Update feed

09/10/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – August/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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09/08/2021

Financial Historical in .xls update – Aug-2021

Latest updated automotive market data: Aug/2021

Click here to access the report.

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08/27/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

(i) The members of the Board of Directors examined the items on the agenda and adopted the following resolution by unanimous vote and without any reservations or restrictions:

1.   Approved the Internal Regulation of Tegma’s Board of Directors, which will be filed at the Company’s headquarters. It should be noted that this document will come into force as of this date and will be available for consultation on the Brazilian Securities Commission (“CVM”) and B3’s websites, and on the Company’s Investor Relations website (http://ri .tegma.com.br).

Click here to access the minutes.

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08/10/2021

2021 Reference Form – V2 in Portuguese

Resubmission of 2021 Reference Form version 2 in Portuguese.

Reason: Change in the term of office of the Management, People and Government Committee’s members in the item 12.7/8 and mention of the  Related Party Transaction Policy approval in the item 16.1.

Click here to access the 2021 Reference Form

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08/09/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – July/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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08/06/2021

Financial Historical in .xls update – Jul-2021

Latest updated automotive market data: Jul/2021

Click here to access the report.

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08/04/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

1.     A presentation was made on the Quarterly Information for the period ended on June 30, 2021. After analysis and discussion, the directors present, by unanimous vote, without any restrictions, expressed themselves in favor of the disclosure of the Company’s Quarterly Information to the quarter ended on June 30, 2021.

2.     Approve the proposal for payment of earnings, in the total amount of R$ 22,156,947.53 as follows: (i) distribution of interim dividends, in the amount of R$ 16,617,710.65, with the value of interim dividends per share will be R$ 0.2520211124; (ii) interest on capital in the amount of R$ 5.539.236,88, which corresponds to R$ 0,0840070374 per share; the value of interest on own capital will be subject to Income Tax at the rate of 15% (fifteen percent), except for shareholders provenly exempt or immune; interest on capital will be imputed to the mandatory dividends related to the 2021 fiscal year, according to article 9, paragraph 7, of Law 9.249 / 95.

Interim dividends and interest on shareholders’ equity will be paid to shareholders on August 19, 2021, benefiting shareholders included in the Company’s shareholding position on August 09, 2021 (“Cut-off Date”). The Company’s shares will be traded “ex-dividends” and “ex-interest on own capital” as of August 10, 2021, inclusive.

Click here to access the minutes.

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07/29/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

(i) The members of the Board of Directors examined the items on the agenda and adopted the following resolutions by a unanimous vote and without any reservations or restrictions:

1.     Pursuant to article 2, paragraph 2 of the Company’s Bylaws, they have approved and authorized the opening of one (1) branch in the city of Cariacica, state of Espírito Santo, at Nova Valverde Street, Nova Valverde District, ZIP code 29151-885.

2.     Based on the presentation by the Executive Board, they have ratified and approved the renewal of the first risk insurance policy and the contracting of a second risk insurance policy for Tegma’s own fleet and the fleet of its controlled companies Tegma Cargas Especiais Ltda. (“TCE”) and Fastline Logística Automotiva Ltda. (“Fastline”), with the maximum total indemnity (sum of the first and second risk) in the amount of three million, four hundred thousand reais (BRL 3,400,000), with the insurance company Seguros Sura S.A., whose premium will be in the amount of up to two hundred and ninety-eight thousand, four hundred reais (BRL 298,400.00), pursuant to article 23, item XX, of the Company’s Bylaws.

3.     They have approved the Company’s Anti-Corruption Policy, which will be filed at the Company’s headquarters. It should be noted that this document will come into force as of this date.

4.     They have decided to re-elect the following members that will make up the Company’s non-statutory committee known as the Management, People and Governance Committee (“MPG Committee”): Mr. MÁRIO BARDELLA JÚNIOR , Brazilian, married, business administrator, bearer of Identity Card RG No. 3.658.478-2 SSP/SP, Individual Taxpayer ID CPF/ME No. 034.674.068-15, residing and domiciled in the city of Santo André, state of São Paulo, at David Campista Street, 59, apt. 151, Vila Guiomar District; Mr. Marco Antonio Leite de Medeiros, Brazilian, married, engineer, bearer of Identity Card RG No. 18.387.410-9 SSP/SP, Individual Taxpayer ID CPF/ME No. 135.006.988-40, residing and domiciled in the city of São Paulo, state of São Paulo, with professional address at Avenida Nicola Demarchi, nº 2.000, Demarchi District; and Mr. Décio Carbonari de Almeida, Brazilian, married, business administrator, bearer of Identity Card RG No. 5.518.572-1 SSP/SP, Individual Taxpayer ID CPF/ME No. 878.449.238-49, residing and domiciled in the city of São Paulo, state of São Paulo, at André Fernandes Street, 157, apt. 72, Vila Madalena.

The term of office of the members of the MPG Committee will last for one (1) year, until July 29, 2022. After the term of office, the members of the MPG Committee will remain in their positions until the election of their successors.

Click here to access the minutes.

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07/16/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

(i) Once the work began, the financial advisor hired by the Company presented his analysis on the economic and market aspects of the Proposal, which concluded that the Proposal’s terms do not reflect the adequate value of the Company. Then, the Company’s legal advisor also presented his conclusions on the legal aspects of the Proposal.

After the presentations were concluded, the Board members discussed the matter with the external advisors and the members of the Board of Directors, unanimously resolving to reject the Proposal. The written votes presented by the directors were received by the Chairman and fully attached to these minutes.

Click here to access the minutes.

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07/07/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

(i) Once the work began, the Executive Board reported to the Board members that, in compliance with the Board of Directors’ resolution taken at the meeting on July 2, 2021, it obtained proposals from top-tier institutions to choose one of them to act as the Company’s financial advisor, aiming at the analysis of the Proposal. Having considered all the proposals, the Executive Board recommends the hiring of NM Rotschild & Sons (Brasil) Ltda., pursuant to the proposal sent to the Board of Directors, which was unanimously approved by the Board Members.

Click here to access the minutes.

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07/06/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – June/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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07/01/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

The members of the Board of Directors examined the items on the agenda and adopted the following resolution by a unanimous vote and without any reservations or restrictions:

  • The directors approved the Company’s Policy on Transactions with Related Parties, in compliance with Articles 32 and 35 of B3’s New Market Regulation, and the policy will be filed at the Company’s headquarters. It should be noted that this document will come into force as of this date and will be available for consultation on the websites of the Brazilian Securities and Exchange Commission (“CVM”), on the B3 website, and on the Company’s Investor Relations website (http://ri.tegma.com.br).

Click here to access the minutes.

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06/07/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – May/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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06/06/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

  • Based on the presentation made by the Executive Board, they authorized and approved the renewal of the named risks (property) insurance policy for Tegma and its subsidiaries, with the maximum indemnity limit in the amount of BRL 54,100,000.00 (fifty-four million and one hundred thousand reais), with the insurance companies Chubb Seguros Brasil S.A. and Tokio Marine Seguradora S.A., whose premium amounts to BRL 534,000.00, pursuant to article 23, item XX, of the Company’s Bylaws.

5.1.1.     Authorized and approved the renewal of the named risks (property) insurance policy for the company GDL, with the maximum indemnity limit in the amount of BRL 48,000,000.00, with the insurance companies Fairfaix Brasil Seguros Corporativos S.A. and Tokio Marine Seguradora S.A., whose prize amounts to BRL 267,000.00, pursuant to article 23, item XXVII, of the Company’s Bylaws Company.

5.1.2.    The directors authorize the Company’s Executive Board to proceed with the signature of any and all documents necessary to formalize, execute and comply with the instruments for the perfect execution of the renewals of the policies established in items 5.1. and 5.1.1. above.

  • Based on the presentation and recommendation made by the Executive Board and after a thorough examination of the matter and clarifications provided by the representatives of the Company, the directors resolved to authorize the conclusion of a terminating dispute agreement, upon payment of BRL 1,654,171.28, in the records of the indemnity action filed by Clarissa Julia de Castro Dornas da Silveira and Davi Castro Silveira x Tegma and Iveco Latin América Ltda., Case No. 0020570-86.2012.8.13.0474, pending before the District of Paraopeba/MG, under the terms of article 23, XIV of the Bylaws.

The Management of the Company is hereby authorized to proceed with the necessary procedures for the signature of all and any documents necessary for the formalization, execution of the referred agreement, with the consequent homologatory sentence by the competent court and the final decision.

Click here to access the minutes.

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05/10/2021

Financial Historical in .xls update – Mar-2021

Latest updated automotive market data: April/2021

Click here to access the report.

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05/10/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – Apr/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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05/06/2021

2020 Reference Form – V12 in English

Resubmission of 2020 Reference Form version 12 in English.

Reason: Change in item 15.1/2 – relevant shareholder position increase – Kayne Anderson.

Click here to access the 2020 Reference Form

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04/30/2021

2020 Reference Form – V11 in English

Resubmission of 2020 Reference Form version 11 in English.

Reason: Change in item 15.1/2 – relevant shareholder position increase – INCA Investments, LLC.

Click here to access the 2020 Reference Form.

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04/23/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

(i) To approve the renewal of Tegma Gestão Logística S.A. (“Company” or “Tegma”) and GDL Gestão de Desenvolvimento em Logística Participações S.A. (“GDL”) operational insurance policies (civil liability).

(ii) Approve the Securities Trading Policy, in compliance with the Novo Mercado Regulation of B3 S.A. – Brasil, Bolsa, Balcão (“B3”).

Click here to access the minutes.

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04/20/2021

2020 Reference Form – V10 in English

Resubmission of 2020 Reference Form version 10 in English.

Reason: Change in item 12.5/6 – Board of Directors and Fiscal Council memebers re-election.

Click here to access the 2020 Reference Form.

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04/08/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – Mar/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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04/08/2020

Financial Historical in .xls update – Mar-2021

Latest updated automotive market data: March/2021

Click here to access the report.

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03/09/2020

Financial Historical in .xls update – Feb-2021

Latest updated automotive market data: February/2021

Click here to access the report.

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03/08/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – Feb/20

There were not transactions carried out with securities and derivatives

Click here to access 358.

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03/09/2020

Resolutions of the Minutes of the Board of Directors’ Meeting

1) To express the consolidated financial statements of the Company for the fiscal year ended on 12.31.2020, including the management report, the capital budget of the Company for the year of 2021, and the proposal for the allocation of the results of the year of 2020;

(ii)          Approve the full text of the Management Proposal for the Annual Shareholders’ Meeting of the Company, which will include, among other matters: (a) Management’s comments on the Company’s financial situation, pursuant to item 10 of the reference form; (b) proposal for the Company’s capital budget for the fiscal year that will end on 12.31.2021 and the proposal for the allocation of the net income for the fiscal year ended on 12.31.2020 (Annex 9-1-II of ICVM 481); (c) fixing the number of members of the Company’s Board of Directors to be elected for the next term, in six (6) effective members and an equal number of alternates; (d) election and/or reelection, as the case may be, of the effective and alternate members of the Company’s Board of Directors, pursuant to article 15, item I, of the Bylaws, with the information indicated in items 12.5 to 12.10 of the registration form reference in relation to the candidates indicated by the Company’s controlling shareholders; (e) the recommendation of the election of Mr. Murilo Cesar Lemos dos Santos Passos to the position of Chairman of the Board of Directors of the Company, and of Mr. Evandro Luiz Coser for the position of Vice-Chairman of the Company’s Board of Directors; (f) installation and definition of the number of seats on the Company’s Fiscal Council and the composition and election of the effective and alternate members of the Fiscal Council, with the information indicated in items 12.5 to 12.10 of the reference form in relation to the candidates indicated by the controlling shareholders of the Company; (g) proposal for the global remuneration of the Management of the Company and the Fiscal Council for the fiscal year that will end on December 31, 2021, with the information indicated in item 13 of the reference form; and (g) rectification of the global remuneration of the Company’s management for the fiscal year ended on December 31, 2020.

(iii) Call the Company’s Ordinary Shareholders’ Meeting, pursuant to article 23, item IV of the Bylaws; and

(iv) Approve the holding of the Ordinary Shareholder’s Meeting of the companies Catlog Logística de Transportes S.A. and GDL Gestão de Desenvolvimento em Logística Participações S.A., as well as approve the holding of the Partners’ Meeting of the companies Tegma Cargas Especiais Ltda., Tegmax Comércio e Serviços Automotivos Ltda., Niyati Empreendimentos e Participações Ltda., Tegma Logística de Veículos Ltda., Tegma Logística de Armazéns Ltda., TegUP Inovação e Tecnologia Ltda. and Tech Cargo Plataforma de Transportes Ltda., pursuant to article 23, item XXVII, of the Company’s Bylaws, to resolve on the accounts for the fiscal year  ended on December 31, 2020 of the respective companies.

Click here to access the minutes.

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Financial Historical in .xls update – Jan-2021

Latest updated automotive market data: January/2021

Click here to access the report.

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02/07/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – Jan/21

There were not transactions carried out with securities and derivatives

Click here to access 358.

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02/07/2021

2020 Reference Form – V9 in English

Resubmission of 2020 Reference Form version 9 in English.

Reason: Change in item 12.5/6 – Administration members re-election.

Click here to access the 2020 Reference Form.

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01/29/2021

Resolutions of the Minutes of the Board of Directors’ Meeting

1) Resolved the reelection of Mrs. (i) MARCOS ANTONIO LEITE DE MEDEIROS, Brazilian, married, engineer, holder of the R.G. at the. 18,387,410-9, registered with CPF / ME under nº 135.006.988-40, for the position of Chief Executive Officer of the Company; (ii) RAMÓN PÉREZ ARIAS FILHO, Brazilian, married, business administrator, holder of the R.G. nº 9.617.066-9 SSP / SP, registered with CPF / ME under nº 073.908.328-78, for the positions of Chief Financial Officer and Investor Relations Officer; and (iii) TARCÍSIO FRANCISCO FELISARDO, Brazilian, married, business administrator, bearer of the R.G. nº 17.584.698-4 SSP / SP, registered with CPF / ME under nº 050.227.558-82, as Officer without specific designation, all residents and domiciled in the city of São Paulo, state of São Paulo, and with professional address at city ​​of São Bernardo do Campo, state of São Paulo, at Av. Nicola Demarchi, nº 2.000, Bairro Demarchi, CEP 09820-655.

2) They examined the technical feasibility study for generating future taxable profits of the companies controlled by the Company, Tegma Cargas Especiais Ltda. (“TCE”), Tegma Logística de Veículos Ltda. (“TLV”) and Tegma Logística de Armazéns Ltda. (“TLA”), and after discussions and clarifications provided by the Company’s Officers, they concluded based on the material presented, that there is a possibility of realizing the deferred tax asset within a maximum period of 10 (ten) years, having observed all its aspects relevant.

It should also be noted that the technical study of the feasibility of generating future taxable profits of the companies TCE, TLV and TLA was duly examined by the Company’s Fiscal Council.

Click here to access the minutes.

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01/07/2021

Financial Historical in .xls update – Dez-2020

Latest updated automotive market data: December/2020

Click here to access the report.

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01/07/2021

Statement of changes in beneficial ownership of securities (CVM Instruction No. 358/2002) – Dec/20

There were not transactions carried out with securities and derivatives

Click here to access 358.