0000947871-15-000511.txt : 20150731 0000947871-15-000511.hdr.sgml : 20150731 20150731104511 ACCESSION NUMBER: 0000947871-15-000511 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150731 FILED AS OF DATE: 20150731 DATE AS OF CHANGE: 20150731 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Itau Unibanco Holding S.A. CENTRAL INDEX KEY: 0001132597 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: D5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15276 FILM NUMBER: 151018239 BUSINESS ADDRESS: STREET 1: PRA?A ALFREDO EGYDIO DE SOUZA ARANHA STREET 2: 100 - TORRE CONCEICAO - 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 CONCEICAO - CEP 04344-902 CITY: SAO PAULO STATE: D5 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: Itau Unibanco Banco Multiplo S.A. DATE OF NAME CHANGE: 20090226 FORMER COMPANY: FORMER CONFORMED NAME: BANCO ITAU HOLDING FINANCEIRA S A DATE OF NAME CHANGE: 20030319 FORMER COMPANY: FORMER CONFORMED NAME: BANCO ITAU SA DATE OF NAME CHANGE: 20010117 6-K 1 ss444053_6k.htm REPORT OF FOREIGN ISSUER
             
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 July 2015
Commission File Number: 001-15276

Itaú Unibanco Holding S.A.
(Exact name of registrant as specified in its charter)
Itaú Unibanco Holding 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 of Form 20-F or Form 40-F.

Form 20-F:  x      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:   x

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:   x

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:   x

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.
 
 
 
Itaú Unibanco Holding S.A.
  
    (Registrant)  
         
         
Date:  July 31, 2015 By: /s/ Marcelo Kopel  
    Name:  Marcelo Kopel  
    Title:  Investor Relations Officer    
         
                          
         
  By: /s/ Eduardo Mazzilli de Vassimon  
    Name: Eduardo Mazzilli de Vassimon  
    Title:  Chief Financial Officer  
         

 
 

 
 
 

 

 

 
 
 
 
EXHIBIT INDEX
 
 
99.1
Material Fact – Summarized Minutes of the Meeting of the Board of Directors of July 30, 2015
         
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EX-99.1 2 ss444053_ex9901.htm MATERIAL FACT
 
Itaú Unibanco Holding S.A.
CNPJ 60.872.504/0001-23
A Publicly Listed Company
NIRE 35300010230


MATERIAL FACT


SUMMARIZED MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS
OF JULY 30, 2015

DATE, TIME AND PLACE: On July 30, 2015 at 1:00 p.m. at Praça Alfredo Egydio de Souza Aranha, 100, Torre Olavo Setubal, Piso Itaú Unibanco, in the city and state of São Paulo.

CHAIR:  Pedro Moreira Salles.

QUORUM:  The majority of Board members.

THE MEMBERS OF THE BOARD OF DIRECTORS, WHEREAS:


a)           on November 27, 2014, the Board of Directors authorized the acquisition of own shares during the period from December 16, 2014 to December 15, 2015, pursuant to the limits of up to 10,000,000 common shares and 50,000,000 preferred shares;

b)           on June 30, 2015, there were 2,541 common shares and 81,690,951  preferred shares issued by the Company held as treasury stock, and in the period from December 2014 to this date being acquired 40,154,800  preferred shares issued by the Company ; and
 
c)           the share acquisition process has the purpose of applying available funds and the Company hereby believe that this authorization to be in the best interests of its shareholders as well as any share buybacks conducted within the scope of same.
 

RESOLVED UNANIMOUSLY TO:

a)           to terminate, on this date, for anticipation, the period established at the meeting of November 27, 2014 for the acquisition of shares issued by the Company;

b)           to renew the limits for these acquisitions, authorizing the acquisition of up to 11,000,000  common shares and 55,000,000 preferred shares issued by the Company, already taking into account the share bonus approved by the Extraordinary General Meeting held on April 29, 2015 and effected on July 17, 2015, with no reduction in the value of the capital stock, the said acquisitions being for the purpose of holding as treasury stock, cancelation or resale to the Market, pursuant to paragraphs 1 and 2 of Article 30, Law 6.404/76 and CVM instructions 10/1980, 268/1997 and 390/2003;
               
 
 
 
               
MEETING OF THE BOARD OF DIRECTORS OF ITAÚ UNIBANCO HOLDING S.A. OF JULY 30, 2015
page 2
        
 
c)           to ascribe to the Board of Officers the powers to establish the opportunity for the  share acquisitions within these limits, wich represent less than 10% of the free float of the 261,523,889 common  shares and the 2,661,786,313 preferred shares, registered on June 30, 2015; and

d)           that these acquisitions be effected through the Stock Exchange during the period from August 5, 2015 to August 4, 2016, at market value and intermediated by Itaú Corretora de Valores S.A., with its registered offices at Av. Brigadeiro Faria Lima, 3500, 3º andar, Parte, in the city and state of São Paulo.

CONCLUSION: With the work of the meeting concluded, these minutes were drafted, read, approved and signed by all. São Paulo (SP), July 30, 2015. (signed) Pedro Moreira Salles – Chairman; Alfredo Egydio Arruda Villela Filho and Roberto Egydio Setubal – Vice Chairmen; Candido Botelho Bracher, Demosthenes Madureira de Pinho Neto, Fábio Colletti Barbosa, Gustavo Jorge Laboissière Loyola, Henri Penchas, Nildemar Secches, Pedro Luiz Bodin de Moraes and Ricardo Villela Marino – Directors.





MARCELO KOPEL
Investor Relations Officer