Ordinary and Extraordinary General Meeting Presentation
EXHIBIT III - CONSOLIDATED BYLAWS
XIX. authorize the acquisition or disposal of investments in equity interests in
amounts above five percent (5%) of the net equity reported in the last balance sheet
approved at the Annual General Meeting, as well as authorize the establishment of joint
ventures or consummation of strategic alliances with third parties;
XX.
to appoint or dismiss the Company's Ombudsman;
XXI. appoint and remove the members of the Audit Committee and
Compensation Committee, fill in the vacancies due to death, resignation or removal and
approve the body's internal policies, subject to the provisions of Titles VI and VII hereof;
XXII. authorize the sale of assets and properties, the creation of liens and
tendering of collaterals for third-party obligations, whenever exceeding five percent (5%)
of the equity reported in the last balance sheet approved at the Annual General Meeting;
XXIII. in special cases to concede specific authorization for particular documents
to be signed by a single Officer, with the case being minuted in the appropriate book,
except in the situations described in these Bylaws;
XXIV. approve the engagement of a share or unit bookkeeping institutio;
XXV.
to approve policies for the disclosure of information to the market and
trading in the Bank's own securities;
XXVI. choose of specialized appraisal institutions or entities to
prepare the appraisal report relating to the Bank's shares, in case of
cancellation of public company registration, as set forth in Title X hereof;
XXVII. to express a favorable or unfavorable opinion on any public
offer of acquisition of the shares issued by the Company, by means of an
advance reasoned opinion, to be issued within up to fifteen (15) days of the
publication of the offer document, which should address at least the
following: (i) the suitability and the timing of the public offer of acquisition
of the shares in relation to the interests of the shareholders as a whole and
in relation to the liquidity of the securities they hold; (ii) the repercussions of
the public offer of acquisition of shares on the interests of the Company; (iii)
the strategic plans in relation to the Company disclosed by the offeror; (iv)
other matters which the Board of Directors may consider pertinent as well
as the information required under the applicable rules established by the
Securities Commission;
XXVIII. to consider any other matter which may be submitted to it
by the Executive Board, and to convene members of this Board for joint
meetings whenever it shall deem appropriate;
XXIX. to set up technical or consultative commissions and/or
auxiliary committees, permanent or temporary, define their responsibilities
and powers, other than those granted to the Board of Directors itself in
terms of Article 142 of Law No. 6.404/76, and monitor their activities, in
accordance with Article 14 Paragraph 6 of these Bylaws;
XXX. resolve on, subject to these Bylaws and the prevailing laws,
their agenda and adopt or enact regulatory standards for their operation;
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