BRF S.A. FORM 6-K
U.S. 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
dated June 10, 2019
Commission File Number 1-15148
BRF S.A.
(Exact Name as Specified in its Charter)
N/A
(Translation of Registrant's Name)
8501, Av. das Naçoes Unidas, 1st Floor
Pinheiros - 05425-070-São Paulo - SP, Brazil
(Address of principal executive offices) (Zip code)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-Fx Form 40-Fo
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):
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o No x
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): Not applicable.
* * *
This material includes certain forward-looking statements that are based principally on current expectations and on projections of future events and financial trends that currently affect or might affect the Company's business, and are not guarantees of future performance. These forward-looking statements are based on management's expectations, which involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the Company's control and any of which could cause actual financial condition and results of operations to differ materially fom those set out in the Company's forward-looking statements. You are cautioned not to put undue reliance on such forward-looking statements. The Company undertakes no obligation, and expressly disclaims any obligation, to update or revise any forward- looking statements. The risks and uncertainties relating to the forward-looking statements in this Report on Form 6-K, including Exhibit 1 hereto, include those described under the captions "Forward-Looking Statements" and "Item 3. Key Information - D. Risk Factors" in the Company's annual report on Form 20-F for the year ended December 31, 2012.
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: June 10, 2019
BRF S.A.
By: /s/ Lorival Luz
Name: Lorival Luz
Title: Global Chief Operating Officer, Chief Financial and Investor
Relations Officer (Interim)
EXHIBIT INDEX | ||
Exhibit | Description of Exhibit | |
1 | EXTRACT MINUTES OF THE ORDINARY MEETING OF THE BOARD OF DIRECTORS HELD ON MAY 30, | |
2019 |
BRF S.A.
Publicly Held Company
CNPJ 01.838.723/0001-27
NIRE 42.300.034.240
CVM 1629-2
EXTRACT MINUTES OF THE ORDINARY MEETING OF THE BOARD OF DIRECTORS
HELD ON MAY 30, 2019
1. Date, Time and Place: Meeng held on May 30, 2019, at 9:30 am, at the office of the BRF S.A. ("Company")
located at the city of São Paulo, state of São Paulo, at Avenida das Nações Unidas, 8501, 1st floor, Pinheiros, Zip Code 05425-000.
2. Summons and Presence: Summons duly held pursuant to Arcle 21 of the Company's Bylaws considering the
presence of the totality of the members of the Board of Directors: Mr. Pedro Pullen Parente ("Mr. Pedro Parente"), Mr. Augusto Marques da Cruz Filho ("Mr. Augusto Cruz"), Mr. Dan Ioschpe ("Mr. Dan Ioschpe"), Ms. Flávia Buarque de Almeida ("Ms. Flávia Almeida"), Mr. Walter Malieni Jr. ("Mr. Walter Malieni"),Mr. Francisco Petros Oliveira Lima Papathanasiadis ("Mr. Francisco Petros"), Mr. José Luiz Osório ("Mr. José Osório"), Mr. Luiz Fernando Furlan ("Sr. Luiz Furlan"), Mr. Roberto Antonio Mendes ("Mr. Roberto Mendes") e Mr. Roberto Rodrigues ("Mr. Roberto Rodrigues").
- Presiding Board: Chairman: Mr. Pedro Parente. Secretary: Mr. Carlos Eduardo de Castro Neves.
- Agenda: (i) Approval the Annual Sustainability Report; (ii) Execuon of the Memorandum of Understandings
between the Company and Marfrig Global Foods S.A. ("Marfrig"); and (iii) Elecon of the Statutory Execuve Officers.
5. Resolu}ons: The members approved, by unanimous votes and with no restricons, the drawing up of the
present minutes in summary form. Once the agenda had been examined, the following maers were discussed and the following resolu}ons were taken:
5.1. Approval the Annual Sustainability Report: The Board of Directors, by unanimous votes of the present
members, considering the favorable recommendaon of the Quality and Sustainability Commiuee, have approved the Annual Sustainability Report related to the 2018 fiscal year.
5.2. Execuon of the Memorandum of Understandings between the Company and Marfrig: The Board of Directors
have approved, by majority votes of the present members, the execuon of a Memorandum of Understandings between the Company and Marfrig ("Memorandum of Understandings") seng forth rules and condions regarding the access to informaon that allows the companies to deepen the analysis of the possible implementaon of the potenal business combinaon between the two companies ("Possible Transacon").
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Extract of the Minutes of the Ordinary Meeng of the Board of Directors held on May 30, 2019.
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