Second Call Notice – Extraordinary Shareholders’ Meeting
SECOND CALL NOTICE
Extraordinary Shareholders’ Meeting
Pursuant to article 124 of Law 6,404, of December 15, 1976 and Articles 3 and 5 of CVM Rule 481/09, the shareholders of VALID SOLUÇÕES S.A. (“Company”) are hereby invited to the Extraordinary Shareholders’ Meeting (“ESM”), to be held on second call on December 10th, 2018, at 10:00 a.m (Brazil Time), at the Company’s Corporate Center, to resolve on the following matters on the agenda: (1) the proposal to amend and further consolidate the Company’s Bylaws, in accordance with the proposal disclosed by the Company’s Management (“Management Proposal”); (2) the proposal to amend and further consolidate the Company’s Bylaws as requested by funds managed by Alaska Investimentos Ltda. (“Alaska Proposal”); and, in addition (3) the proposal to amend and further consolidate the Company’s Bylaws, as requested by Teorema Gestão de Ativos Ltda. (“Teorema Proposal”). All documents related to the matters to be resolved at the ESM, including the Management Proposal and the Shareholders’ Proposal are available to shareholders at the Company’s Corporate Center, on its Investor Relations website (http://ri.valid.com/pt-br/), as well as on the websites of B3 (http://www.b3.com.br/pt_br/) and the Brazilian Securities and Exchange Commission (http://www.cvm.gov.br/). General Information: In order to take part in the ESM, the shareholders, their legal representatives and proxies shall observe the provisions in Article 126 of Law No. 6,404, dated as of December 15, 1976 and Article 10, paragraph 5 of the Company’s Bylaws, submitting the following documents, preferably forty-eight (48) hours in advance, in addition to identity document and/or corporate acts evidencing legal representation, where applicable: (i) proof of shareholding issued by the bookkeeping no later than five (5) days prior to the date of the ESM; (ii) the proxy instrument with the grantor’s notarized signature; (iii) for those shareholders whose shares are held in custody, a statement containing the respective shareholding issued by the appropriate institution. In order to facilitate and encourage the participation of the shareholders, the Company informs that it is now using a remote voting system pursuant to CVM Rule No. 481, dated as of December 17, 2009. With that said, as long as authorized by the shareholders the voting instructions regarding the agenda of the EGM received by the Company by means of remote voting for the purpose of the first call of the EGM will be regularly considered for the purpose of the second call of the EGM. All documents must be delivered to the Company’s Corporate Center, at Avenida Presidente Wilson, No. 231, 16th floor, Centro, CEP: 20030-905, in the city and state of Rio de Janeiro, referred to as “2018 ESM – AMENDMENT TO THE BYLAWS” and addressed to the Investor Relations Department.
Rio de Janeiro, November 29th, 2018.
Click here for the Second Call Notice of the ESM to be held on December 10th.
Click here for the Management Proposal / Participation Manual.
Click here for the Non-Installation Statement of the ESM held on November 29th on 1st Call.