Report of Foreign Issuer Pursuant to Rule 13a-16 or 15d-16 (6-k)
November 09 2022 - 6:11AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16
or
15d-16 of the Securities Exchange Act of 1934
For the month of November 2022
Commission File Number: 001-39928
_____________________
Sendas Distribuidora S.A.
(Exact Name as Specified in its Charter)
Sendas Distributor S.A.
(Translation of registrant’s name into
English)
Avenida Ayrton Senna, No. 6,000, Lote 2, Pal 48959,
Anexo A
Jacarepaguá
22775-005 Rio de Janeiro, RJ, 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: ý
Form 40-F: o
(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: o
No: ý
(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: o No: ý
DISTANCE VOTING BALLOT
SHAREHOLDERS’ EXTRAORDINARY GENERAL MEETING
(EGM) – SENDAS DISTRIBUIDORA S.A. to be held on 12/12/2022
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 26 and other of the Brazilian Securities Commission (Comissão de Valores Mobiliários) (the
“CVM”) Resolution nº 81/2022, 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), without the need of notarization of the signature. For this General Meeting,
the Company will accept the Form signed by electronic means, preferably signed with the use of the ICP-Brazil certification.
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 Company’s headquarters, as well as at the Company’s Investor Relations website
(www.ri.assai.com.br) and at CVM’s website (www.cvm. gov.br) and B3’s (www.b3.com.br). |
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, by e-mail, upon confirmation receipt, to the Company’s Corporate Legal Department (adm.societario@assai.com.br),
the Form (completed, initialized and signed, with no need to notarize) jointly with a copy of the following documents: (a) updated extract
containing the respective shareholding issued by the custodian body no later than three (3) days in advance of the General Meeting; (b)
if to individuals: identity card with photo of the shareholder; (c) 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;
(d) 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.
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., financial institution 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 by Form.
If any of the shareholders indicated in the items
(b) to (d) above may be represented by an attorney-in-fact, in addition to the respective documents indicated above, shall forward (i)
power of attorney with specific powers for its representation in the General Meeting; (ii) identity documents of the attorney-in-fact,
as well as, in the case of a legal entity or fund, copies of the identity document and minutes of election of the legal representative(s)
who have signed the power of attorney proving the powers of representation.
For this General Meeting, the Company will accept
powers of attorney granted by Shareholders by electronic means, preferably signed with the use of the ICP-Brazil certification.
In order to ensure the participation of shareholders,
the Company will not require certified copies or notarization of documents issued and executed in Brazilian territory or the notarization,
legalization/apostille and registration in the Registry of Titles and Documents in Brazil from those executed abroad.
In all cases, for the Form to have effect, the
date of December 5, 2022 (seven (7) days before the date of the General Meeting) 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’s received after December 5, 2022, the votes will not be counted. |
Instructions for sending your ballot, indicating
the delivery process by sending it directly to the Company or through a qualified service provider
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 e-mail to adm.societario@assai.com.br, upon confirmation
receipt, respecting the deadlines and documents listed 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)
Business hours: weekdays, from 9am to 6pm.
Contact: Services to shareholders. |
Resolutions concerning the Extraordinary General
Meeting
Simple Resolution
1. Approval of the amendment of Article
8 of the Company’s Bylaws to include as competence of the Meeting the approval of transactions with related parties, which individual
or aggregated value during the course of a fiscal year exceeds R$100,000,000.00 (one hundred million reais), updated annually by the variation
of the Consumer Price Index (IPCA), calculated and disclosed by the Brazilian Institute of Geography and Statistics - IBGE, provided that
the shareholders interested in the transaction must refrain from voting.
[ ] Approve [ ] Reject [ ] Abstain
|
Simple Resolution
2. Approval of the consolidation of the
Company’s Bylaws to reflect the changes abovementioned, as well as to reflect in Article 4 the capital increases approved by the
Board of Directors.
[ ] Approve [ ] Reject [ ] Abstain
|
City:_________________________________________________________________________
Date:________________________________________________________________________
Signature:_____________________________________________________________________
Shareholder's Name:____________________________________________________________
Phone Number:________________________________________________________________
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: November 08, 2022
Sendas Distribuidora S.A.
By: /s/ Daniela Sabbag Papa
Name: Daniela Sabbag Papa
Title: Chief Financial Officer
By: /s/ Gabrielle Helú
Name: Gabrielle Helú
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 of future 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.
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