Springs shares are traded in the Bolsa de Valores de São Paulo – BOVESPA (The São Paulo Stock Exchange) under the code “SGPS3”, and are admitted to trading in the Novo Mercado segment, which represents the highest level of distinguished corporate governance practices.
Springs shares provide its shareholders with the following rights:
- Each share entitles its owner one vote in Springs’ General and Special Shareholders’ Meetings;
- Right to receive dividends or other distributions made to shareholders in proportion to their participation in the total number of Srpings outstanding shares;
- In the event of the Company’s liquidation, its shareholders have the right to receive reimbursements proportional to their ownership interest in the Company’s capital share, after the settlement of all of its obligations
- Tag-along rights in case of shareholding control alienation. The major shareholder will be required to make a tender offer within 90 days of such acquisition for all of the remaining publicly traded shares at a price per common share equivalent to not less than the price paid per share by such person for the controlling stake. – All the other rights assured to the shares, in accordance with Novo Mercado listing rules, with the Company’s Bylaws and with Brazilian Corporate Laws (for more information, see section 1.4 below).
Corporate Governance is a set of practices governing the manner in which corporations are managed and monitors, comprising relations between Shareholders, the Board of Directors, the Senior Management, the Independent Auditors and the Audit Committee. Good corporate governance practices have the purpose of strengthening the company’s growth strategy and contributing to its perpetuity.
Dividends represent the amount of money distributed to shareholders of a corporation. The value of the dividends is proportional to the number of shares held and the profits earned by the company during the preceding fiscal year. In accordance with the Brazilian Corporate Law, shareholders are assured a minimum dividend of 25% of the net income determined in each fiscal year, provided that the accrued profit/loss account shows a positive balance. In the case of the Company, the mandatory dividend is 1/3 of the net income.
The Brazilian Corporate Law required the company to hold an Annual Shareholders Meeting until the fourth month after the closing of each fiscal year, in which shareholders shall resolve on the distribution of annual dividends. Payment of annual dividends is based upon the audited financial statements as of and for the immediately preceding fiscal year. According to the Brazilian Corporate Law, the annual dividend must be paid within 60 days from the declaration of such dividend, unless a shareholders’ resolution shall determine another payment date that, in any event, must occur prior to the closing of the fiscal year in which the dividend was declared.
Corporate Structure and Shareholding Composition .
Before resorting to a Securities Brokerage House, we suggest that you study the matter in the web site of BOVESPA. As a contribution to the education of newcomers, the São Paulo Stock Exchange prepared a Basic Course on the Securities Market. The course is composed of three different modules, which also offer some practical exercises to test your degree of knowledge. Click on the links below and check:
Thereafter, the next step is to find a Brokerage House. Brokerage houses and other financial brokers have a staff dedicated to analyzing the market, its different segments and participant companies. You may rely on these professionals to advise you on the correct time to buy and sell certain shares to obtain the best results.
If you still need more information about this subject, please access www.quersersocio.com.br
All material facts, disclosure of results and other communications to the market of Medial are simultaneously disclosed to the CVM/Bovespa and in the investors’ relations area in the Company’s website (http://www.springs.com). You may also receive this information by e-mail. Please click here to register for this purpose.
The complete financial statements are published annually in selective newspapers. The quarterly financial statements, press releases, presentations, material facts and notices to shareholders are available at the investors’ relations area in the Company’s website. Further information on the Company may also be obtained in the websites of the São Paulo Stock Exchange (www.b3.br) and of the Brazilian Securities and Exchange Commission (www.cvm.gov.br).
Investors residing outside Brazil, including institutional investors, are authorized to purchase equity instruments, including Springs Global common shares, on the Brazilian stock exchanges provided that they comply with the registration requirements set forth in CMN Resolution No. 2,689 and CVM Instruction No. 325.
With certain limited exceptions, under CMN Resolution No. 2,689 investors are permitted to carry out any type of transaction in the Brazilian financial capital markets involving a security traded on a stock, future or an organized over-the-counter market. Investments and remittances outside Brazil of gains, dividends, profits or other payments in respect of Springs Global common shares are made through the exchange market.
In order to become an investor registered under the provisions of CMN Resolution No. 2,689, an investor residing outside Brazil must:
- appoint a representative in Brazil with powers to take actions relating to the investment;
- appoint an authorized custodian in Brazil for the investment, which must be a financial institution duly authorized by the Central Bank and the CVM; and
- through its representative, register itself as a foreign investor with the CVM and register the investment with the Central Bank.
Securities and other financial assets held by foreign investors pursuant to CMN Resolution No. 2,689 must be registered or maintained in deposit accounts or under the custody of an entity duly licensed by the Central Bank or the CVM. In addition, securities trading by foreign investors are generally restricted to transactions involving securities listed on the Brazilian stock exchanges, or traded in organized over-the-counter markets licensed by the CVM. Payment for the common shares will be required to be made to Springs Global through the facility of the Brazilian Settlement and Custodial Company (Companhia Brasileira de Liquidação e Custódia).
Springs Global Participações S.A.
Av. Paulista 1754, 2 Sobreloja – 01310-920 – São Paulo-SP
Any questions not related to analysts and investors must be directed to Springs’s Contact Form