(Commission File No. 1-14862 )
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___
TABLE OF CONTENTS
TABLE OF CONTENTS
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MESSAGE FROM THE ADMINISTRATION
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GUIDELINES FOR SHAREHOLDERS' PARTICIPATION AND DEADLINES
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CALL NOTICE
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RELATED DOCUMENTS AND LINKS
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EXHIBIT I FORM OF POWER OF ATTORNEY - INDIVIDUAL
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EXHIBIT 2: FORM OF POWER OF ATTORNEY - LEGAL ENTITY
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MESSAGE FROM THE ADMINISTRATION
Dear Shareholders,
In line with our commitment of continuously seeking the best Corporate Governance practices, we invite you to participate in the Ordinary General Meeting, which will take place on April 28, 2017, at 10:00 a.m., in our principal place of business, located at Rua Eteno, nº 1.561, Camaçari/BA, in which the following matters will be discussed:
1) The election of the full and alternate members of the Company's Fiscal Board; and
2) The annual aggregate compensation of the managers and members of the Fiscal Board regarding the fiscal year to be ended on December 31, 2017.
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GUIDELINES FOR SHAREHOLDERS' PARTICIPATION AND DEADLINES
With the purpose of instructing the Shareholders regarding the procedure for participation in the Meeting, we have made this Manual for the Ordinary General Meeting available.
The relevant information to such resolutions are available to the Shareholders in the Investors' Relations website (http://www.braskem-ri.com.br), in the CVM website (www.cvm.gov.br) and at Rua Lemos Monteiro, 120, 24º andar, Butantã, City of São Paulo, State of São Paulo - CEP: 05501-050, to the attention of Rosana Cristina Avolio.
The Shareholder's Participation:
The participation of the Shareholder may be done in person or through an attorney-in-fact duly established, or through remote voting bulletin, the detailed guidelines regarding the documentation required for remote voting are set forth in the Call Notice and in the Company's Proposal of the Administration, both made available on the date hereof, and in item 12.2 of the Company's Reference Form. In the section “Additional information”, we describe additional information on the participation in the Meeting.
Foreign Shareholder Attending the Meetings
Foreign Shareholders must present the same documentation as Brazilian shareholders, provided that the documents must be notarized, consularized and apostilled, as the case may be, along with a sworn translation.
American Depositary Receipts Holders
ADR Holders are represented by The Bank of New York Mellon (“BONY”), as depositary institution, pursuant to the Delivery Agreement entered into with Braskem.
Forwarding of Documentation
With the purpose of expediting the works of Meeting, it is requested that the documents required in items above, which allow for the participation or representation of the Shareholder in the Meeting, are forwarded within 72 hours prior to the date designated for the holding of the Meeting to:
Braskem S/A
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C/o Waldecy Bispo dos Santos - Legal Department
Rua Lemos Monteiro, 120 – 22º andar - Butantã
05501-050 - São Paulo – SP - Brazil
However, it is worth stressing that, under Paragraph 2 of article 5 of ICVM 481, the shareholder that attends the Meeting with the required documents may participate and vote, even if he/she has not delivered them in advance, as requested by the Company.
The Company shall not accept powers of attorney granted by shareholders by electronic means.
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BRASKEM S.A.
C.N.P.J No. 42.150.391/0001-70 - NIRE 29300006939
PUBLICLY-HELD COMPANY
CALL NOTICE
ANNUAL GENERAL MEETING
OF APRIL 28, 2017
Shareholders of BRASKEM S.A. are hereby called to attend the Ordinary General Meeting that will be held on April 28, 2017, at 10:00 a.m., at the Company’s principal place of business located at Rua Eteno, no 1.561, Pólo Petroquímico, in the City of Camaçari, State of Bahia, in order to resolve on the following Agenda:
1) The election of the full and alternate members of the Company's Fiscal Board; and
2) The annual aggregate compensation of the managers and members of the Fiscal Board regarding the fiscal year to be ended on December 31, 2017.
Camaçari/BA, March 29, 2017.
Newton de Souza
Chairman of the Board of Directors
General Information:
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1) The Proposal of the Board (“Proposal”) contemplating the entirety of the documentation related to the matters included in the Agenda and the remote voting bulletin, as well as other relevant information to exercise voting rights in the Meeting, were made available to the Company's shareholders on the date hereof, pursuant to CVM ruling No. 481/09, as amended (“ICVM 481”), and may be accessed through the CVM website (www.cvm.gov.br), the BM&FBOVESPA website (www.bmfbovespa.com.br) or the Company website (www.braskem-ri.com.br).
2) The participation of the Shareholder may be done in person or through an attorney-in-fact duly established, or through remote voting bulletin, the detailed guidelines regarding the documentation required for remote voting are set forth in the bulletin. Additional information of the participation in the Meeting are described below:
a) In person or by Proxy: with the purpose of speeding the works of the Meeting, the Administration of the Company requests that the Shareholders send the following documents to the Company at the office located at Rua Lemos Monteiro, 120, 22º andar, CEP 05501-050, São Paulo, SP, with at least 72 hours prior to the date scheduled for the Meeting: (i) a certificate issued by the depositary financial institution for the book-entry shares held thereby, evidencing the ownership of the shares within 8 days prior to the date scheduled for the Meeting; (ii) a power of attorney, duly regularized pursuant to law, in the event of representation of the shareholder, with certification of the principal's signature, notarization, consularization or apostille (as the case may be) and sworn translation, with articles of incorporation or bylaws or articles of incorporation, minutes of the election of a Board of Directors (if any) and minutes of the election of an Executive Office if the shareholder is a legal entity; and/or (iii) with regard to the shareholders taking part of the fungible custody of registered shares, a statement of the respective ownership interest, issued by the competent body. The shareholder or the legal representative thereof shall attend the Meeting in possession of the proper identification documents.
However, it is worth stressing that, under Paragraph 2 of article 5 of ICVM 481, the shareholder that attends the Meeting with the required documents may participate and vote, even if he/she has not delivered them in advance, as requested by the Company.
The Company shall not accept powers of attorney granted by shareholders by electronic means.
b) Remote Voting Bulletin: the Company shall adopt the remote voting systems pursuant to ICVM 481, allowing its shareholders to send their votes:
(i) through their respective custodian agents, if the shares are deposited in a central depository;
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(ii) through the Company's bookkeeping agent (Itaú Corretora de Valores S/A), if the shares are not deposited in a central depository, located at Avenida Brigadeiro Faria Lima, 3.500, 3º andar, São Paulo, CEP 04538-132, attendance to shareholders by telephones 3003-9285 (capitals and metropolitan areas) or 0800 7209285 (other locations), or by e-mail atendimentoescrituracao@itau-unibanco.com.br or through the website http://www.itau.com.br/securitiesservices/assembleiadigital; or
(iii) directly to the Company, according the guidelines set forth in the Call Notice, in the Company's Proposal of the Management and in item 12.2 of the Company's Reference Form.
3) Based on the Health, Security and Environment (HSE) Standards in force at the Company’s principal place of business, which set forth the guidelines for control of access and movement of people and vehicles in the indoor and outdoor areas of the principal place of business, we kindly request the Shareholders, and also their legal representatives in the Meeting called herein, to arrive at least 30 minutes before the time such Meeting is scheduled to start, in order to ensure observance of the procedures of training on the basic HSE instructions in force at the Company, which are available for consultation at its principal place of business.
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Braskem S.A.: www.braskem.com.br
Investors' Relations - Braskem S.A.: www.braskem-ri.com.br/
Comissão de Valores Mobiliários
[Securities and Exchange Commission] – CVM: www.cvm.gov.br
BM&FBovespa: www.bmfbovespa.com.br
Instituto Brasileiro de Governança Corporativa
[Brazilian Institute for Corporate Governance]: www.ibgc.org.br
Associação Brasileira da Indústria Química
[Brazilian Chemical Industry Association] – ABIQUIM: www.abiquim.org.br
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EXHIBIT 1 FORM OF POWER OF ATTORNEY - INDIVIDUAL
POWER OF ATTORNEY
By this private instrument and pursuant to law, __________________________, resident and domiciled at _________________, enrolled in the Individual Taxpayers' Register of the Ministry of Finance (CPF/MF) under No. __________________, appoints and constitutes as its attorney-in-fact _____________________________, to which it grants special powers to represent the interests of the Grantor in the Ordinary General Meeting of Braskem S.A., with principal place of business located at Rua Eteno, nº 1561, Complexo Petroquímico de Camaçari, CEP 42.810-000, Municipality of Camaçari, State of Bahia, enrolled in the National Register of Legal Entities (CNPJ) under No. 42.150.391/0001-70, to be held on April 28, 2017, at 10:00 a.m., with powers to resolve, discuss and vote on the matters set forth in the agenda, to examine and approve documents and accounts, to contest, agree, sign minutes and attendance books.
________________, _____________ ____, 2017.
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EXHIBIT 2: FORM OF POWER OF ATTORNEY - LEGAL ENTITY
POWER OF ATTORNEY
By this private instrument and pursuant to law, __________________________, with principal place of business at _________________, enrolled in the National Register of Legal Entities under No. __________________, herein represented by its undersigned Officers, appoints and constitutes as its attorneys-in-fact _____________________________, to which it grants special powers to, (jointly or individually) (regardless of order of appointment), represent the interests of the Grantor in the Ordinary General Meeting of Braskem S.A., with principal place of business located at Rua Eteno, nº 1561, Complexo Petroquímico de Camaçari, CEP 42.810-000, Municipality of Camaçari, State of Bahia, enrolled in the CNPJ under No. 42.150.391/0001-70, to be held on April 28, 2017, at 10:00 a.m., with powers to resolve, discuss and vote on the matters set forth in the agenda, to examine and approve documents and accounts, to contest, agree, sign minutes and attendance books.
________________, _____________ ____, 2017.
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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: March 29, 2017BRASKEM 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.