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 March 2024
Commission File Number: 001-39169
Natura &Co Holding S.A.
(Exact name of registrant as specified in its charter)
Avenida Alexandre Colares, No. 1188, Sala A17-Bloco A
Parque Anhanguera
São Paulo, São Paulo 05106-000, Brazil
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of 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 ☒
SIGNATURE
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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NATURA &CO HOLDING S.A.
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By:
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/s/ Guilherme Strano Castellan
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Name: |
Guilherme Strano Castellan
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Title |
Principal Financial Officer
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By:
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/s/ Itamar Gaino Filho
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Name:
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Itamar Gaino Filho
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Title: |
Chief Legal and Compliance Officer
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Date: March 11, 2024
NATURA &CO HOLDING S.A.
CNPJ/ME No. 32.785.497/0001-97
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Publicly-Held Company
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NIRE 35.3.0053158-2
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Minutes of the Meeting of the Audit,
Risk Management and Finance Committee held on March 5, 2024
I.
Date, Time and Place: On March 5, 2024,
at 9:00 a.m., at the headquarters of Natura &Co Holding S.A. ("Company"
or "Natura &Co").
II. Quorum: All members of the Audit,
Risk Management and Finance Committee (“Audit Committee”) were in
attendance, namely: Gilberto Mifano, Andrew George McMaster Jr. and Luiz Carlos
Passetti. Mr. Moacir Salzstein, secretary of the meeting, was also present.
III. Presiding Board: Mr. Gilberto Mifano
presided over the meeting and invited Mr. Moacir Salzstein to act as secretary.
IV. Agenda: review, in accordance with Article 2.3 and 4.1(iii) of
the Audit Committee’s Internal Rules, the Company’s financial statements
related to the fiscal year ended on December 31, 2023.
V. Resolutions: after analyzing and discussing the agenda, the members of
the Company's Audit Committee, by unanimous vote and without qualifications,
expressed themselves in favor of the Company's financial statements for the
fiscal year ended on December 31, 2023 and committed to present a
recommendation for the approval of such statements to the Board of Directors.
VI. Closing:
The Chairman declared the meeting adjourned and suspended the meeting for the
drafting of these minutes, which, after being read, discussed and found to be
in order, were approved and signed by the board, by the attending members and
by the external advisor.
São Paulo, March 5, 2024.
[signatures on the following page]
[signature page of the Minutes of the Meeting of the Audit, Risk Management and Finance Committee Meeting of Natura &Co Holding S.A., dated March 5, 2024]
Presiding Board: |
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/s/Gilberto Mifano; |
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/s/Moacir Salzstein |
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Gilberto Mifano Chairman of the Meeting
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Moacir Salzstein Secretary of the Meeting
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Members of the Audit Committee:
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/s/Gilberto Mifano |
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Gilberto Mifano |
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/s/Luiz Carlos Passetti |
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/s/Andrew George McMaster Jr. |
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Luiz Carlos Passetti |
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Andrew George McMaster Jr. |
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NATURA &CO HOLDING S.A.
CNPJ/ME No. 32.785.497/0001-97
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Publicly-Held Company
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NIRE 35.3.0053158-2
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Minutes of the Board of
Officers’ Meeting
held on March 6, 2024
I. Date,
Time and Place:
March 6, 2024, at 8 a.m., at the headquarters of Natura &Co Holding S.A.
("Company" or "Natura &Co").
II. Call
Notice:
Waived due to the attendance of all members of the Board of Officers of Natura
&Co, under paragraph 2, article 15 of the Company’s Bylaws.
III. Quorum: All members of the
Company’s Board of Officers were in attendance, namely: Fábio Colletti Barbosa
– Chief Executive Officer; Guilherme
Strano Castellan
– Financial and Investor Relations Officer; Itamar Gaino Filho – Legal and
Compliance Officer; João Paulo Brotto Goncalves Ferreira – Executive Officer
for Latin America; and Moacir Salzstein – Corporate Governance Officer.
IV. Presiding
Board: Mr. Guilherme Strano Castellan chaired the meeting, and
invited Mr. Itamar Gaino Filho to act as secretary.
V. Agenda: To resolve on the management’s annual report, the financial
statements and the explanatory notes, accompanied by the draft of the
independent auditors’ report regarding the financial statements, for the fiscal
year ended on December 31, 2023, and their submission to the Board of
Directors.
VI. Resolutions: Having examined and discussed the matter contained in the
Agenda, the members of the Board of Officers unanimously and with no
reservation approved the management annual report, the financial statements and
the explanatory notes, accompanied by the draft of the independent auditors’ report
regarding the financial statements, for the fiscal year ended on December 31,
2023 and their submission to the appreciation of the Board of Directors.
VII. Adjournment: The Chairman thanked everyone for being
present and declared the meeting adjourned, but first he suspended the meeting
so that these minutes could be drafted, which, after being read, discussed and
found to be in order, were approved and signed by the presiding board and by
the attending officers.
São Paulo, March 6, 2024.
The above matches the original minutes drawn up in the proper book.
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/s/Itamar Gaino Filho |
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Itamar Gaino Filho
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Secretary |
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NATURA &CO HOLDING S.A.
National Register of Legal Entities of the Ministry of Economy (CNPJ/ME) 32.785.497/0001-97
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A Publicly-Held Company
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State Registration (NIRE) 35.3.0053158-2
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Minutes of the Board of Directors’ Meeting
held on March 07, 2024
I.Date, Time and Place: March 07, 2024, at 9:00, at the headquarters of Natura &Co Holding S.A. ("Company" or "Natura &Co").
II.Call Notice: Waived due to the attendance of all members of the Board of Directors, pursuant to paragraph 2, article 15 of the Bylaws of Natura &Co.
III.Quorum:
All members of the Company’s Board of Directors were in attendance, namely: Guilherme Peirão Leal, chairman of the meeting and Co-President of the Board of Directors; Antonio Luiz da Cunha Seabra, Co-President of the Board of Directors; Pedro Luiz Barreiros Passos, Co-President of the Board of Directors; Gilberto Mifano, independent director; Carla Schmitzberger, independent director; Bruno Rocha, independent director, e Maria Eduarda Mascarenhas Kertész, independent director, Andrew George McMaster Jr., independent director; Georgia Melenikiotou, independent director. Mr. Eduardo Rogatto Luque and Mr. Carlos Elder Maciel de Aquino, members of the Company’s Fiscal Council, were also in attendance, pursuant to article 163, paragraph 3, of Law no. 6404/76. Mr. Moacir Salzstein, secretary of the meeting, was also present.
IV.Presiding Board: Mr. Guilherme Peirão Leal presided over the meeting and invited Mr. Moacir Salzstein to act as secretary.
V.Agenda: To resolve on the recommendation of approval, by the shareholders of the Company to meet in annual and extraordinary general meetings of the Company to be held on April 26, 2024 (“AEGM”), of the annual management report, the financial statements and the explanatory notes, accompanied by the draft report of the independent auditors on the financial statements, the favorable opinion of the Audit, Risk Management and Finance Committee and the proposal for allocation of the year’s income, for the fiscal year ended December 31, 2023.
VI.Resolutions: After the discussions related to the matters on the Agenda, and in view of the information received by the Company, the members of the Board of Directors resolved, unanimously and without reservations, to recommend, in accordance with the provisions of article 142, item V, of Law no. 6,404/76 and in article 20, item X of the Company’s Bylaws, the approval, by the Company’s shareholders to meet at the AEGM, of the annual management report, the financial statements and the explanatory notes, together with the draft of the independent auditors’ report on the financial statements, a favorable opinion from the Audit, Risk Management and Finance Committee, documents that will be disclosed on March 11, 2024.
VII.Adjournment: The Chairman thanked everyone for being present and declared the meeting adjourned, but first he suspended the meeting so that these minutes could be drafted, which, after being read, discussed and found to be in order, were approved and signed by the presiding board and by the attending directors.
São Paulo, March 07, 2024.
The above matches the original minutes drawn up in the proper book
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Moacir Salzstein
Secretary
NATURA &CO HOLDING S.A.
CNPJ/ME No. 32.785.497/0001-97
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Publicly-Held Company
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NIRE No. 35.300.531.582
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Minutes of the FISCAL Council’s Meeting
Held on MARCH 8, 2024
I. Date, Time and Place:
March 8, 2024, at 9:00 am, at the principal place of
business of Natura &Co Holding S.A. (“Company” or “Natura &Co”).
II. Call Notice: The
call notice was waived, in view of the attendance of all members of the Fiscal
Council of Natura &Co (“Fiscal Council”).
III. Quorum: All Fiscal Council Members
were in attendance, namely: Eduardo Rogatto Luque, Carlos Elder Maciel de Aquino e Cynthia May
Hobbs Pinho.
IV. Presiding Board: Mr.
Eduardo Rogatto Luque presided over the meeting and
invited Mr. Moacir Salzstein to act as
secretary.
V. Agenda: To
analyze the management’s annual report, the financial statements and the
explanatory notes, accompanied by the draft of the opinion of the independent
external auditors, for the fiscal year ended on December 31, 2023, in
compliance with the provision of Article 163, item VII, of Law No. 6,404/76.
VI. Presentations:
a.
Ms. Helena Villares, Natura &Co Investor
Relations and Financial Planning and Analysis Officer, representing
the Finance department presented to the Fiscal Council members the
operating and financial results of the Company and its subsidiaries for the
fiscal year ended on December 31, 2023.
b.
The representatives of
PricewaterhouseCoopers Auditores Independentes (“PwC”) presented to the Fiscal
Council members the results of the audit works conducted by PwC regarding the
fiscal year ended on December 31, 2023.
VII. Resolutions:
a.
After
the questions deemed necessary by the Fiscal Council members were made, with
respect to the operating and financial results of the Company and of its
subsidiaries, and after they
received the requested clarifications, the Fiscal Council members were
satisfied with the presentation made by Mr. Tyler
Reddien.
b.
Considering the draft of the report to be issued without
reservations by PwC, and assuming the final version will reflect the draft of
the report, the members of the Fiscal Council, by unanimous vote and without
reservations, were favorable to the filing of the management annual report, of the
financial statements and of the explanatory notes, accompanied by the opinion
of the external independent auditors, for the fiscal year ended on December 31,
2023, prepared in accordance with
the regulations of the Brazilian Securities and Exchange Commission - CVM
and with the applicable accounting rules. In addition, they were favorable to the approval, at the
shareholders' Annual General Meeting, of the management annual report, of the
financial statements relating for the fiscal year ended on December 31, 2023,
and of the results allocation in the form provided in the financial statements,
issuing the following opinion:
The Fiscal Council of Natura &Co Holding S.A.
("Company"), in accordance with the attributions set forth in the
Company's Bylaws, in its Internal Regulations and the items of Article 163 of
Law No. 6,404/76, as amended, examined: (a) the draft of the auditor's report to
be issued without reservations by PricewaterhouseCoopers Auditores
Independentes and (b) the report on the Company's performance made by the Chief
Financial and Investor Relations Officer. Based on the documents examined and
the clarifications provided, the signatory members of the Audit Committee
expressed their opinion for the approval at the Annual General Meeting of
shareholders of the Annual Management Report, the Financial Statements for the
year ended December 31, 2023, and the allocation of the result of the referred
fiscal year, as set out in the Financial Statements.
VIII. Adjournment: There being nothing
further to discuss, the Chairman of the Company’s Fiscal Council thanked all
for their presence and ordered the adjournment of the meeting, and these
minutes were drawn up, which, after being read and found to be in order, were
signed by all Fiscal Council Members attending the meeting.
São
Paulo, March 8, 2024.
Presiding Board:
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/s/Eduardo Rogatto Luque |
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/s/Moacir Salzstein |
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Eduardo Rogatto Luque |
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Moacir Salzstein |
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Chairman |
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Secretary |
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Fiscal Council Members in attendance:
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/s/Eduardo Rogatto Luque
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/s/Carlos Elder Maciel de Aquino |
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Eduardo Rogatto Luque |
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Carlos Elder Maciel de Aquino |
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/s/Cynthia May Hobbs Pinho |
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Cynthia May Hobbs Pinho |
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