PROPOSAL
BY THE
BOARD OF DIRECTORS
TO THE
EXTRAORDINARY GENERAL MEETING OF STOCKHOLDERS
TO BE HELD, EXCLUSIVELY ONLINE, ON
JULY 21, 2021 AT 11 A.M.
Dear Stockholders:
The Board of Directors of Companhia Energética de Minas Gerais - Cemig submits the following proposal to the Extraordinary General Meeting of Stockholders ('EGM'):
-
Completion of the Company's Directors Board, by use of the multiple vote procedure, following resignation of one of its members.
There will not be an election of the member representing the holders of preferred shares, nor of the member representing the employees, since the system chosen is the separate vote.
As can be seen, the objective of this proposal is to meet the legitimate interests of the stockholders and of the Company, and for this reason it is the hope of the Board of Directors that it will be approved.
Belo Horizonte, June 16, 2021.
Av. Barbacena 1200 | Santo Agostinho 30190-131 Belo Horizonte, MG | Brazil | Tel.: +55 31 3506-5024 Fax +55 31 3506-5025 |
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This text is a translation, provided for information only. The original text in Portuguese is the legally valid version.
Appendix 1
CVM Instruction 481/09 - Appendix:
Candidates for election to the Board of Directors nominated by the majority stockholder
BOARD OF DIRECTORS | |
CANDIDATES | |
Márcio Luiz Simões Utsch - CEO | Nominated by the majority stockholder |
Carlos Eduardo Tavares de Castro | Nominated by the majority stockholder |
José Guimarães Monforte | Nominated by the majority stockholder |
José Reinaldo Magalhães | Nominated by the majority stockholder |
Afonso Henriques Moreira Santos | Nominated by the majority stockholder |
Marcelo Gasparino da Silva | Nominated by minority stockholder |
Leonardo Pietro Antonelli | Nominated by minority stockholder |
Paulo César de Souza e Silva | Nominated by minority stockholder |
This text is a translation, provided for information only. The original text in Portuguese is the legally valid version. Page 1 of 17
Nominated by Companhia Energética de Minas Gerais - Cemig - Majority stockholder - Common shares:
12.5 | Márcio Luiz Simões Utsch |
a. Name | |
b. Date of birth | February 9, 1959 |
c. Profession | Lawyer |
d. CPF or passport | 220.418.776-34 |
e. Proposed elected position | Member of the Board of Directors |
f. Date of election | July 21, 2021 |
g. Swearing-in date | July 21, 2021 |
h. Period of office | Up to the AGM of 2022 |
i. Other positions held or functions exercised in the Issuer | Member of the Board of Directors |
j. Whether elected by the controlling stockholder or not | Yes |
k. Independent member / criterion | Yes - IBGC / Dow Jones. |
l. Number of consecutive periods of office | 0 |
m. Personal number | 900219 |
i. Principal professional experience in the last 5 years, indicating: Company name and sector; | Member of the Board of Directors of Companhia Energética de Minas Gerais - Cemig since March 25, 2019; |
position; and whether the company is part of | |
(i) the same economic group as the Issuer, or | CEO of Alpargatas S.A. from October 27, 1997 to December 31, 2018. |
(ii) is controlled by a stockholder of the Issuer that holds a direct or indirect equity interest of | |
5% or more in any one class of security of the Issuer. | |
ii. State all the management positions that the candidate occupies in other companies, or | Member of the Boards of Directors of HapVida, Martins, and SBF; |
organizations of the third sector. | |
Member of the Advisory Board of Bauducco and Grupo Mantiqueira. | |
n. Description of any of the following events that have taken place in the last 5 years: | |
i. Any criminal conviction | No |
ii. Any guilty judgment in an administrative proceeding of the CVM, and penalties applied | No |
iii. Any court or administrative judgment against which there is no further appeal which has | No |
suspended or disqualified the person from carrying out any professional or commercial activity | |
12.6. If the candidate acted as a member of the Board of Directors or the Audit Board in the last | |
business year, state, in the form of a table, the percentage of participation in meetings held by | Not applicable. |
each body in the period, subsequent to being sworn in to the position. | |
This text is a translation, provided for information only. The original text in Portuguese is the legally valid version. Page 1 of 17
12.7. If a member of a committee formed under the by-laws, or of the audit committee, the risk | |
committee, the finance committee and/or the compensation committee, even if such | Not applicable |
committees or structures are not created by the by-laws, supply the information mentioned in | |
item 12.5. | |
12.8. If the candidate acted as a member of any of the committees established under the by- | |
laws, or the audit, risk, financial or remuneration committee/s, even if such committee is not | Not applicable |
required to exist under the bylaws, state in the form of a table the percentage of meetings of | |
each body that the candidate attended in the period, after being sworn in. | |
12.9. State any conjugal relationship, stable union or family relationship up to the second level of proximity, with or between: | |
a) any manager/s of the Issuer | No |
b. (i) any manager of the Issuer and (ii) any manager of a direct or indirect subsidiary of the | No |
Issuer | |
c. (i) any manager of the Issuer or of its direct or indirect subsidiaries, and (ii) any direct or | No |
indirect controlling stockholder of the Issuer | |
d. (i) any manager of the Issuer and (ii) any manager of a direct or indirect parent company of | No |
the Issuer | |
12.10. State any relationships of subordination, provision of service or control existing in the | |
last three business years between any manager of the Company and: | No |
a. any direct or indirect subsidiary of the Issuer, except where the Issuer directly or indirectly | |
holds 100% of the share capital | None |
b. any direct or indirect controlling stockholder of the Issuer | No |
c. if material, any supplier, client, debtor or creditor of the Issuer, or of any of its subsidiaries, | |
or of the parent companies or subsidiaries of any of these | No |
This text is a translation, provided for information only. The original text in Portuguese is the legally valid version. Page 1 of 17
12.5 | Carlos Eduardo Tavares de Castro |
a. Name | |
b. Date of birth | March 3, 1974 |
c. Profession | Civil engineer |
d. CPF or passport | 963.190.116-53 |
e. Proposed elected position | Member of the Board of Directors |
f. Date of election | July 21, 2021 |
g. Swearing-in date | July 21, 2021 |
h. Period of office | Up to the AGM of 2022 |
i. Other positions held or functions exercised in the Issuer | |
j. Whether elected by the controlling stockholder or not | Yes |
k. Independent member / criterion | Yes - IBGC / Dow Jones. |
l. Number of consecutive periods of office | 0 |
m. Personal number | 900244 |
i. Principal professional experience in the last 5 years, indicating: Company name and sector; | Chief Trading Officer, Saneamento Ambiental Águas do Brasil (SAAB) - Águas do Brasil group: Jan. 2015 to Jun. 2019; |
position; and whether the company is part of (i) the same economic group as the Issuer, or | |
(ii) is controlled by a stockholder of the Issuer that holds a direct or indirect equity interest of | CEO and member of the Board of Directors of Copasa MG - Minas Gerais State water services company: since Jul. 2019. |
5% or more in any one class of security of the Issuer. | |
ii. State all the management positions that the candidate occupies in other companies, or | None |
organizations of the third sector. | |
n. Description of any of the following events that have taken place in the last 5 years: | |
i. Any criminal conviction | No |
ii. Any guilty judgment in an administrative proceeding of the CVM, and penalties applied | |
No | |
iii. Any court or administrative judgment against which there is no further appeal which has | No |
suspended or disqualified the person from carrying out any professional or commercial activity | |
This text is a translation, provided for information only. The original text in Portuguese is the legally valid version. Page 1 of 17
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CEMIG - Companhia Energética de Minas Gerais published this content on 21 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 20 July 2021 00:05:08 UTC.