6-K 1 elp20210120_6k3.htm FORM 6-K

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 January, 2021

Commission File Number 1-14668

 


 

COMPANHIA PARANAENSE DE ENERGIA

(Exact name of registrant as specified in its charter)

 

Energy Company of Paraná

(Translation of Registrant's name into English)

 

Rua Coronel Dulcídio, 800
80420-170 Curitiba, Paraná
Federative Republic of Brazil
+55 (41) 3331-4011

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.  Form 20-F ___X___ Form 40-F _______

 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____

 

 
 

 

Bylaws Reform

Advances in Corporate Governance, B3 Level 2 Migration and UNITs Program

Companhia Paranaense de Energia - COPEL (“Company”), a company that generates, transmits, distributes and trades energy, with shares listed on B3 (CPLE3, CPLE5, CPLE6), NYSE (ELPVY, ELP) and LATIBEX (XCOP), hereby informs its shareholders and the market in general that the Company's Board of Directors (“CAD”) approved, at a meeting held on this date, the forwarding of the proposal to amend Copel's Bylaws for resolution by the General Shareholders' Meeting, which includes significant advances in corporate governance, aiming:

·Ensure that the current Bylaw provision that requires the full application of tariff adjustments approved by the National Electric Energy Agency - ANEEL cannot be changed or excluded without the approval of the majority of shareholders holding preferred shares;
·Increase from 2 to 3 the number of representatives of non-controlling shareholders in CAD;
·Appointment of an independent external member to form the Statutory Audit Committee;
·Establishment of 3 advisory committees to CAD, as follows:
oInvestment and Innovation Committee, for the purpose of evaluating and issuing recommendations on the Company's investment plans, composed of 3 members of the CAD, one of whom is a representative of minority shareholders;
oSustainable Development Committee to assist the CAD in proposing guidelines, policies and main issues and principles relating to people management and ESG;
oCommittee of Minorities for the purpose of analyzing and issuing recommendations and opinions on matters involving transactions between the Company and the controlling shareholder.
·UNIT program, including:
oStock split in the proportion of 1 to 10;
oPossibility of converting shares from 1 ON to 1 PNB (and 1PNB to 1ON);
oFormation of UNITs composed of 5 shares issued by the Company, 1 common share (CPLE3) and 4 class “B” preferred shares (CPLE6);
·Adherence to B3's Corporate Governance Level 2, which establishes, among others:
oTag along of 100% for Common and Preferred shares, granting equal treatment to the Company's shareholders;

 

 
 

 

oVoting rights for preferred shareholders in matters involving the transformation, merger, spin-off or merger of the Company.

It is emphasized that the Company already has a robust Corporate Governance system recognized as the only company with the highest score in the B3 State-Owned Enterprises Governance Program, highlighting:

·CAD composed of 9 members, with a minimum of 3 independent members. Currently, the Company is assisted by 7 independent members;
·Compliance with integrity requirements for the appointment of Directors;
·The Bylaws establish additional requirements to the Laws for nomination to the Fiscal Council;
·Statutory Audit Committee;
·Nominating and Evaluation Committee;
·Governance, Risk and Compliance Department dedicated to topics related to corporate sustainability, corporate governance, risk management, internal controls and compliance.

The migration to B3's level 2 of Corporate Governance is conditional on the completion and settlement of a public offering for the secondary distribution of shares or UNITS owned by the State of Paraná́ and issued by the Company, according to Material Fact 01/21 of 08.01.21. This condition is provided for in Article 114 of the proposed new Bylaw.

More details on the proposals presented can be clarified in the call with investors that the Company will hold tomorrow (01.21.2021) at 12:00 (at noon), whose access will be available on the Investor Relations website (ri.copel.com) or on this link.

The new Bylaws will be available on the Company's Investor Relations website (ri.copel.com)), as soon as the General Shareholders' Meeting is called to deliberate on the topic.

Curitiba, January 20, 2021.

 

Adriano Rudek de Moura

Chief Financial and Investor Relations Officer

 

For further information, please contact the Investor Relations team:

ri@copel.com or (41) 3331-4011

 

 

 
 

 

SIGNATURE

 

 

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 January 20, 2021

 

COMPANHIA PARANAENSE DE ENERGIA – COPEL
     
By:

/S/  Daniel Pimentel Slaviero


 
  Daniel Pimentel Slaviero
Chief Executive 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.