$ 0.5235 per share, with the retention of 15% related to withholding income tax, resulting in net interest of R$ 0.444975 per share, except for the corporate stockholders that are able to prove that they are immune or exempt. They also approved the payment of the interest on capital declared by the Board of Directors on November 28, 2019, in the amount of R$ 0.37560 per share (net amount of R$ 0,031926 per share) on March 6, 2020. The individualized credit of this interest was recorded in the books on Exhibit 99.1 ITAÚ UNIBANCO HOLDING S.A. CNPJ 60.872.504/0001-23 A Publicly Listed Company NIRE 35300010230 SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF FEBRUARY 10, 2020 DATE, TIME AND PLACE: On February 10, 2020, at 5 p.m., at Av. Brigadeiro Faria Lima, 3500, 4º andar, in São Paulo, State of São Paulo. CHAIRMEN: Pedro Moreira Salles and Roberto Egydio Setubal – Co-Chairmen. QUORUM: The majority of the elected members, with the participation of Board members as permitted by item 6.7.1. of the Corporate Bylaws. RESOLUTIONS UNANIMOUSLY MADE: Once the meeting started, the Board members examined the financial statements for 2019, which had received: (i) a recommendation for approval as recorded in the Summary of the Audit Committee Report; (ii) a favorable opinion from the Fiscal Council; (iii) an unqualified report from the Independent Auditors; and (iv) a declaration from the Executive Board, agreeing with the opinions in the report of the Independent Auditors, with the financial statements and with the management discussion and analysis report for the operation. After due consideration, the members concluded on the accuracy of all the documents examined, unanimously approving them and authorizing their publication by means of the submission to the Brazilian Securities and Exchange Commission (CVM), B3 S.A. – Brasil, Bolsa, Balcão, SEC – U.S. Securities and Exchange Commission and NYSE – New York Stock Exchange (both in the U.S.). Following their examination of the financial statements for the fiscal year ended December 31, 2019, the Board members resolved, ad referendum of the General Stockholders’ Meeting and based on subitem 6.8, IX and X of the Corporate Bylaws, to declare earnings to stockholders that will be paid on March 7, 2019 based on the final stockholding position recorded on February 20, 2020: a) additional dividends in the amount of R$ 0.4832 per share; and b) interest on capital in the amount of R$ 0.5235 per share, with the retention of 15% related to withholding income tax, resulting in net interest of R$ 0.444975 per share, except for the corporate stockholders that are able to prove that they are immune or exempt. They also approved the payment of the interest on capital declared by the Board of Directors on November 28, 2019, in the amount of R$ 0.37560 per share (net amount of R$ 0,031926 per share) on March 6, 2020. The individualized credit of this interest was recorded in the books on
MEETING OF THE BOARD OF DIRECTORS OF ITAÚ UNIBANCO HOLDING S.A., OF FEBRUARY 10, 2020 – 5 P.M. page 2 December 19, 2019 based on the final stockholding position of December 12, 2019, as it has already been announced. It is hereby recorded the resignation of Officer Tom Gouvêa Gerth who left the Bank on December 31, 2019. It is also recorded that the other positions of the Executive Board remained unchanged. CLOSING: Once the work was completed, these minutes were signed after being drafted, read and approved by all. São Paulo (SP), February 10, 2020. (undersigned) Pedro Moreira Salles and Roberto Egydio Setubal – Co-Chairmen; Ana Lúcia de Mattos Barreto Villela, Fábio Colletti Barbosa, Gustavo Jorge Laboissière Loyola, João Moreira Salles, José Galló, Marco Ambrogio Crespi Bonomi, Pedro Luiz Bodin de Moraes and Ricardo Villela Marino – Board members. ALEXSANDRO BROEDEL Group Executive Finance Director and Head Investor Relations Officer MEETING OF THE BOARD OF DIRECTORS OF ITAÚ UNIBANCO HOLDING S.A., OF FEBRUARY 10, 2020 – 5 P.M. page 2 December 19, 2019 based on the final stockholding position of December 12, 2019, as it has already been announced. It is hereby recorded the resignation of Officer Tom Gouvêa Gerth who left the Bank on December 31, 2019. It is also recorded that the other positions of the Executive Board remained unchanged. CLOSING: Once the work was completed, these minutes were signed after being drafted, read and approved by all. São Paulo (SP), February 10, 2020. (undersigned) Pedro Moreira Salles and Roberto Egydio Setubal – Co-Chairmen; Ana Lúcia de Mattos Barreto Villela, Fábio Colletti Barbosa, Gustavo Jorge Laboissière Loyola, João Moreira Salles, José Galló, Marco Ambrogio Crespi Bonomi, Pedro Luiz Bodin de Moraes and Ricardo Villela Marino – Board members. ALEXSANDRO BROEDEL Group Executive Finance Director and Head Investor Relations Officer