Report of Foreign Issuer (6-k)
November 27 2019 - 1:44PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of November, 2019
Commission File Number: 001-38376
Central Puerto S.A.
(Exact name of registrant as specified in its charter)
Port Central S.A.
(Translation of registrant’s name into English)
Avenida Thomas Edison 2701
C1104BAB Buenos Aires
Republic of Argentina
+54 (11) 4317-5000
(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 ☒ Form 40-F ☐
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 ☐ No ☒
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 ☐ No ☒
CENTRAL PUERTO S.A.
TABLE
OF CONTENTS
Item
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1.
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English
translation of a notice submitted to the Argentine securities
regulator (the Comisión
Nacional de Valores, or the CNV) on November 25,
2019.
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Buenos
Aires, November 25, 2019
Note:
CPSA-GG-N-0607/19-AL
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To:
Comisión Nacional de
Valores
Re.:
Summary – Ordinary General
Shareholders’
Meeting held on
November 22,
2019
To whom
it may concern:
I am
writing to you, in my capacity of Head of Market Relations of
Central Puerto S.A. (the “Corporation”) in order to
submit the summary of the Ordinary General Shareholders’
Meeting of held on November 22, 2019.
The
shareholders present at the meeting represented 81.24% of the
capital shares and votes. At the meeting, the following resolutions
were taken:
1) APPOINTMENT OF TWO
SHAREHOLDERS TO SIGN THE MINUTES OF THE MEETING. It was
resolved by a majority of votes to appoint the shareholders Marcelo
Suvá and José Luis D’Odorico to sign the minutes of
the meeting.
2) CONSIDERATION OF
THE ASSIGNMENT OF THE OPTIONAL RESERVE AND/OR ITS RELEASE.
It was resolved by a majority of votes: i) to partially
release the optional reserve in order to improve the solvency of
the Corporation, for an amount of $1,040,681,154.32; ii) to distribute
the released amount as set forth in the previous item i) as
dividends in cash. Moreover, and in accordance with the CNV’s
General Resolution Number 777/2018, such dividend amounts to
$1,074,955,801.76 by applying the Price Index of 3.293482091%
corresponding to October 2019. Said distribution shall be
equivalent to $0.71 per share. In addition, it was approved that
said dividends shall be made available to the shareholders on
December 3, 2019. On that date, the shareholders shall request the
corresponding collection (the “Making Available Date”)
in accordance with what is set forth in the Securities and Exchange
Commission (CNV) and the Buenos Aires Stock Exchange rules, and the
procedures and relevant terms and conditions that the Securities
Clearing House (Caja de Valores S.A.) establishes; iii) to deduct, in
the appropriate cases, the amounts paid by the Corporation, in its
capacity as Substitute Taxpayer of the Personal Property Tax from
those shareholders that are subject to said tax, in accordance with
the last paragraph of the article included by Law No. 25,858 after
article 25 of Law No. 23,996; iv) that the
dividends shall be paid to all the shareholders, in accordance with
their respective holdings, in Argentine Pesos, except for those
shareholders that decide to collect their dividends in United
States Dollars. In such case, a) the exchange rate of Argentine
Pesos to United States Dollars shall be the closing dollar selling
rate of the Banco de la Nación Argentina of the previous
business day from the date that the Corporation transfers the
dividends to the Securities Clearing House (Caja de Valores S.A.),
b) the shareholder may decide to receive the US Dollars in a
foreign bank account; v) that the
shareholders that want to collect their dividends in US dollars
shall send a notice to the Securities Clearing House (Caja de
Valores S.A., domiciled at 25 de Mayo 362, in the Autonomous City
of Buenos Aires), from 10:00 a.m. to 3:00 p.m., from Monday,
November 25 until Thursday, November 28, 2019, inclusively. In said
notice, they shall also inform if they prefer the payment to be
made locally or abroad; vi) In the case of
those shareholders who do not notify the Securities Clearing House
as set forth in the above items iv) and v), the dividends shall be
available in Argentine Pesos at the Securities Clearing House in
Argentina, for the statutory limitation period, and vii) The Board of
Directors was delegated the authority to amend and/or complement
the payment procedure set forth in the previous items, provided
said amendments and/or additional considerations are within the
framework of the applicable legislation and whenever the Board of
Directors deems it necessary, based on justified
reasons.
3) GRANTING OF
AUTHORIZATIONS. It
was resolved by a majority of votes to authorize the President or
whoever he may appoint, and/or to Mr. José Manuel Pazos, Mr.
Leonardo Marinaro, and/or Mr. Osvaldo Pollice, and/or Mr. Esteban
Pérez Monti, and/or Mr. Francisco Cronshey and/or Mr.
Christian Rodr’guez Montes and/or Mrs. Victoria Casabella
Mart’nez, and/or Mr. Mariano Luchetti and/or Mrs. Mar’a
Agustina Leppen and/or Mrs. Mar’a Lucila Winschel and/or Mrs.
Veronica Apollonio and/or Mr. Jose Mar’a Bazan and/or Mr.
Juan Barros Mos and/or Mr. Teodoro Rodr’guez Cáceres, to
carry out all the necessary proceedings in order to register before
the regulatory bodies all the resolutions taken at the Meeting,
acting either severally or individually.
Yours
faithfully,
Leonardo Marinaro
Head of Market Relations
Central Puerto S.A.
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.
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Central Puerto S.A.
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Date:
November 27, 2019
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By:
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/s/
LEONARDO MARINARO
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Name:
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Leonardo
Marinaro
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Title:
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Attorney-in-Fact
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