Suzano S.A 6-K, filed Feb 18, 2022
Suzano S.A. (SUZ)
About this 6-K
Suzano S.A filed this 6-K on February 18, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February, 2022.
Commission File Number 001-38755
Suzano S.A.
(Exact name of registrant as specified in its charter)
SUZANO INC.
(Translation of Registrant’s Name into English)
Av. Professor Magalhaes Neto, 1,752
10th Floor, Rooms 1010 and 1011
Salvador, Brazil 41 810-012
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of 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): ☐
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): ☐
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SIGNATURE
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 18, 2022
| | SUZANO S.A. |
| | |
| By: | /s/ Marcelo Feriozzi Bacci |
| Name: | Marcelo Feriozzi Bacci |
| Title: | Chief Financial Officer and Investor Relations Director |
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Exhibit 99.1
SUZANO S.A.
Publicly Held Company with Authorized Capital
CNPJ/ME No. 16.404.287/0001-55
NIRE No. 29.300.016.331
MINUTES OF THE BOARD OF DIRECTORS MEETING
(“Meeting”)
1.Date, Time and Place: February 9, 2022, at 11:45 a.m., in a meeting held exclusively digitally (videoconference), pursuant to item 6.4. of the Internal Rules of the Board of Directors (“Board”) of Suzano S.A. (“Suzano” or “Company”).
2.Call notice and Attendance: The following Directors of the Company attended the Meeting: David Feffer (Chairman of the Board), Claudio Thomaz Lobo Sonder (Vice-Chairman of the Board), Daniel Feffer (Vice-Chairman of the Board), Maria Priscila Rodini Vansetti Machado (Director), Nildemar Secches (Director), Ana Paula Pessoa (Director), Rodrigo Calvo Galindo (Director), Paulo Rogerio Caffarelli (Director), Rodrigo Kede de Freitas Lima (Director) and Hélio Lima Magalhães (Director). The Meeting was also attended, as a guest, by Mr. Marcelo Feriozzi Bacci, Chief Finance Statutory Executive, Investor Relations and Legal Officer, and Mr. Stefan Tasoko as Secretary.
3.Chairman and Secretary: Mr. David Feffer was the president and Mr. Stefan Tasoko was the secretary of the Meeting.
4.Agenda: Resolve on: (i) the change of the Company’s Referral Policy; (ii) the restructuring of the Eligibility Committee and the Compensation Committee, both advisory committees to the Company’s Board of Directors, structuring a single Appointment and Compensation Committee, in accordance with the Referral Policy; (iii) the approval of the Internal Rules of the Compensation Committee to reflect the above restructuring and the new powers of said committee; (iv) the approval of the Company’s Compensation Policy.
5.Minutes in Summary Form: The Directors unanimously approved the drawing up of these minutes in summary form.
6.Resolutions: With the matters on the agenda analyzed and discussed, the Directors present unanimously and without reservations, decide:
6.1. | To approve the change of the Company’s Referral Policy, which establishes, among other referral criteria, the Appointment and Compensation Committee, in accordance with the document presented on this date. |
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(continuation of the minutes of the Board of Directors’ Meeting of Suzano S.A., held on 02.09.2022 at 11:45 a.m.)
6.2. | To approve the restructuring of the Eligibility Committee and the Compensation Committee, both advisory committees to the Company’s Board of Directors, in order to establish a single Appointment and Compensation Committee. |
6.3. | To approve the regulations of the Appointment and Compensation Committee, in the form presented on this date. |
6.4. | To approve the Company’s Compensation Policy, in the form presented on this date. |
7.Closure: There being no further matters to be discussed, the Meeting was closed. The minutes of the Meeting were drafted, read and approved by all Directors present.
São Paulo, SP, February 9, 2022.
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David Feffer | | Stefan Tasoko | ||||
Chairman of the Meeting and the Board | | Secretary | ||||
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Claudio Thomaz Lobo Sonder | | Daniel Feffer | ||||
Vice-Chairman | | Vice-Chairman | ||||
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Maria Priscila Rodini Vansetti Machado | | Nildemar Secches | ||||
Director | | Director | ||||
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Ana Paula Pessoa | | Rodrigo Calvo Galindo | ||||
Director | | Director | ||||
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Rodrigo Kede de Freitas Lima | | Paulo Rogerio Caffarelli | ||||
Director | | Director | ||||
Hélio Lima Magalhães
Director
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