OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of May, 2020
(Commission File No. 1-14862 )
Camacari, Bahia - CEP 42810-000 Brazil
Form 20-F ___X___ Form 40-F ______
in paper as permitted by Regulation S-T Rule 101(b)(1). _____
in paper as permitted by Regulation S-T Rule 101(b)(7). _____
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___
BRASKEM S.A.
Federal Taxpayer’s Registry (CNPJ) No. 42.150.391/0001-70
State Registration (NIRE) 29300006939
Publicly-Held Company
NOTICE TO SHAREHOLDERS
Pursuant to CVM/SEP Circular Letter No. 2/2020 and considering the Annual General Meeting to be held on May 29, 2020 (“Meeting”), Braskem S.A. ("Braskem" or "Company") (Ticker B3: BRKM3, BRKM5 e BRKM6) notify its shareholders and the market that its shareholders GERAÇÃO FUTURO L. PAR FUNDO DE INVESTIMENTO EM AÇÕES, ALASKA BLACK MASTER FIA - BDR NÍVEL I, ALASKA RANGE FIM and ALASKA BLACK INSTITUCIONAL FIA ("Shareholders"), by correspondence dated as of April 30, 2020, appointed:
For the Board of Directors:
(i) Mr. Walter Luis Bernandes Albertoni, as candidate for effective member, to compose the chart of candidates for eventual separate election of the Company's Board of Directors at the Meeting, by shareholders with common shares, pursuant to article 141, paragraph 4, item "I", of Law No. 6,404, dated as of December 15, 1976, ("Brazilian Corporate Law"), if the necessary quorum required for using such prerogative is verified; and
(ii) Mr. Lírio Albino Parisotto, as candidate for effective member, to compose the chart of candidates for eventual separate election of the Company's Board of Directors at the Meeting, by shareholders with preferred shares, pursuant to article 141, paragraph 4, item "ii", of the Brazilian Corporate Law, if the necessary quorum required for using such prerogative is verified.
For the Fiscal Council:
(iii) Mrs. Heloísa Belotti Bedicks and Mr. Reginaldo Ferreira Alexandre, as candidates for effective and alternate members, respectively, to compose the chart of candidates for eventual separate election of the Company's Fiscal Council at the AGM, by shareholders with preferred shares, pursuant to article 161, §4º, item "a", of the Brazilian Corporate Law, if requested under the terms of the law.
The résumés and further information of the candidates appointed by the Shareholders, as required in article 10 of the Brazilian Securities and Exchange Commission (“CVM”) Instruction No. 481, dated as of December 17, 2009 (“CVM Instruction 481/09”), are attached to this notice to shareholders as per Exhibit I.
In addition to the information provided in Exhibit I, provided by the Shareholders, the Company clarifies that, in accordance with article 18, paragraph 1, of the Company's Bylaws, and item 2 (viii), of the Internal Rules of the Board of Directors, the Board, with the support of the People and Organization Committee, evaluated the information regarding the candidates to the Board of Directors1 and concluded that: (i) Mr. Walter Luis Bernardes Albertoni fulfill the independence requirements established in the Company's Global Compliance System Policy2 and will be considered an independent board member, if elected ; and (ii) Mr. Lírio Albino Parisotto does not fulfill the independence requirements established in the Company's Global Compliance System Policy, as he is the Chief Executive Officer and Chairman of the Board of Directors of Videolar-Innova S.A., since this company has a commercial relationship with the Company in a magnitude that compromises the candidate's independence and will be considered a non-independent board member, if elected.
Also, under the terms of the applicable legislation, the name, the résumé and further information required by CVM Instruction 481/09 of the candidates appointed by the Company's controlling shareholder and by Petróleo Brasileiro S.A. - Petrobras to compose the Company's Board of Directors and Fiscal Council are included at the Management Proposal for the AGM, made available to the shareholders on April, 28th at the Company's office located at Rua Lemos Monteiro, No. 120, 24th floor, Butantã, in the City of São Paulo, State of São Paulo, ZIP Code 05501-050, and in the Company’s website (www.braskem-ri.com.br) and CVM’s website (www.cvm.gov.br).
Lastly, it is important to note that: (a) the effective separate election of members of the Board of Directors, under the terms of article 141, paragraph 4 or paragraph 5, of the Brazilian Corporate Law, will depend on proof of uninterrupted ownership of the required shareholding, during the 3 (three) months period, at least, immediately prior to the date of the Meeting; and (b) the effective separate election of members of the Fiscal Council, under the terms of article 161, paragraph 4, of the Brazilian Corporate Law, will occur if the applicable legal requirements are fulfilled.
The Company's Investor Relations Department is at your disposal for any further clarifications that might be necessary.
Camaçari/BA, May 8, 2020.
Pedro van Langendonck Teixeira de Freitas
Investor Relations Officer
___________________________
1 The evaluation of the Board of Directors regarding the fulfillment or not of all candidates as candidate for effective member of the Board of Director to the independence requirements established in the Company's Global Compliance System Policy of Braskem and is available on Exhibit II of the Management Proposal (items 12.5 to 12.10 of Annual Reference Form (Formulário de Referência).
2 The Company's Global Compliance System Policy adopts the concept of independence provided in the Level 2 Regulation of Brazilian Stock Exchange (B3 S.A. – Brasil, Bolsa, Balcão).
EXHIBIT I
Résumés and Further Information of the Candidates appointed by the Shareholders
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Documents are on the next pages.)
SIGNATURES
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: May 8, 2020| BRASKEM S.A. | |||
| By: | /s/ Pedro van Langendonck Teixeira de Freitas | ||
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| Name: | Pedro van Langendonck Teixeira de Freitas | ||
| Title: | Chief Financial Officer | ||
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 offuture 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.