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Published: 2024-03-19 06:07:51 ET
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6-K 1 bak20240319_6k.htm FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16
OR 15D-16 OF THE SECURITIES EXCHANGE ACT OF 1934


For the month of March, 2024

(Commission File No. 1-14862 )

 


 

BRASKEM S.A.

(Exact Name as Specified in its Charter)

 

N/A

(Translation of registrant's name into English)

 


 

Rua Eteno, 1561, Polo Petroquimico de Camacari
Camacari, Bahia - CEP 42810-000 Brazil

(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 ___X___       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). _____

 

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). _____

 

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___

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _____.

 

 
 
 

BRASKEM S.A.

National Register of Legal Entities (CNPJ) No. 42.150.391/0001-70

State Registration (NIRE): 29300006939

PUBLICLY HELD COMPANY

 

MINUTES OF THE 240th MEETING OF THE FISCAL COUNCIL

HELD ON MARCH 18, 2024

1.            DATE, TIME AND PLACEOn March 18, 2024, at 01:00 p.m., held via videoconference, according to article 9 of the Internal Regulations of the Fiscal Council.

 

2.            CALL NOTICE, ATTENDANCE AND PRESIDING BOARD: Extraordinary Meeting convened pursuant to the Internal Regulations of the Fiscal Council of BRASKEM S.A. (“Braskem” or “Company”), with the attendance of all the Board Members indicated below. The Chairman of the Fiscal Council, Mr. Jeferson Gustavo Salerno, presided over the meeting and Ms. Clarisse Mello Machado Schlieckmann acted as secretary.

 

3.            AGENDA: After due analysis of the subject on the agenda, which was previously forwarded to the members of the Fiscal Council and shall remain duly filed at the Company’s Governance Portal, the members of the Fiscal Council, within the attributions provided for by Federal Law No. 6,404/76, as amended (“Brazilian Corporate Law”), took notice and resolved on the following matter:

 

3.1.REVIEW AND OPINION ON THE ANNUAL FINANCIAL STATEMENTS, THE MANAGEMENT’S ANNUAL REPORT AND RESPECTIVE MANAGEMENT ACCOUNTS, AND THE PROPOSAL FOR ALLOCATION OF RESULTS, FOR THE FISCAL YEAR ENDED ON DECEMBER 31, 2023, WITH USE OF PROFIT RESERVES FOR PARTIAL ABSORPTION OF THE LOSS RECORDED IN THE YEAR: After reviewing the Management’s Annual Report and the individual and consolidated Financial Statements developed in accordance with accounting practices adopted in Brazil and based on international financial reporting standards (IFRS), approved by IASB, to be filed at CVM, related to the fiscal year ended on December 31, 2023, the Board Members issued a favorable opinion, according to the statement contained in Exhibit I of the Annual Management Report and the individual and consolidated Financial Statements, which reflect the loss recorded in the fiscal year ended on December 31, 2023, as stated in the Shareholders' Net Equity, in the amount of BRL 4,579,037,700.41, which, after considering the effects of the amounts recorded directly under the heading “Accumulated Losses” resulted in full absorption of the Company's Profit Reserve in the amount of BRL 1,825,616,292.30. Pursuant to article 189, sole paragraph of the Brazilian Corporate Law, the loss for the 2023 fiscal year will be partially absorbed by the Company's Profit Reserve and the remainder will be recorded under the heading “Accumulated Losses”.
 
 Page1 of 3
 
 

BRASKEM S.A.

National Register of Legal Entities (CNPJ) No. 42.150.391/0001-70

State Registration (NIRE): 29300006939

PUBLICLY HELD COMPANY

 

MINUTES OF THE 240th MEETING OF THE FISCAL COUNCIL

HELD ON MARCH 18, 2024

 

 

 

4.            ADJOURNMENT: As there were no further matters to be discussed, the meeting was closed and these minutes were drawn up, which, after being read, discussed and found to be in order, were signed by all Board Members present at the meeting, by the Chairman and by the Secretary.

 

São Paulo/SP, March 18, 2024.

 

 

 

Jeferson Gustavo Salerno

Chairman

 

 

 

 

 

Gilberto Braga

Effective Member

 

 

 

 

 

Clarisse Mello Machado Schlieckmann

Secretary

 

 

 

 

 

Ismael Campos de Abreu

Effective Member

 

 

 

Paulo Cicero Silva Neto

Effective Member

Wilfredo João Vicente Gomes

Effective Member

 

 

 
 Page2 of 3
 
 

BRASKEM S.A.

National Register of Legal Entities (CNPJ) No. 42.150.391/0001-70

State Registration (NIRE): 29300006939

PUBLICLY HELD COMPANY

 

MINUTES OF THE 240th MEETING OF THE FISCAL COUNCIL

HELD ON MARCH 18, 2024

 

 

EXHIBIT I

 

BRASKEM S.A.

National Register of Legal Entities (CNPJ) No. 42.150.391/0001-70

FISCAL COUNCIL’S REPORT

 

BRASKEM S.A.'s members of the Fiscal Council, exercising the powers provided for in article 163, items II and VII of Federal Law No. 6,404/76, after reviewing: (i) the Annual Management Report; (ii) the Company's Individual and Consolidated Financial Statements and the Company’s respective Explanatory Notes related to the fiscal year ended on December 31, 2023, which reflect the loss recorded in the fiscal year, as stated in the Shareholders' Net Equity, in the amount of BRL 4,579,037,700.41, which, after considering the effects of the amounts recorded directly under the heading “Accumulated Losses” resulted in full absorption of the Company's Profit Reserve in the amount of BRL 1,825,616,292.30, and, pursuant to article 189, sole paragraph of the Brazilian Corporate Law, the loss recorded in the fiscal year will be partially absorbed by the Company's Profit Reserve and the remainder will be recorded under the heading “Accumulated Losses”; and (iii) the unqualified opinion of KPMG Auditores Independentes, issued on this date, unanimously concluded that the reviewed documents properly reflect the Company’s financial and equity status, and issued and opinion in the sense that the documents may be approved by the Company’s Annual General Meeting.

 

São Paulo/SP, March 18, 2024.

 

 

Jeferson Gustavo Salerno

Chairman

 

 

Ismael Campos de Abreu

Effective Member

Gilberto Braga

Effective Member

 

 

Paulo Cicero Silva Neto

Effective Member

 

Wilfredo João Vicente Gomes

Effective Member

 

 

 
 Page3 of 3
 
 

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 19, 2024

  BRASKEM S.A.
       
       
  By:      /s/     Pedro van Langendonck Teixeira de Freitas
     
    Name: Pedro van Langendonck Teixeira de Freitas
    Title: Chief Financial Officer

 

DISCLAIMER ON FORWARD-LOOKING STATEMENTS

 

This report on Form 6-K may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are statements that are not historical facts, and are based on our management’s current view and estimates of future economic and other circumstances, industry conditions, company performance and financial results, including any potential or projected impact of the geological event in Alagoas and related legal proceedings and of COVID-19 on our business, financial condition and operating 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 potential outcome of legal and administrative proceedings, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting our financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of our management and are subject to a number of risks and uncertainties, many of which are outside of the our control. 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, including the projected impact of the geological event in Alagoas and related legal proceedings and the unprecedented impact of COVID-19 pandemic on our business, employees, service providers, stockholders, investors and other stakeholders, could cause actual results to differ materially from current expectations. Please refer to our annual report on Form 20-F for the year ended December 31, 2019 filed with the SEC, as well as any subsequent filings made by us pursuant to the Exchange Act, each of which is available on the SEC’s website (www.sec.gov), for a full discussion of the risks and other factors that may impact any forward-looking statements in this presentation.