cbd20190326_6k1.htm - Generated by SEC Publisher for SEC Filing

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of March, 2019

           Brazilian Distribution Company           
(Translation of Registrant’s Name Into English)

Av. Brigadeiro Luiz Antonio,
3142 São Paulo, SP 01402-901
     Brazil     
(Address of Principal Executive Offices)

        (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   X   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   X  

(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   X  

        (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.)

Yes ___ No   X  


 
 

 

DISTANCE VOTING BALLOT

Annual General Meeting (AGM) - CIA BRASILEIRA DE DISTRIBUICAO to be held on 04/25/2019

 

Shareholder's Name

Shareholder's CNPJ or CPF

E-mail

Instructions on how to cast your vote

Should you choose to exercise your remote voting right, under articles 21-A and other of CVM Instruction nº 481/2009, the shareholder shall complete the Distance Voting Form (“Form”), that will only be regarded as valid and the votes presented here will be considered in the quorum of the General Meeting, if the following instructions are observed:

(i)  all the fields must be duly completed;

(ii)  all the pages must be initialed by the shareholder (or by his/her/its legal representative, as the case may be); and

(iii)  the last page shall be signed by the shareholder (or by his/her/its legal representative, as the case may be), and with notarization of the signature.

 

In case the shareholder wishes to exercise the remote voting right, it is essential that the fields above are filled in with (i) the shareholder’s name or corporate name, as the case may be; (ii) Brazilian taxpayer number (CNPJ or CPF, as the case may be); and (iii) an email address for any contact.

 

Kindly note that the Management Proposal mentioned in this Form is available to shareholders at the Companys headquarters, as well as at the Companys Investor Relations website (www.gpari.com.br) and at CVM’s website (www.cvm. gov.br).

 

It is also important to note that the Fiscal Councils installation that will appears in the Form is not provided in the Management Proposal, the respective resolution was inserted in this Form by regulatory requirement.

 

Instructions for sending your ballot, indicating the delivery process by sending it directly to the Company or through a qualified service provider

The Shareholder that chooses to exercise its remote voting rights by means of this Form may complete, according to the abovementioned guidance, and send it: (i) directly to the Company; (ii) to the Company´s Bookkeeper; or (iii) to his/her/its Custodian (if it renders such services), following the instructions below:

 

I.  Sending of the Form directly to the Company: The shareholder shall send the original Form (completed, initialized and signed, as indicated above) jointly with a notarized copy of the following documents: (a) if to individuals: identity card with photo of the shareholder; (b) if to companies: (i) bylaws or consolidated articles of association and corporate documents that prove that the company is duly represented; and (ii) identity card with photo of the legal representative; (c) if to investment funds: (i) consolidated regulations of the fund; (ii) bylaws or articles of association of its manager, as the case may be, observing the voting policy of the fund and corporate documents that prove that the manager is duly represented; and (iii) identity card with photo of the manager’s legal representative. It is not required sworn translation of documents originally drawn up in Portuguese, French, English or Spanish, or documents with translations into those languages, being the sworn translation required in other cases. The following identity documents will be accepted, provided that they have photo and are valid: RG, RNE, CNH, passport or professional identity card officially accepted.

 

II.  Sending of the Form to the custodian or the Company´s Bookkeeper: Shareholders that hold shares issued by the Company deposited in a central depository may transmit the voting instructions to fill the Form through their respective custodian, in case they provide this type of service. Shareholders that do not have their shares deposited in a central depository may transmit voting instructions to the Company´s Bookkeeper, Itaú Corretora de Valores S.A., financialinstitution hired by the Company for the provision of book-entry services for its securities, through the channels it makes available. The delivery of the Form will be subject to the rules, guidelines and deadlines set by each custodian or Itaú, as the case may be. For such, shareholders shall contact them and verify procedures, documents and information set by them for the shareholders transmit the voting instructions byForm.

 

In all cases, for the Form to have effect, the date of April 18, 2019 (i.e. seven (7) days before the date of the General Meeting, pursuant to article 21-B of CVM Instruction 481/09) will be the last day for its RECEIPT in one of the means listed above and not the last day for it to be sent. If the Form is received after April 18, 2019, the votes will not be counted.

 

Postal and e-mail address to send the distance voting ballot, if the shareholder chooses to deliver the document directly to the company

If the shareholder chooses to send the Form directly to the Company, he/she/it shall send it up to the Corporate Legal Department, by post, to Avenida Brigadeiro Luís Antônio, 3142, Jardim Paulista, City of São Paulo, State of São Paulo, 01402-000, following the deadlines and documents indicated above.

 


 
 

 

Indication of the institution hired by the company to provide the registrar service of securities, with name, physical and electronic address, contact person and phone number

The institution in charge of the provision of book-entry services for the securities of the Company is Itaú Corretora de Valores S.A. and the instructions to deliver the Form to it can be found at www.itau.com.br/securitiesservices

Itaú Corretora de Valores S.A.

Address: Avenida Brigadeiro Faria Lima, 3.500, 3º andar, Zip Code 04538-132, Cidade de São Paulo, Estado de São Paulo, Brasil.

E-mail: atendimentoescrituracao@itau-unibanco.com.br

Phone: 3003-9285 (capitals and metropolitan regions) or 0800 7209285 (other locations) Contact: Services to shareholders

 

Resolutions concerning the Annual General Meeting (AGM)

Simple Resolution

1. Examine, reading, discussion and voting of the Management Report and the Financial Statements of the Company related to the fiscal year ended on December 31, 2018.

 

[ ] Approve [ ] Reject [ ] Abstain

Simple Resolution

2. To approve the allocation of the profit of the fiscal year ended on December 31, 2018, according to the Management Proposal, as follows: (i) R$ 59.663.359,43 to the Legal Reserve; (ii) R$ 9.715.606,16 to the Tax Incentives Reserve; (iii) R$ 389.758.775,45 for dividends, this amount having its distribution already resolved by the Board of Directors as interest on equity (net amount) for the fiscal year of 2018; and (iv) R$ 670.107.543,79 for the Expansion Reserve provided in the Bylaws.

 

[ ] Approve [ ] Reject [ ] Abstain

Simple Resolution

3. To approve the fixation of the annual global compensation of R$ 85.610.779,96 for the Company´s managers and Fiscal Council (in case the shareholders request its operation) for the fiscal year of 2019, according to the Management Proposal, being up to R$ 64.040.550,64 to the Board of Officers, up to R$ 20.749.429,33 to the Board of Directors and up to R$ 820.800,00 to the Fiscal Council.

 

[ ] Approve [ ] Reject [ ] Abstain

Simple Resolution

4. Approve the investment plan for the fiscal year of 2019, according to the Management Proposal, in the amount of R$ 1,8 billion, with the scope of (i) conversion, opening and renovation of stores; and (ii) IT and logistics infrastructure, and others projects aiming efficiency. This amount does not include the Investment Plan of Via Varejo and its the controlled companies.

 

[ ] Approve [ ] Reject [ ] Abstain

Simple Question

5. Do you wish to request the operation of the Fiscal Council for the fiscal year of 2019?

 

[ ] Yes [ ] No [ ] Abstain

Simple Question

6. Should a second call for the General Shareholders´ Meeting be necessary, the voting instructions contained in this Form may also be considered in the event of a General Shareholders´ Meeting held upon second call?

 

[ ] Yes [ ] No [ ] Abstain


 
 

 

 

 

 

City :                                                                                                                                

 

Date :                                                                                                                               

 

Signature :                                                                                                                        

 

Shareholder's Name :____________________________________________________________

 

Phone Number :                                                                                                                

 

SIGNATURES

        Pursuant to the requirement 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.




COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO



Date:  March 26, 2019 By:   /s/ Peter Estermann
         Name:   Peter Estermann
         Title:     Chief Executive Officer



    By:    /s/ Daniela Sabbag            
         Name:  Daniela Sabbag 
         Title:     Investor Relations Officer


FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates offuture economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.