-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, R1tc+58UWNgYROd6MBTe0OTOTxRhfttx69ORWU5In8QYNDor1bhvy4ekKpZUmU/0 QNxgxCKNzG6tHFNDjDm4Mg== 0000947871-08-000427.txt : 20080806 0000947871-08-000427.hdr.sgml : 20080806 20080805180702 ACCESSION NUMBER: 0000947871-08-000427 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20080805 FILED AS OF DATE: 20080806 DATE AS OF CHANGE: 20080805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANCO ITAU HOLDING FINANCEIRA S A CENTRAL INDEX KEY: 0001132597 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15276 FILM NUMBER: 08992640 BUSINESS ADDRESS: STREET 1: PRA?A ALFREDO EGYDIO DE SOUZA ARANHA STREET 2: 100 - TORRE ITA?SA - CEP 04344-902 CITY: SAO PAULO STATE: D5 ZIP: 00000 BUSINESS PHONE: 55-11-5019-1723 MAIL ADDRESS: STREET 1: PRA?A ALFREDO EGYDIO DE SOUZA ARANHA STREET 2: 100 - TORRE ITA?SA - CEP 04344-902 CITY: SAO PAULO STATE: D5 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: BANCO ITAU SA DATE OF NAME CHANGE: 20010117 6-K 1 ss43671_6k.htm
 


 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
 
For the month of August 2008
 
Commission File Number: 001-15276
 
Banco Itaú Holding Financeira S.A.
(Itaú Holding Financing Bank S.A.)
(Translation of Registrant’s Name Into English)
 
Praça Alfredo Egydio de Souza Aranha, 100-Torre Itaúsa
04344-902 São Paulo, SP, Brazil
(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:   ý      Form 40-F:   o
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1):
 
Yes:   o      No:   ý
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(7):
 
Yes:   o      No:   ý
 
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
 
Yes:   o      No:   ý
 
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82-___________________.
 


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.
 
Banco Itaú Holding Financeira S.A.
              (Registrant)
     
Date:  August 5, 2008 By:  /s/ Alfredo Egydio Setubal                    
Name:   Alfredo Egydio Setubal
Title:     Investor Relations Officer
     
   By:  /s/ Silvio Aparecido de Carvalho          
Name:   Silvio Aparecido de Carvalho
Title:     Chief Financial Officer
 

 
EXHIBIT INDEX
 
99.1 Announcement to the Market - Re:   Meeting of the Fiscal Council on August 4, 2008.
   
99.2  Announcement to the Market - Re:   Meeting of the Board of Directors on August 4, 2008 whereby they were notified of the Activities of Disclosure and Trading Committee and Audit Committee.
   
99.3  Announcement to the Market - Re:   Meeting of the Board of Directors on August 4, 2008 to discuss the distribution of dividends.
   
99.4  Announcement to the Market - Re:   Payment of complementary dividends.
   
99.5  Announcement to the Market - Re:   Meeting of the Board of Directors on August 4, 2008 to elect a new member of the Disclosure and Trading Committee.
   
99.6  Announcement to the Market - Re:   Information on the Results for the first Half of 2008.
 
 
 

EX-99.1 2 ss43671_ex9901.htm
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company
NIRE. 35300010230



MEETING OF THE FISCAL COUNCIL
OF AUGUST 4 2008


On August 4 2008 at 11:00 a.m. at the company’s head office, the effective members of the Fiscal Council of BANCO ITAÚ HOLDING FINANCEIRA S.A., met with the purpose of: a) appointing the President of the Fiscal Council, pursuant to article 2 of its Internal Charter; b) providing an opinion on the financial statements for the period from January to June of 2008.
 
Beginning the agenda of the day with an examination of the first item, the Councilors resolved to maintain the appointment of Prof. Iran Siqueira Lima as President of the Fiscal Council and Councilor Alberto Sozin Furuguem to substitute him in the event of his absences or incapacity.

Subsequently, Iran Siqueira Lima, expressed his appreciation for his fellow councilors’ renewed vote of confidence, making himself available to his colleagues in the performance of their duties.

Subsequently, moving on to examine the financial statements for the period from January to June of  2008,  the Fiscal Councilors resolved to register the following opinion:
 
“The effective members of the Fiscal Council of BANCO ITAÚ HOLDING FINANCEIRA S.A., having perused the financial statements for the period from January to June of 2008, have verified the accuracy of all the items examined and, in view of the unqualified opinion of PricewaterhouseCoopers Auditores Independentes, understand that these documents adequately reflect the company’s capital structure,  financial position and the activities conducted by the company during the period.”
 
There being no further matter for discussion, the meeting was declared concluded and its work completed. The relative minutes having been transcribed, read and approved, were signed by all those present. São Paulo-SP, August 4 2008. (signed) Iran Siqueira Lima - President, Alberto Sozin Furuguem and Marcos de Andrade Reis Villela – Councilors.
 




ALFREDO EGYDIO SETUBAL
Investor Relations Officer

 
 

EX-99.2 3 ss43671_ex9902.htm
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company
NIRE. 35300010230


MEETING OF THE BOARD OF DIRECTORS
OF AUGUST 4 2008

The Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A. on August 4 2008, at 2:30 p.m., met at the company’s head office, with the legal quorum being present and under the presidency of the Vice President Dr. José Carlos Moraes Abreu, for the purpose of being notified of the activities of Disclosure and Trading Committee and Audit Committee, as well as examining the financial statements for the period from January to June of 2008.

Opening the meeting’s agenda, the Director Dr. Alfredo Egydio Setubal apprised the other board directors present of the principal matters discussed at the meeting of the Disclosure and Trading Committee, held on July 28 2008.

Subsequently, the Director Dr. Carlos da Camara Pestana, as President of the Audit Committee, reported on the work carried out and the principal events characterizing the activities of the Audit Committee for the first half of 2008.

Subsequently,  Dr. Roberto Egydio Setubal, President and Vice President  of  the Board of Directors, spoke at length with respect to the financial statements for the semester ending June 30 2008, the object of: (i)  a recommendation for approval, issued by the Audit Committee; (ii) a favorable opinion from the Fiscal Council; (iii) an unqualified opinion from the Independent Auditors.

After analysis of the said documentation, the Directors unanimously approved the aforementioned financial statements, authorizing their disclosure via release through the Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários), the Brazilian Stock Exchange (BOVESPA – Bolsa de Valores de São Paulo), the SEC (the United States Securities and Exchange Commission), the NYSE – (New York Stock Exchange)  and the Argentine Stock Exchange (BCBA – Bolsa de Comercio de Buenos Aires).

With no further items on the agenda, the Chairman requested the transcription of these minutes, which having been read and approved were signed by all, the meeting being declared closed. São Paulo-SP, August 4 2008. (signed) José Carlos Moraes Abreu, Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal – Vice Chairmen; Alcides Lopes Tápias, Alfredo Egydio Setubal, Carlos da Camara Pestana, Fernão Carlos Botelho Bracher, Guillermo Alejandro Cortina, Gustavo Jorge Laboissiere Loyola, Henri Penchas, Persio Arida, Ricardo Villela Marino, Roberto Teixeira da Costa, Sergio Silva de Freitas and Tereza Cristina Grossi Togni – Directors.



ALFREDO EGYDIO SETUBAL
Investor Relations Officer

 
 

EX-99.3 4 ss43671_ex9903.htm
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company
NIRE. 35300010230


MEETING OF THE BOARD OF DIRECTORS
OF AUGUST 4 2008

 
On August 4 2008, at 4:00 pm., the Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A. met at the company’s registered offices, with the legal quorum being present and under the presidency of the Vice President Dr. José Carlos Moraes Abreu, with the purpose of deciding on the distribution of dividends complementary to shareholder remuneration paid on a monthly basis during the first half of 2008 and set against the mandatory dividend for the fiscal year 2008.

 
The matter was discussed and voted, the Directors unanimously deciding “ad referendum” of the General Meeting:
 

a)
to declare complementary dividends in the amount of R$ 0.15 per share, with no tax withheld at source, to the debit of the Revenue Reserve account for Dividends Equalization, which is equivalent to approximately 13 times the dividends paid on a monthly basis;

b)
to pay this complementary dividends on August 25 2008, based on the closing stockholding position as of August 15 2008.

With no further items on the agenda, the President determined the transcription and these minutes, which having been read and approved were signed by all present, the meeting being declared closed. São Paulo-SP, August 4 2008. (signed) José Carlos Moraes Abreu; Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal - Vice-Chairmen; Alcides Lopes Tápias, Alfredo Egydio Setubal, Carlos da Camara Pestana, Fernão Carlos Botelho Bracher, Guillermo Alejandro Cortina, Gustavo Jorge Laboissiere Loyola, Henri Penchas, Persio Arida, Ricardo Villela Marino, Roberto Teixeira da Costa, Sergio Silva de Freitas and Tereza Cristina Grossi Togni – Directors.





ALFREDO EGYDIO SETUBAL
Investor Relations Officer

 
 

EX-99.4 5 ss43671_ex9904.htm

 
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company




MATERIAL FACT



PAYMENT OF COMPLEMENTARY DIVIDENDS


 
We wish to inform our Stockholders that at a meeting of the Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A. held on August 4 2008, it was decided:
 
a)
to declare complementary dividends in the amount of R$ 0.15 per share, with no tax withheld at source, to the debit of the Revenue Reserve account for Dividends Equalization, which is equivalent to approximately 13 times the dividends paid on a monthly basis;
   
b)
to pay this complementary dividends on August 25 2008, based on the closing stockholding position as of August 15 2008.
 
 

 
 
São Paulo-SP, August 4 2008.


BANCO ITAÚ HOLDING FINANCEIRA S.A.


ALFREDO EGYDIO SETUBAL
Investor Relations Officer
 
 
 

EX-99.5 6 ss43671_ex9905.htm
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
 
NIRE. 35300010230
 
A Publicly Listed Company
 

MEETING OF THE BOARD OF DIRECTORS
OF AUGUST 4 2008

On August 4 2008, at 4:30 p.m., the Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A. met at the company’s head office, with the legal quorum being present and under the presidency of the Vice President Dr. José Carlos Moraes Abreu, for the purpose of: (i) electing a new member to the Disclosure and Trading Committee, with the expiry of the annual term of office to coincide with that of the remaining members (ii) indicating officers responsible for specific areas of operation.

The matters on the agenda having been discussed and put to the vote, the Directors unanimously resolved as follows:
 
a)
to elect as a member of the Disclosure and Trading Committee, MARCELO HABICE DA MOTTA, Brazilian, married,  lawyer, identified under number 60,843 of the State of São Paulo Bar Association (OAB/SP), enrolled in the Brazilian tax register (CPF) under number 014.490.038-69 domiciled in the city and state of São Paulo at Praça Alfredo Egydio de Souza Aranha, 100 – Torre Conceição – 12º andar, who complies with the conditions of eligibility pursuant to CMN Resolution 3.041/02 and BACEN Circular 3.172/02;
 
b)
to appoint the Executive Officer ANTONIO CARLOS BARBOSA DE OLIVEIRA as responsible for Prevention and Combating of Money Laundering, replacing the Managing Director, Wagner Roberto Pugliese;
 
c)
to delegate to the Executive Officer ANTONIO CARLOS BARBOSA DE OLIVEIRA, responsible for AJACT – Legal, Audit, Compliance and Technology area, powers to evaluate, approve and monitor the policies, procedures and respective sectoral compliance programs of the various units comprising the group controlled by Banco Itaú Holding Financeira S.A., including those units located overseas, with respect to programs for Prevention of Money Laundering, Combating the Finance of Terrorism, and Privacy and Safety of Information;
 
d)
appoint the Managing Director MARCO ANTONIO ANTUNES as responsible for the delivery of information pursuant to BACEN Circular 3.398/08.

Concluding the agenda of the day, the President noted that the member of the Disclosure and Trading Committee would be vested in his post following ratification of this election by the Central Bank of Brazil.

With the items on the agenda concluded, the Chairman requested that the respective minutes be transcribed. With these having been read and signed by all, the meeting was declared closed. São Paulo-SP, August 4 2008. (signed) José Carlos Moraes Abreu, Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal – Vice Chairmen; Alcides Lopes Tápias, Alfredo Egydio Setubal, Carlos da Camara Pestana, Fernão Carlos Botelho Bracher, Guillermo Alejandro Cortina, Gustavo Jorge Laboissiere Loyola, Henri Penchas, Persio Arida, Ricardo Villela Marino, Roberto Teixeira da Costa, Sergio Silva de Freitas and Tereza Cristina Grossi Togni – Directors.


ALFREDO EGYDIO SETUBAL
Investor Relations Officer
 
 



EX-99.6 7 ss43671_ex9906.htm

 
Banco Itaú Holding Financeira S.A.
A Publicly Listed Company
CNPJ. 60.872.504/0001-23


INFORMATION ON THE RESULTS FOR THE FIRST HALF OF 2008


We present below the main results of Banco Itaú Holding Financeira S.A. (Itaú) for the first half of 2008. The complete financial statements and the Management’s Discussion & Analysis Report are available on the Itaú website (http://www.itauri.com.br).

1.
Consolidated net income of Itaú in the first half of 2008 totaled R$ 4.1 billion, with annualized return of 27.7% on average equity. Recurring net income increased 6.2% as compared to the first half of 2007, with annualized return of 27.5%. Consolidated stockholders’ equity totaled R$ 30.3 billion, a 14.3% increase as compared to June 2007. Basel ratio stood at 16.4% at the end of June 2008.

2.
The preferred shares of Itaú posted an appreciation of 3.1%, as compared to the quotation of March 31, 2008. The market value of Itaú at Stock Exchanges was R$ 96.7 billion at the end of June. In this half we highlight the repurchase by Treasury of 1% of total outstanding shares, equivalent to the amount of R$ 1.3 billion. With no reduction in capital stock, 10.3 million common shares and 15.0 million preferred shares, all book-entry, issued by the Company itself and held in treasury, were cancelled. At the A/ESM held on April 23, 2008, stockholders resolved to issue bonus shares in the proportion of one new share to every four shares of the same type. Monthly dividends were maintained at R$ 0.012 per share, so the amounts paid to stockholders increased by 25%, after the inclusion of bonus shares in the shareholding position.

3.
Itaú paid or provided R$ 3.8 billion for its own taxes and contributions for the half. In addition, it withheld and passed on taxes, which were directly levied on financial operations, in the amount of R$ 2.7 billion.

4.
Itaú’s consolidated assets increased 34.6% as compared to June 2007, totaling R$ 343.9 billion. The loan portfolio, including endorsements and sureties, grew 41.3% as compared to the same period of 2007, totaling R$ 148.1 billion. In Brazil, non-mandatory loans to the individuals segment grew 38.3% in relation to June 2007, reaching R$ 62.3 billion, while the very small, small and middle-market company segment grew 66.2% as compared to June 2007, totaling R$ 29.8 billion.

5.
Total free, raised and managed own assets increased 23.2% as compared to the same period in the previous year, totaling R$ 514.7 billion. Demand, time and savings deposits increased 22.8%. Technical provisions for insurance, pension plan and capitalization reached R$ 26.6 billion, an increase of 23.8% as compared to June 2007.

6.
Banco Itaú BBA consolidated its leadership in origination and distribution of fixed-income and securitization operations with market shares of 46% and 51%, respectively, and ranked first in the origination of securities/variable-income operations, with market share of 29%, according to the National Association of Investment Banks (ANBID) ranking of June 2008. In addition, it received the award for the Brazil category of the “World’s Best Investment Banks 2008” from Global Finance, an American publication specialized in financial institutions all over the world.

7.
At the end of June, Itaú employed 69,163 people. After making investments to expand the client service areas, particularly news ventures, the number of employees increased 7.8% as compared to the same period of 2007. The employees’ fixed compensation plus charges and benefits totaled R$ 2.5 billion for the period. Welfare benefits granted to employees and their dependants totaled R$ 420 million. In addition, Itaú also invested R$ 47 million in education, training and development programs. Following its strategy of organic growth, and taking advantage of the opportunities generated by the


 
 

 
 

  economic stability and increase in the population’s income, Itaú Holding continues to invest in the strong expansion of its service network. In the first half, it opened 63 branches and service centers in companies. By the end of the year, it expects to have more than 100 new branches.
   
8.
In April 2008, Banco Itaú purchased the total shares of Unión Capital AFAP S.A., a company that manages private pension funds and has 20% of the market share of pension funds assets in Uruguay. The operation was approved by the related regulatory bodies in July 2008.

9.
Itaú was elected the Best Retail Bank in Latin America for the last twenty years by Latin Finance Magazine and, for the second consecutive year, the Best Managed Company in Latin America in the banking and financial sector, by Euromoney Magazine. Additionally, it was elected the Best Bank of Emerging Latin America Markets by Global Finance, and the Best Retail Bank by FGV/Conjuntura Econômica. On April 30, 2008, Standard & Poor’s, a rating agency, upgraded the long-term credit in foreign and domestic currency rating of Banco Itaú and Banco Itaú BBA from BBB- to BBB, maintaining them at the highest level awarded to Brazilian banks. On June 3, 2008, Fitch Ratings upgraded the long-term and short-term credit in foreign and domestic currency rating of Banco Itaú, Banco Itaú BBA and Itaú Holding.

10.
In this half, Itaú Holding invested R$ 55 million in social and cultural projects, of which we highlight the following: the adoption by the Ministry of Education of the “Escrevendo o Futuro" (Writing the Future) Program, which is now converted into the Brazilian Portuguese Language Olympiad; and the continuity of the “Programa Melhoria da Educação no Município” (Improvement in Municipal Schools). Itaú Cultural’s exhibitions received approximately 180,000 visitors. In the sustainability agenda, we highlight the launch of the Prêmio Itaú de Finanças Sustentáveis (Itaú’s Sustainable Finance Award) and the first two debates of the 2008 cycle of Diálogos Itaú de Sustentabilidade (Itaú’s Dialogue on Sustainability).

São Paulo, August 4, 2008.

JOSÉ CARLOS MORAES ABREU
Vice-Chairman of the Board of Directors




Alfredo Egydio Setubal
Investor Relations Officer



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