AES TIETÊ ENERGIA S.A.

Publicly-held Company

CNPJ/ME no. 04.128.563/0001-10

NIRE 35.300.183.550

CALL NOTICE

ANNUAL AND EXTRAORDINARY SHAREHOLDERS' MEETING

The shareholders of the AES TIETÊ ENERGIA S.A. ("Company" or "AES Tietê") are hereby called to meet at the Extraordinary Shareholders' Meeting, to be held at 10 am on January 29, 2021, exclusively by electronic means ("Shareholders' Meeting"), to resolve on the following agenda:

  1. approve the terms and conditions of the Protocol and Justification entered into between the Company and AES Brasil Energia S.A. ("AES Brasil"), which establishes the terms and conditions of the corporate reorganization, whereby the shares issued by the Company will be merged into AES Brasil, and, as a result, AES Brasil will be the holder of all shares issued by the Company ("Reorganization");
  2. approve the Reorganization with an express waiver of the installation of the Independent Committee;
  3. authorize the managers to subscribe the new shares to be issued by AES Brasil and perform other acts necessary for the Reorganization, including the concomitant cancellation of the shares issued by AES Brasil held by AES Tietê, in order to eliminate the reciprocal shareholding between AES Tietê and AES Brasil;
  4. ratify the acquisition by the Company of quotas representing 100% of the share capital of Ventus Holding de Energia Eólica Ltda. ("Holding") and shares representing 51% of the share capital of special purpose entities Brasventos Eolo Geradora de Energia S.A., Rei dos Ventos 3 Geradora de Energia S.A., Brasventos Miassaba 3 Geradora de Energia S.A. (collectively,
    "SPE" and, together with the Holding, "Ventus Complex"), pursuant to article 256 of the
    Brazilian Corporate Law; and
  5. to ratify the granting of powers of attorney to the SPE so that they and the Company are listed, in mutual and reciprocal form, as attorneys in the scope of the following Agreements: (a) Financing Agreement through Credit Opening No. 12.2.0795.1, entered into between the
    National Bank of Economic and Social Development ("BNDES") and Rei dos Ventos 1 on
    October 3, 2012; (b) Financing Agreement through Credit Opening No. 12.2.0796.1, entered into between BNDES and Miassaba 3 on October 3, 2012; and (c) Financing Agreement through Credit Opening No. 12.2.0797.1, entered into between BNDES and Rei dos Ventos 3 on October 3, 2012 ("Financing Agreements"), with powers to receive summons, notifications, as well as ad judicia powers for the venue in general, in relation to any judicial or extrajudicial procedures that were promoted against them by BNDES as a result of the Financing Agreements. The power of attorney shall remain in effect for the entire term of the Financing

AES Tietê Energia S.A. | Av. das Nações Unidas, 12.495 - 12th floor | São Paulo - SP - Brasil - Zip Code 04578-000

Agreements, except for the case provided for in paragraph 4 of article 37 of the Company's Bylaws, which limits the duration of the powers of attorney to one (1) year.

Information for attendance:

In order to be able to attend to the Shareholders' Meeting, the shareholders shall submit to the Company the following documents: (i) document to identify the shareholder or the respective representative; (ii) proof issued by the depositary financial institution of the book-entry shares held by them or in custody, pursuant to article 126 of Law No. 6.404 of December 15,1976, as amended ("Brazilian Corporate Law"); (iii) documents evidencing the powers of the corporate shareholder's representative or manager or administrator in case of investment funds; and (iv) power of attorney, on duly good standing pursuant to the law, in event of shareholder's representation.

The Shareholders´ Meeting will be held exclusively by electronic means, as provided for in the Instruction of the Securities and Exchange Commission ("CVM") No. 622, of April 17, 2020. For participation at the Shareholders' Meeting, shareholders shall submit to the Company an access request accompanied by the aforementioned documents up to 10 am of January 27, 2021, 2020, through: (i) electronic mail, to the address assembleia.aestiete@aes.com; or (ii) by post, to the Company's headquarters, located in the Municipality of São Paulo, State of São Paulo, at Avenida das Nações Unidas, 12.495, 12th floor, Brooklin Paulista, São Paulo - SP, Zip Code 04578-000. Detailed information about the process to be followed by shareholders for participation and voting is contained in the Shareholders´ Manual.

The documents related to the matters to be discussed at the Shareholders' Meeting, including the Shareholders' Manual, containing the management proposals for the Shareholders' Meeting are at the disposal of the shareholders for consultation (i) at the Company's headquarters and (ii) at the Company's website (http://ri.aestiete.com.br), B3 S.A. - Brasil, Bolsa Balcão's website (http://www.b3.com.br) and Brazilian Securities and Exchange Commission's - CVM's website (http://www.cvm.gov.br), according to the provisions set forth in Brazilian Corporate Law and the CVM's regulation.

São Paulo, December 29, 2020.

Julian Jose Nebreda Marquez

Chairman of the Board of Directors

  • The call notice for the Extraordinary Shareholders' Meeting will be published in the editions of December 29th and 30th, 2020 and January 5th, 2021 in the Official Gazette of the State of São Paulo and December 29th, 30th and 31st, 2020 in Valor Econômico newspaper.

AES Tietê Energia S.A. | Av. das Nações Unidas, 12.495 - 12th floor | São Paulo - SP - Brasil - Zip Code 04578-000

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AES Tietê Energia SA published this content on 29 December 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 December 2020 11:56:01 UTC