UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13a-16 OR 15b-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
April 2012
Date of Report (Date of Earliest Event Reported)
Embotelladora Andina S.A.
(Exact name of registrant as specified in its charter)
Andina Bottling Company, Inc.
(Translation of Registrants name into English)
Avda. El Golf 40, Piso 4
Las Condes
Santiago, Chile
(Address of principal executive office)
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 |
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Form 40-F o |
Indicate by check mark if the Registrant is submitting this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes o |
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No x |
Indicate by check mark if the Registrant is submitting this Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes o |
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No x |
Indicate by check mark whether the registrant by furnishing the information contained in this Form 6-K is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
Yes o |
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No x |
MATERIAL EVENT
CORPORATE NAME |
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EMBOTELLADORA ANDINA S.A. |
SECURITIES REGISTRY |
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00124 |
TAXPAYER I.D. |
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91.144.000-8 |
By virtue of the stipulations in Article 9 and subparagraph 2 of Article 10 of Law 18,045, and the provisions in General Rule No. 30 along with Circular Letter Nº 660 both of the Superintendency of Securities and Insurance, and being duly empowered to this effect by the Board of Directors, I hereby report the following regarding Embotelladora Andina S.A. (the Company), its business, its securities or tender offer, as a material event:
The following resolutions, among others, were adopted at the General Shareholders Meeting of Embotelladora Andina S.A. held April 27, 2012:
1. Approval of the Annual Report, Balance and Consolidated Statement of Financial Position for the year 2011; as well as the Report of Independent Auditors with respect to the Consolidated Statement of Financial Position;
2. Approval of Earnings distribution and dividend payments.
3. Present Company dividend distribution policy and inform about the distribution and payment procedures utilized;
4. Complete renewal of the Companys Board of Directors, as follows:
Director |
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Alternate |
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GONZALO PAROT PALMA (independent) |
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ENRIQUE CIBIE BLUTH (independent) |
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JOSÉ ANTONIO GARCÉS SILVA |
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PATRICIO PARODI GIL |
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ARTURO MAJLIS ALBALA |
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CRISTIAN ALLIENDE ARRIAGADA |
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BRIAN J. SMITH |
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JORGE HURTADO GARRETÓN |
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GONZALO SAID HANDAL |
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JOSE MARIA EYZAGUIRRE BAEZA |
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SALVADOR SAID SOMAVIA |
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JOSÉ DOMINGO ELUCHANS URENDA |
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JUAN CLARO GONZÁLEZ |
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ERNESTO BERTELSEN REPETTO |
5. Determine the compensation for Directors, members of the Directors Committee and members of the Audit Committee established pursuant to the Sarbanes Oxley Act; the activities of such committees during 2011, their annual report and expenses incurred by both Committees.
6. Appoint Ernst & Young as the Companys independent auditors for the year 2012;
7. Appoint Fitch Chile Clasificadora de Riesgo Limitada, ICR Compañía Clasificadora de Riesgo Limitada and Fitch International the Companys rating agencies;
8. Approve the report on Board Agreements in accordance with articles 146 and forward of the Chilean Corporate Law, regarding operations that took place after the last General Shareholders Meeting; and,
9. Approve El Mercurio as the newspaper to publish all notices to convene Company Shareholders Meetings.
Regarding item 2 above, the General Shareholders Meeting approved the distribution of:
1. The following amounts as Final Dividend Nº 180, on account of the fiscal year ending December 31, 2011: a) $10.97 (Ten pesos and 97/100) per Series A Shares and; b) $12.067 (Twelve pesos and 067/100) per Series B Shares. Payment of these dividends, will begin on May 11, 2012, and the Shareholders Registry will close on May 5, 2012 for payment of these dividends.
2. The following amounts as Additional Dividend Nº 181 on account of retained earnings: a) $24.30 (twenty four and 30/100 pesos) per each Series A Shares and; b) $26.73 (twenty six and 73/100 pesos) per each Series B Shares. Payment of these dividends will begin on May 31, 2012, and the Shareholders Registry will close on May 25, 2012 for payment of these dividends.
Santiago, April 27, 2012.
(signed)
Jaime Cohen A.
Chief Legal Officer
Embotelladora Andina 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, in the city of Santiago, Chile.
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EMBOTELLADORA ANDINA S.A. | |
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By: |
/s/ Jaime Cohen |
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Name: Jaime Cohen | |
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Title: Chief Legal Officer |
Santiago, April 27, 2012