CVM Instruction No. 372 of June 28, 2002

CVM INSTRUCTION NO. 372, OF JUNE 28, 2002.

Provides for the postponement of the General Assembly and the interruption of the running of the period for its summons.

The PRESIDENT OF THE SECURITIES AND EXCHANGE COMMISSION – CVM makes public that the Collegiate Board, in a meeting held on June 27, 2002, and considering the provisions of art. 4, item VI, and art. 8, item I, of Law No. 6,385, of December 7, 1976, and of art. 124, § 5, items I and II, of Law No. 6,404, of December 15, 1976, with the changes introduced by Law No. 10,303, of October 31, 2001, HAS DECIDED to issue the following Instruction:

SCOPE AND PURPOSE

Art. 1 This Instruction regulates the procedure to be adopted in cases of postponement of the general meeting of shareholders of a publicly held company, and of interruption of the running of the period for its summons, as provided for in items I and II of § 5 of art. 124 of Law No. 6,404/76.

INCREASE OF THE NOTICE PERIOD FOR SUMMONS OF THE GENERAL ASSEMBLY

Art. 2 Any shareholder of a publicly held company may request the CVM to increase, up to 30 (thirty) days, the notice period prior to the date of publication of the first summons announcement for a general meeting, provided that such meeting is intended to discuss operations that, due to their complexity, and in the CVM's judgment, require a longer period for shareholders to become aware of and analyze them.

§1 The request provided for in the main text will not be admitted when the meeting has already been summoned with a notice period of at least 30 (thirty) days, provided that on the date of publication of the first summons announcement, the documents related to the matters to be deliberated are already available to shareholders, with sufficient detail for the review and understanding of the corresponding subjects.

§2 The request referred to in the main text shall be submitted to the CVM at least 8 (eight) business days prior to the date initially established for the holding of the general meeting, duly justified and accompanied by supporting documentation.

§3 The request will be forwarded to the Superintendence of Corporate Relations, and the Superintendent shall immediately notify the company in question, so that it may express its opinion on the request within a period of 48 (forty-eight) hours, through a duly justified and documented statement, after which the request will be submitted for deliberation by the CVM Collegiate Board, with the opinion of the Superintendent and the respective statement from the company.

§4 The Collegiate Board will issue its decision, and, if appropriate, establish the minimum notice period for the holding of the meeting, with immediate notice of the decision given to the interested parties.

CVM INSTRUCTION NO. 372, OF JUNE 28, 2002.
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§5 If the request is granted, and the summons period for the meeting is already running, the company shall arrange for the publication of a summons announcement, in the form of Law No. 6,404, of 1976, giving notice of the postponement, and, if it maintains its intention to hold the meeting, informing the new date for the holding of the meeting.

§6 Also in the event of approval of the request, and if the summons period for the meeting is running, the Collegiate Board must observe a maximum period of 30 (thirty) days, counted from the date of publication of the first summons announcement for the meeting, or from the date on which the documents related to the matters to be deliberated were made available to shareholders, whichever date is more recent.

INTERRUPTION OF THE NOTICE PERIOD FOR SUMMONS OF AN EXTRAORDINARY GENERAL ASSEMBLY

Art. 3 Any shareholder of a publicly held company may request the CVM to interrupt the running of the summons period for an extraordinary general meeting of a publicly held company for up to 15 (fifteen) days, in order for the CVM to review and analyze the proposals to be submitted to the meeting.

§1 If the request referred to in the main text is granted, the summons period will be interrupted for up to 15 (fifteen) days, counted from the date of receipt by the company of the communication of the decision of the Collegiate Board, restarting, if the company maintains its intention to hold the meeting, on the day following the end of the interruption period fixed by the Collegiate Board, without prejudice to the company's option to choose a later date for the holding of the meeting.

§2 In the case provided for in the main text, the CVM Collegiate Board shall express its opinion, by the end of the fixed interruption period, on the legality of the deliberations proposed to the general meeting, and the Superintendence of Corporate Relations shall monitor subsequent events, requesting the Collegiate Board, if appropriate, to initiate administrative proceedings.

§3 The rules of the previous article and its paragraphs shall apply, where applicable, to the request referred to in the main text.

EFFECTIVE DATE

Art. 4 This Instruction enters into force on the date of its publication in the Official Gazette of the Union.

Signed original by
LUIZ ANTONIO DE SAMPAIO CAMPOS
Acting President