SUL AMÉRICA S.A.
National Registry of Corporate Taxpayers (CNPJ/ME) 29.978.814/0001-87
Number of Corporate Registry Identification (NIRE) 3330003299-1
Publicly-Held Company with Authorized Share Capital
FINAL SYNOPTIC MAP OF REMOTE BALLOT PAPERS Annual and Extraordinary Shareholders' Meeting - 03/29/2021
RESOLUTIONS - AGM | Type of shares | Number of shares | ||
Approve (YES) | Reject (NO) | Abstain | ||
1 - To take the management accounts, examine, discuss and vote on the financial statements for the fiscal year ended December 31, 2020. | Common shares | 389,212,570 | - | 4,039,079 |
2 - To approve the allocation of income for the fiscal year ended December 31, 2020. - managements proposal for the net income for the fiscal year ended on December 31, 2020, in the amount of R$2,347,688,173.21, after prior year adjustments, be allocated as follows: (i) R$117,384,408.66 for the constitution of the Legal Reserve; (ii) R$1,597,303,764.55 for the constitution of the Reserve for Expansion of Social Business; and (iii) R$600,525,728.46, which corresponds to 26,93% of the annual adjusted net income, for distribution of the minimum mandatory dividend, which includes interim dividend and interest on shareholders' equity declared on March 17, June 12, September 30, November 12 and December 30, 2020. | Common shares | 393,240,040 | 11,609 | - |
3 - To establish the number of members of the Board of Directors for the 2021 term of office. - The Company's management proposes that the Board of Directors comprise 11 members for a term of office to be effective until the Annual Shareholders' Meeting of 2022. | Common shares | 392,873,256 | 378,393 | - |
4 - Do you want to request the adoption of Multiple Voting Process for the election of members of the Board of Directors, according to Article 141 of Law No. 6,404 of 1976? *Note: this deliberation is not a part of the matters of the Agenda of the Annual Shareholders' Meeting, and it has been inserted in compliance with the provisions of Article 21-I, subsection IV, of the CVM Instruction 481/09. | Common shares | 7,147,347 | 6,159,257 | 55,377,708 |
5 - Indication of all the names that make up the slate. | Common shares | 388,211,220 | 2,609,122 | 2,431,307 |
6 - If one of the candidates that make up the slate leaves it, can the votes of your shares continue to be counted in favor of the same slate previously chosen? | Common shares | 2,411,065 | 66,160,927 | 112,320 |
7 - In case of election by multiple voting process, should the votes corresponding to your shares be distributed in equal percentages among the candidates that make up the slate you have chosen? | Common shares | 8,068,996 | 362,692 | 60,252,624 |
RESOLUTIONS - AGM | Type of shares | Number of shares | ||
Approve (YES) | Reject (NO) | Abstain | ||
8 - Visualization of all candidates who make up the slate to indicate the % (percentage) of the votes to be assigned to each one. PATRICK ANTONIO CLAUDE DE LARRAGOITI LUCAS (efetivo) 8,82% CARLOS INFANTE SANTOS DE CASTRO (efetivo) 8,91% CÁTIA YUASSA TOKORO (efetivo) 8,95% DAVID LORNE LEVY (efetivo) 9,04% DENIZAR VIANNA ARAÚJO (efetivo) 9,09% GABRIEL PORTELLA FAGUNDES FILHO (efetivo) 9,17% ISABELLE ROSE MARIE DE SÉGUR LAMOIGNON (efetivo) 9,22% JORGE HILÁRIO GOUVÊA VIEIRA (efetivo) 9,31% PIERRE CLAUDE PERRENOUD (efetivo) 9,35% RENATO RUSSO (efetivo) 9,44% WALTER ROBERTO DE OLIVEIRA LONGO (efetivo) 8,69% | Common shares | 744,352 751,606 755,233 762,487 766,114 773,368 776,995 784,249 787,876 795,129 733,472 | - | - |
9 - Do you want to request the separate election of a member of the Board of Directors, pursuant to article 141, fourth paragraph, items I and II, of the Law No. 6,404 of 1976? (the shareholder should only complete this field if he/she is the uninterrupted holder of the shares with which he/she votes during the 3 months immediately prior to the Annual Shareholders Meeting) | Common shares | 62,367,283 124,734,566 | 5,621,672 11,243,344 | 684,133 1,368,266 |
Preferred shares | ||||
10 - Indication of candidates for the board of directors by minority shareholders holding shares with voting rights. (the shareholder should only complete this field if he/she is the uninterrupted holder of the shares with which he/she votes during the 3 months immediately prior to the Annual Shareholders Meeting) | Common shares | 1,436,313 | 6,044,971 | 61,203,028 |
11 - In case neither the holders of voting shares nor the holders of preferred shares without voting rights or with restricted voting rights have respectively reached the quorum required in items I and II of Paragraph 4 of Article 141 of Law No. 6,404 of 1976, should your votes be aggregated to the votes of the preferred shares in order to elect for the board of directors the candidate with the highest number of votes among all those that, listed on this ballot paper, run for a separate election? | Common shares | 62,388,695 | 5,208,545 | 1,087,072 |
12 - Indication of candidates for the board of directors by shareholders holding preferred shares without voting or restricted voting rights. (the shareholder should only complete this field if he/she is the uninterrupted holder of the shares with which he/she votes during the 3 months immediately prior to the Annual Shareholders Meeting) | Preferred shares | 2,882,406 | 12,089,942 | 122,406,056 |
RESOLUTIONS - AGM | Type of shares | Number of shares | ||
Approve (YES) | Reject (NO) | Abstain | ||
13 - In case that neither the holders of voting shares nor the holders of preferred shares without voting rights or with restricted voting rights have respectively reached the quorum required in items I and II of Paragraph 4 of Article 141 of Law No. 6,404 of 1976, should your votes to be aggregated to the votes of the preferred shares in order to elect for the board of directors the candidate with the highest number of votes among all those that, listed on this ballot paper, run for a separate election? | Preferred shares | 124,777,390 | 10,417,090 | 2,174,144 |
14 - To establish the management compensation (Board of Directors and Board of Executive Officers). - The Company's management proposes a global and annual amount of up to R$7,800,000.00 as compensation for the Company management (Board of Directors and Executive Officers) for the period from the Annual Shareholders' Meeting to be held in 2021, through to the Annual Shareholders' Meeting of 2022. | Common shares | 343,375,795 | 49,349,492 | 526,362 |
15. Do you want to request the installation of the Fiscal Council, according to Article 161 of Law No. 6,404 of 1976? *Note: this deliberation does is not a part of the matters of the Agenda of the Annual Shareholders' Meeting, and it has been inserted in compliance with the provisions of Article 21-k, Sole Paragraph, of the CVM Instruction 481/09. | Common shares | 65,044,641 130,089,282 | 2,971,816 5,943,632 | 673,945 1,347,890 |
Preferred shares |
RESOLUTIONS - EGM | Type of shares | Number of shares | ||
Approve (YES) | Reject (NO) | Abstain | ||
1. To approve the increase of the Company's capital stock, in the amount of R$1,000,000,000.00, through the capitalization of part of the balance of the Statutory Reserve, being attributed to its shareholders as bonus, 72,833,212 new shares, of which 36,506,376 common shares, and 36,326,836 preferred shares, with no par value, at the ratio of 60.4575212 new common shares to each lot of 1,000 commons shares and 60.4575212 new preferred shares to each lot of 1,000 preferred shares, the shares resulting from the bonus being automatically constituted in units, keeping the proportion of one (1) commons share and two (2) preferred shares per unit. | Common shares | 397,257,064 | - | - |
2. To approve the amendment to the following article of the Company's bylaws: (a) article 5, to reflect the capital stock increase approved by the Board of Directors at a meeting held on November 23, 2020 and the capital stock increase proposed in item 1 above. | Common shares | 397,257,064 | - | - |
2. To approve the amendment to the following article of the Company's bylaws: (b) article 14, to include as a competence of the Company's Board of Directors the statement on the terms and conditions of corporate events and other transactions that may give rise to a change in the Company's control and, due to the amendment to article 21 proposed below, exclude the competence of item "t" of article 14. | Common shares | 397,257,064 | - | - |
RESOLUTIONS - EGM | Type of shares | Number of shares | ||
Approve (YES) | Reject (NO) | Abstain | ||
2. To approve the amendment to the following article of the Company's bylaws: (c) article 21, to improve the wording concerning the Company's legal representation. | Common shares | 396,585,307 | - | 671,757 |
3. To approve the consolidation of the Company's bylaws, to reflect the changes proposed in item 2, letters (a), (b) and (c) above. | Common shares | 397,257,064 | - | - |
Rio de Janeiro, March 29, 2021.
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Sul América SA published this content on 29 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 March 2021 22:28:04 UTC.