-----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, CFuMJQkZF44vgVNG4SeG4aqN7P2JGUKgvJMNDxqjnz0IN1Np/O9kuatlx2nJ7uFV HM1Q975VQNlLsnTyVdVSBA== 0000947871-08-000560.txt : 20081104 0000947871-08-000560.hdr.sgml : 20081104 20081104172443 ACCESSION NUMBER: 0000947871-08-000560 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20081104 FILED AS OF DATE: 20081104 DATE AS OF CHANGE: 20081104 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: 081161727 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 ss50479_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 November 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:  November 4, 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:  Announcement to the Market - October 2008.
   
99.2 Announcement to the Market  Re:  Minutes from the Meeting of the Board of Directors held on November 3, 2008.
   
99.3 Announcement to the Market  Re:  Additional minutes from the Meeting of the Board of Directors held on November 3, 2008.
   
99.4 Announcement to the Market  Re:  Minutes from the Meeting of the Fiscal Council held on November 3, 2008.
   
99.5 Announcement to the Market  Re:  Information on the Results from January to September 2008. 
 
 
 

EX-99.1 2 ss50479_ex9901.htm ANNOUNCEMENT TO THE MARKET - OCTOBER 2008

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

Announcement to the Market

Trading of Own Shares for Treasury
Month: October 2008

1.
On November 18, 2004, in keeping with the best Corporate Governance practice, Banco Itaú Holding Financeira S.A. (Itaú Holding) voluntarily disclosed its “Operating Rules for the Trading of Own shares for Treasury” (“Rules”).
 
2.
Item 2.1.3 of the “Rules” established the obligation to make monthly disclosure of the volumes of own shares traded on stock exchanges by Itaú Holding, and minimum, average and maximum prices.
 
3.
We inform the capital market entities the prices and the volume traded by Itaú Holding for transactions in its own shares for treasury during the month of October 2008:

 
Transaction
Trading
Volume
Prices – R$ per Share
 
Minimum
Average
Maximum
Common Shares
-
-
-
-
-
Preferred Shares
Purchase
13,097,100
20.80
24.97
26.95

4.
We would remind readers that historical data is available in the organization’s Investor Relations site (www.itauri.com.br).

São Paulo-SP, November 3, 2008.



ALFREDO EGYDIO SETUBAL
Investor Relations Officer

 
 

EX-99.2 3 ss50479_ex9902.htm MINUTES FROM THE MEETING OF THE BOARD OF DIRECTORS HELD ON NOVEMBER 3, 2008
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company
NIRE. 35300010230
 
 
 
MATERIAL FACT
 
 
 
MEETING OF THE BOARD OF DIRECTORS
OF NOVEMBER 3, 2008
 
 
 
 
The Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A., on November 3, 2008, at 3:30 p.m., met at the company’s head office, with the legal quorum being present and under the chairmanship of Dr. Carlos da Camara Pestana, with the purpose of deciding on the purchase of shares issued by the Company itself, with no reduction in capital stock, in accordance with the provisions of paragraphs 1 and 2 of article 30 of Law 6,404/76 and CVM  (Brazilian Securities and Exchange Commission) Instructions 10, 268 and 390.
 
Opening the agenda, the Chairman informed that:
 
a)
at its meeting on November 5, 2007, this Board authorized the Board of Executive Officers to buy back the Company’s own shares, during the period from November 5, 2007 to November 4, 2008, up to a limit of 5,600,000 in common shares and 77,400,000 in preferred shares;
 
b)
pursuant to the resolution of the General Meeting held on August 23, 2008 it was decided to increase the capital stock through the capitalization of revenue reserves and the granting of 25% in bonus shares, the new shares being available for trading as from June 2, 2008;
 
c)
in light of these bonus shares, the limits for buybacks of own shares, established at the meeting on November 5, 2007, were readjusted to 7,000,000 in common shares and 96,750,000 in  preferred shares;
 
d)
pursuant to these new limits, to date, the company has bought back 52,321,975  of its own preferred shares, which, in addition to the outstanding balance as of November 5, 2007 and considering the cancellation and the bonus shares of April 23, 2008, as well as the resale transactions to the Market via private placements in accordance with the “Stock Option Plan”, total 70,011,750 preferred shares issued by the Company and held as treasury stock;
 
e)
of this total held as treasury stock, 4,662,500 preferred shares remain in the custody of the Brazilian Clearing and Depository Company, as the underlying stock for the issue of securities under the Argentine Certificates of Deposit Program (CEDEAR’s).

 

 
 
BANCO ITAÚ HOLDING FINANCEIRA S.A.
Meeting of the Board of Directors of November 3, 2008
Page 2
 
Subsequently, the Board of Directors, considering it to be opportune to buy back shares issued by the company itself and given the existence of available reserves, unanimously decided to renew the limits for these buy-backs, as from this date, hereby authorizing the company to buy up to 88,000,000 of its own book entry shares, with no par value, being up to 19,500,000 common and up to 68,500,000 preferred shares, for holding as treasury stock, cancellation or resale to the Market.
 
 
 
Having clarified that the acquisition of such shares, herewith authorized, represents less than 10% of the 195,437,892 common shares and 1,389,947,876  preferred shares freely circulating in the market, it was decided, in addition:
 

 
a)
to attribute to the Board of Executive Officers discretion to decide when to effect the buy-back operations within the limits herewith approved;

 
b)
that these acquisitions will be effected via the Stock Exchanges in the period from November 4, 2008 to November 3, 2009, using Revenues Reserve (“Reserve - Goodwill on Issued Shares”) resources and the Reinforcement for Working Capital Reserve;
 

 
c)
that these acquisitions be intermediated by ITAÚ CORRETORA DE VALORES S.A., with head office at Av. Hugo Beolchi, 900 - 15th floor in the city and state of São Paulo.
 
 
 
There being no further issue and as no one present desired to make any further statement, 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, November 3, 2008. (signed) Carlos da Camara Pestana - Chairman; José Carlos Moraes Abreu, Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal - Vice-Chairmen; Alcides Lopes Tápias, Alfredo Egydio Setubal, Fernão Carlos Botelho Bracher, Guillermo Alejandro Cortina, Gustavo Jorge Laboissiere Loyola, Henri Penchas, Persio Arida, Ricardo Villela Marino, Roberto Teixeira da Costa and Tereza Cristina Grossi Togni – Directors.
 
 
 

 
 
ALFREDO EGYDIO SETUBAL
 
Investor Relations Officer
 

 
 
 

 
EX-99.3 4 ss50479_ex9903.htm ADDITIONAL MINUTES FROM THE MEETING OF THE BOARD OF DIRECTORS HELD ON NOVEMBER
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 NOVEMBER 3, 2008

The Board of Directors of BANCO ITAÚ HOLDING FINANCEIRA S.A. on November 3, 2008, at 2:30 p.m., met at the company’s head office, with the legal quorum being present and under the chairmanship of Dr. Carlos da Camara Pestana, for the purpose of being notified of the activities of Capital and Risks Management, Accounting Policies, Disclosure and Trading and Audit Committees, as well as examining the financial statements for the period from January to September 2008.

 Opening the meeting’s agenda, the Vice Chairman, Roberto Egydio Setubal and the Directors Henri Penchas, Alfredo Egydio Setubal and Gustavo Jorge Laboissiere Loyola reported to their co-directors on the work done and the principal events marking their activities during the period with respect to the Capital and Risks Management, Accounting Policies, Disclosure and Trading and Audit committees, respectively.

Subsequently, the Vice-Chairman Roberto Egydio Setubal spoke at length with respect to the financial statements for the period ending September 30, 2008, receiving unqualified opinions from both the Fiscal Council and 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 – (the New York Stock Exchange) and the Argentine Stock Exchange (BCBA – Bolsa de Comercio de Buenos Aires).

There being no further issue and as no one present desired to make any further statement, 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, November 3, 2008. (signed) Carlos da Camara Pestana - Chairman; José Carlos Moraes Abreu, Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal - Vice-Chairmen; Alcides Lopes Tápias, Alfredo Egydio Setubal, Fernão Carlos Botelho Bracher, Guillermo Alejandro Cortina, Gustavo Jorge Laboissiere Loyola, Henri Penchas, Persio Arida, Ricardo Villela Marino, Roberto Teixeira da Costa and Tereza Cristina Grossi Togni – Directors.

ALFREDO EGYDIO SETUBAL
Investor Relations Officer
 
 

EX-99.4 5 ss50479_ex9904.htm MINUTES FROM THE MEETING OF THE FISCAL COUNCIL HELD ON NOVEMBER 3, 2008

 
Banco Itaú Holding Financeira S.A.
CNPJ. 60.872.504/0001-23
A Publicly Listed Company 
NIRE. 35300010230
                                            

MEETING OF THE FISCAL COUNCIL
OF NOVEMBER  3,  2008


On November 3, 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 under the presidency of Prof. Iran Siqueira Lima, with the purpose of examining the financial statements for the period from January to September of 2008.

Following due examination of the said financial statements, the Fiscal Councilors resolved to register the following opinion:
 
“The efective members of the Fiscal Council of BANCO  ITAÚ  HOLDING  FINANCEIRA S.A., having perused the financial statements for the period from January to September 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, November 3, 2008. (signed) Iran Siqueira Lima – President; Alberto Sozin Furuguem and Marcos de Andrade Reis Villela   – Councilors.


 
 
ALFREDO EGYDIO SETUBAL
Investor Relations Officer
 
 
 

EX-99.5 6 ss50479_ex9905.htm INFORMATION ON THE RESULTS FROM JANUARY TO SEPTEMBER 2008
Banco Itaú Holding Financeira S.A.
A Publicly Listed Company
CNPJ. 60.872.504/0001-23
 
 
 
INFORMATION ON THE RESULTS FROM JANUARY TO SEPTEMBER 2008
 
We present below the main results of Banco Itaú Holding Financeira S.A. (Itaú) for the period from January to September 2008. The complete financial statements and the Management’s Discussion and Analysis Report are available on the Itaú website (www.itauri.com.br).
 
 
1.
Taking into account the behavior of capital and financial markets in Brazil and abroad, on October 27, 2008, a Material Fact was published to advance the disclosure of the major economic-financial data detailed in this report.
 
 
2.
Consolidated net income of Itaú through September 2008 totaled R$ 5.9 billion, an annualized return of 26.3% on average equity. Recurring net income increased 11.9% as compared to the same period of 2007, with annualized return of 26.8%. Consolidated stockholders’ equity totaled R$ 31.6 billion, a 12.8% increase as compared to September 2007. Basel ratio stood at 14.7% at the end of September 2008.
 
 
3.
On November 3, Itaú and Unibanco signed an agreement for merger of their financial operations, establishing the largest conglomerate in southern hemisphere, with a market value among the 20 largest financial institutions in the world. The new institution will have approximately 4,800 branches and service stations, accounting for 18% of the banking network; and 14.5 million checking account clients, or 18% of market share. In loans, it will account for 19% of the Brazilian system’s volume; whereas total deposits, funds and managed portfolios will account for 21%.
 
 
4.
The performance of Itaú Holding’s shares was affected by the international financial crisis and the fall of Stock Exchanges all over the world. Accordingly, Itaú’s preferred shares depreciated by 6.4%, as compared to the quotation of June 30, 2008. The market value of Itaú at Stock Exchanges was R$ 90.5 billion at the end of September. In this period we highlight the repurchase by Treasury of 1% of total outstanding shares, equivalent to the amount of R$ 1.3 billion.
 
 
5.
Itaú paid or provided R$ 5.0 billion for its own taxes and contributions for the period from January to September. In addition, it withheld and passed on taxes, which were directly levied on financial operations, in the amount of R$ 3.6 billion.
 
 
6.
Itaú’s consolidated assets increased 32.9% as compared to September 2007, totaling R$ 396.6 billion. The loan portfolio, including endorsements and sureties, grew 44.2% as compared to the same period of 2007, totaling R$ 164.5 billion. In Brazil, non-mandatory loans to the individuals segment grew 34.5% in relation to September 2007, reaching R$ 66.2 billion, while the very small, small and middle-market company segment grew 72.5% as compared to the same period in 2007, totaling R$ 33.3 billion. By way of partnerships, such as the real estate financing with companies Lopes and Coelho da Fonseca, Itaú reinforces its strong willing to expand credit to support the development of the Brazilian economy.
 
 
7.
Total free, raised and managed own assets increased 21.4% as compared to the same period in the previous year, totaling R$ 557.9 billion. Demand, time and savings deposits increased 61.5%. Technical provisions for insurance, pension plan and capitalization reached R$ 27.6 billion, an increase of 22.7% as compared to September 2007.
 
 
8.
Banco Itaú BBA consolidated its leadership in origination and distribution of fixed-income and securitization operations with market shares of 50% and 49%, respectively, and continued to rank first in the origination of securities/variable-income operations, with market share of 25%, according to the National Association of Investment Banks (ANBID) ranking of September 2008.
 
 

 
 
 
BANCO ITAÚ HOLDING FINANCEIRA S.A.
INFORMATION ON THE RESULTS FROM JANUARY TO SEPTEMBER 2008
fls.2
 
 
In addition, in July 2008 Itaú BBA was considered the best Investment Bank in Brazil by Global Finance magazine, an American publication specialized in financial institutions all over the world.
 
 
9.
At the end of September, Itaú employed 71,616 people. After making investments to expand the client service areas, particularly new ventures, the number of employees increased 10.7% as compared to the same period of 2007. The employees’ fixed compensation plus charges and benefits totaled R$ 3.9 billion for the period from January to September. Welfare benefits granted to employees and their dependants totaled R$ 646 million. In addition, Itaú also invested R$ 81 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, Banco Itaú continues to invest in the strong expansion of its service network. In the third quarter it opened 42 branches in 35 different municipalities across all regions of Brazil.
 
 
10.
In subsequent event, on October 18, Banco Itaú S.A., a company controlled by Itaú Holding, entered into an operating agreement, for a 10-year period, with Marisa S.A. for the creation of the new Itaú/Marisa co-branded credit card. Marisa is the largest chain of stores specialized in women’s wear in Brazil, with 207 stores in the country and over 8 million private label cards. Banco Itaú will invest approximately R$ 120 million in this partnership, which will enable it to expand and improve the current range of financial products and services to Marisa customers offered in its distribution channels, such as credit cards with widely-accepted flags, personal loans, and payroll advance loans, among others.
 
 
11.
Among the many ratings and awards of the third quarter, one in particular best summarizes the excellence of Itaú’s performance in several aspects:  Itaú is the most valuable brand of Latin America, estimated at US$ 6.0 billion, according to data from Interbrand, a brand consulting company. This value represents a growth of 57% in relation to 2007, when the Bank’s brand was estimated at US$ 3.8 billion, and would position the Bank among the 70 most valuable brands in Interbrand’s global ranking.
 
 
12.
In the period from January to September 2008, Itaú Holding invested R$ 87 million in social and cultural projects. In the third quarter, we highlight the following: the holding of Municipal Judging Commissions of the Brazilian Portuguese Language Olympiad “Escrevendo o Futuro” (Writing the Future); in the “Melhoria da Educação no Município” (Improvement of Municipal Education) program, the devising of the “Plano Regional de Ação Educativa” (regional plan for educative action) in 14 municipalities of the northeastern of São Paulo; the 4th group of “Jovens Urbanos” (urban youth) program in the city of São Paulo; the launch of the “Itaú Criança 2008” (2008 Itaú Child) program; the running of a course related to the Economic Evaluation of Social Projects program to 4 new classes in Belo Horizonte, State of Minas Gerais, Tubarão, State of Espírito Santo, Curitiba, State of Paraná and Recife, State of Pernambuco, in addition to the running of the Itaú’s Regional Seminar on the Economic Evaluation of Social Projects in the City of Rio de Janeiro.
The “Emoção Art.ficial 4.0 - Emergência!” (Art.ficial Emotion 4.0 – Emergence!) exhibition was visited by 77,123 people. The “Caderno do Professor investigador” (notebook of the investigator teacher) series, a tool for introducing contemporary art in the classroom, held its first videoconference for training in partnership with the State Secretary of Education. The Itaú Cultural “Rumos” (directions) program of visual arts divulged the results of the 2008-2009 call for applications. Of the 1,617 artists enrolled, 45 from 27 states were selected.
 
São Paulo, November 3, 2008.
 
Carlos da Camara Pestana
Chairman of the Board of Directors
 
 
 
 

 
 
 
BANCO ITAÚ HOLDING FINANCEIRA S.A.
INFORMATION ON THE RESULTS FROM JANUARY TO SEPTEMBER 2008
fls.3
Alfredo Egydio Setubal
Investor Relations Officer
 
 

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