For the month of March, 2019
(Commission File No. 001-33356),
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 ___X___
Indicate by check mark whether by furnishing the information contained in this Form,
the Registrant 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___
If “Yes” is marked, indicate below the file number assigned
to the registrant in connection with Rule 12g3-2(b): N/A
GAFISA S.A.
CNPJ/MF 01.545.826/0001-07 NIRE 35.300.147.952
Publicly-held Company
MINUTES OF THE BOARD OF DIRECTORS’ MEETING
HELD ON MARCH 13, 2019
1. |
Date, Time and Place. On March 13, 2019, at 9:00 a.m., meeting physically attended at the headquarters of Gafisa S.A. (“Company”), in the City and State of São Paulo, at Avenida das Nações Unidas, 8.501, 19º andar. |
2. | Call Notice and Attendance: Call notice sent by the Board’s Chairman to the electronic address of other members of the board of directors. All members of the Board of Directors attended the meeting, Mr. Pedro Carvalho de Mello attended the meeting via conference call. |
3. | Composition of the Board. Chairman: Mr. Augusto Marques da Cruz. Secretary: Mr. Marcelo Janson Angelini |
4. | Agenda. Deliberate on shareholder GWI Group’s suspension of the exercise of rights, pursuant to provisions of Article 120 of the Brazilian Corporation Law. |
5. | Resolutions. With regard to reply to the Company’s Management request of information to GWI Group on March 8, 2019, received by the Company on March 11, 2019, it was verified that notice on tender offer for acquisition of all shares issued by the Company held by other shareholders was not published, pursuant to provisions of Paragraph 1, Article 46 of Gafisa S. A.’s Bylaws. The board members unanimously resolved to call for a general shareholders’ meeting to deliberate on GWI Group’s suspension of the exercise of rights according to Article 52,III, of Gafisa S.A.’s Bylaws. Considering the forthcoming call for the annual and extraordinary shareholders’ meetings of the Company, the board members resolved that the item for deliberation above will be included in the agenda of the referred meetings. | |
6. |
Closing. With no further matters to be discussed, these minutes were read, approved and signed by the Board members. São Paulo, March 13, 2019. Signatures (undersigned) Augusto Marques da Cruz Filho, Chairman, Marcelo Janson Angelini, Secretary. Board members: | |
(Integral part of the minutes of the Board of Directors’ Meeting of Gafisa S.A. held on March 13, 2019 – 9:00 a.m.)
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Ana Maria Loureiro Recart, Augusto Marques da Cruz Filho, Karen Sanchez Guimaraes, Oscar Segall, and Pedro Carvalho de Mello.
Augusto Marques da Cruz Filho | Marcelo Janson Angelini | |
Chairman | Secretary | |
Attending Members of the Board of Directors:
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Ana Maria Loureiro Recart
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Augusto Marques da Cruz Filho | |
Karen Sanchez Guimaraes
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Pedro Carvalho de Mello | Oscar Segall |
(Integral part of the minutes of the Board of Directors’ Meeting of Gafisa S.A. held on March 13, 2019 – 9:00 a.m.)
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SIGNATURE
Gafisa S.A. | |
By: |
/s/ Ana Maria Loureiro Recart |
Name: Ana Maria Loureiro Recart
Title: Chief Executive Officer |