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Form 6-K Itau Unibanco Holding For: Dec 22

December 22, 2016 6:55 AM EST

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934

 

For the month of December 2016

Commission File Number: 001-15276

 

Itaú Unibanco Holding S.A.

(Exact name of registrant as specified in its charter)

 

Itaú Unibanco Holding S.A.

(Translation of Registrant’s Name into English)

 

Praça Alfredo Egydio de Souza Aranha, 100-Torre Conceicao - CEP

04344-902 São Paulo, SP, 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):

 

Yes: ¨   No: x

 

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 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-___________________. 

  

 

 

 

 

  

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. 

 

  Itaú Unibanco Holding S.A.  
    (Registrant)  
         
         
Date: December 22, 2016

By: /s/ Marcelo Kopel  
    Name:   Marcelo Kopel  
    Title: Investor Relations Officer  

  

  By: /s/ Eduardo Mazzilli de Vassimon  
    Name:  Eduardo Mazzilli de Vassimon  
    Title: Chief Financial Officer  

   

 

 

 

EXHIBIT INDEX

 

99.1

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

  

 

Exhibit 99.1

 

Itaú Unibanco Holding S.A.

CNPJ 60.872.504/0001-23  A Publicly Listed Company  NIRE 35300010230

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

SUMMARY  
 
1. GENERAL PRINCIPLES
1.1. Scope
1.2. Implementation of the POLICY
1.3. Disclosure and Trading Committee
   
2. PERSONs BOUND BY THE POLICY
2.1. List of persons bound by the POLICY
   
3. TRADING RESTRICTIONS
3.1. Restrictions on trading prior to and subsequent to the disclosure of a material act or fact
3.2. Exceptional restriction periods
3.3. Other possible trading restrictions
3.4. Restrictions on trading prior to and subsequent to the release of the company’s financial statements
3.5. Restrictions on the trading of shares by the company itself
3.6. Possible authorized trading operations
   
4. INDIVIDUAL INVESTMENT PLAN
   
5. OBLIGATIONS OF BOUND PERSONS
   
6. MONTHLY DISCLOSURE OF INFORMATION REGARDING TRADING
6.1. Purpose
   
7. DISCLOSURE OF INFORMATION REGARDING ACQUISITIONS OR DISINVESTMENTS OF MATERIAL SHAREHOLDINGS AND TRADING ACTIVITY ON THE PART OF CONTROLLING SHAREHOLDERS AND SHAREHOLDERS
7.1. Purpose
   
8. ADHERENCE TO THE POLICY
8.1. Form of adherence and the responsible office
   
9. CONTROLLED COMPANIES
9.1. Trading Policy for Controlled Companies
   
10. POLICY VIOLATION
10.1. Sanctions
10.2. Reporting of violations

 

 

 

 

1.GENERAL PRINCIPLES

 

Scope

 

1.1. The Securities Trading Policy (“POLICY”) sets guidelines and procedures to be followed by the company and persons related to the company, as per the contents of item 2.1, for trading securities issued by the company or its controlled companies (issued in Brazil or abroad), or indexed to the same, and for the disclosure of the information referred to in items 6 and 7 below, as per CVM Instruction 358, dated January 3 2002, thereby guaranteeing all interested parties transparency in the trading of such securities, free of any privilege for some, to the detriment of others.

 

Implementation of the POLICY

 

1.2. Overall implementation of the POLICY is the responsibility of the Investor Relations Officer.

 

Disclosure and Trading Committee

 

1.3. The Disclosure and Trading Committee will be chaired by the Investor Relations Officer and comprised of at least five (5) and at the most ten (10) persons to be named by the Investor Relations Officer from among the members of the Company’s and its Controlling and Controlled Companies’ Boards of Directors, Statutory Committees and Executive Boards, and shall meet quarterly or whenever convened by the Investor Relations Officer.

 

1.3.1. In connection with this POLICY, it will be the responsibility of the Disclosure and Trading Committee:

 

a) to advise the Investor Relations Officer;

 

b) to revise it and recommend applicable amendments to the Board of Directors;

 

c) to decide on any questions regarding the interpretation of its wording;

 

d) to determine all necessary measures for the disclosure and circulation thereof; including among the company’s staff;

 

e) to assist the Investor Relations Officer in investigations and decisions associated with cases of violation, bringing infractions before the Ethics and Integrity Committee and the Board of Directors, as applicable;

 

f) to analyze the content of replies to any official enquiries from regulatory and self-regulated entities; and

 

g) to propose solutions to the Investor Relations Officer for any cases of omission or exceptions.

 

 

2.PERSON BOUND BY THE POLICY

 

List of persons bound by the POLICY

 

2.1. The following shall be deemed Bound Persons subject to the POLICY:

 

a) the directly or indirectly controlling shareholders with exclusive or shared control, company officers, members of the Board of Directors, of the Fiscal Council and of any offices with technical or advisory functions that may have been created in compliance with the company’s bylaws;

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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b) the members of the statutory organs of companies in which the company is the sole controlling shareholder, provided that the company for which they were elected does not have its own securities trading policy (sub-item 9.1);

 

c) any person that, by virtue of his/her function or position in the company, its controlling shareholder, its controlled companies or affiliates may have knowledge regarding material information;

 

d) the spouse or companion or any other dependent included in the annual income tax declarations of the persons listed in letters “a” and “b”, including during the 6 (six) month period counting from their date of withdrawal;

 

e) persons listed in letters “a”, “b”, “c” of the present sub-item who withdraw from the company or from companies in which the company is the sole controlling shareholder, for a period of six (6) months from the date of such withdrawal;

 

f) all persons that have a commercial, professional or confidential relationship with the company, such as independent auditors, securities analysts, consultants and institutions that are part of the distribution system; and

 

g) the former management members of the company or its controlled companies who had been expatriated, as well as their respective spouses or partners and any other dependents included in the annual income tax declaration.

 

2.1.1.  The following also have the same status as Bound Persons:

 

a) managers of portfolios, investment funds, companies or other institutions or entities of which Bound Persons may be the sole quotaholders or shareholders or whose business decisions such Persons may be able to influence;

 

b) any corporate entity directly or indirectly controlled by Bound Persons; and

 

c) any person that may have had access to information regarding any material act or fact, whether or not through any Bound Person.

 

 

3.TRADING RESTRICTIONS

 

Restrictions on trading prior to and subsequent to the disclosure of a material act or fact

 

3.1. The company and the Bound Persons may not trade securities issued by the company or its controlled companies (issued in Brazil or abroad), or indexed to the same, from the date that a material act or fact becomes known up to and including the date of its disclosure to the market.

 

3.1.1. The Investor Relations Officer may decide to extend the restriction referred to in sub-item 3.1 beyond the date on which the material information is disclosed to the market, if, in his judgment, such trading of the securities might prove harmful to the company or its shareholders.

 

Exceptional restriction periods

 

3.2. The Investor Relations Officer may, regardless of any justification or the existence of any as yet undisclosed material act or fact, determine periods during which the company and Bound Persons may not trade in securities issued by the company or its controlled companies, or indexed to the same. Bound persons must maintain confidentiality regarding such periods.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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3.2.1. The Investor Relations Officer may recommend exceptional restriction periods for trading as referred to in sub-item 4.1 of the Individual Investment Plans.

 

Other possible trading restrictions

 

3.3. The following will also be restricted:

 

3.3.1. In connection with the persons named in letters “a” and “b” of sub-item 2.1, the trading of securities of in the cases described below:

 

3.3.1.1. If the above mentioned persons had not shown intention before Itaú Corretora to trade securities issued by the company or its controlled companies, or indexed to the same, until 10:30 a.m. of the same day trading is intended. In this case, the company, its controlled companies, affiliates or other corporate entities under shared control may trade treasury shares;

 

3.3.1.2. If the above mentioned persons had traded securities issued by the company or its controlled companies, or indexed to the same, for up to three days, or 60% of the working days, in the same week. This restriction will not apply if the company, its controlled companies, affiliates or other corporate entities under shared control do not trade treasury shares; and

 

3.3.1.3. On the day in which the treasury department of the company, its controlled companies, affiliates or other corporate entities under shared control trade shares of the company as a result of crises or facts of economic nature that imply high volatility in prices and/or low market liquidity, or also, by determination of their respective Investor Relations Officer. Therefore, in this case, the priority for trading these shares will be given to the respective treasury departments.

 

3.3.2. In connection with Bound Persons, the acquisition of or disinvestment in securities issued by the company or indexed to the same prior to 180 (one hundred and eighty) days, respectively, from the last date of disinvestment in or acquisition of securities on a stock exchange or an over-the-counter market.

 

3.3.2.1. The Investor Relations Officer may in individual cases, exceptionally and after consulting with the Disclosure and Trading Committee and the Board of Directors, reduce this period, although continuing to comply with sub-items 3.4 and 3.5.

 

3.3.3. In connection with Bound Persons, the trading, when there are any intention of implementing any incorporation, partial or total spin-off, merger or corporate reorganization of the company.

 

3.3.4. In connection with Bound Persons, the lending of shares or any other security issued by the company, or benchmarked to it.

 

3.3.5. In connection with Bound Persons, the operations of any nature including put or call options on shares in the company or its corporate entities under shared control, the sale of shares issued by the company in the Forward Market, and the trading of shares issued by the company in the Futures Market.

 

3.3.6. In connection with the Bound Persons, the trading during the period from a decision by the relevant Corporate Body to increase equity capital, distribute dividends, assign bonuses to shares or assets referenced to same, approve splits or reverse splits, share subscriptions, and publication of the respective bidding documents or announcements.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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Restrictions on trading prior to and subsequent to the release of the company’s financial statements

 

3.4. The restrictions on trading also apply to a period of 15 (fifteen) days prior to (i) the release of the company’s quarterly (ITR) and annual (DPF) financial information, or (ii) the publication of the notice placing the same at the disposal of shareholders, in the form of an events disclosure calendar for the current year. In the event that the company releases preliminary financial information or makes advance disclosure of such information, the restrictions on trading will no longer be in effect on the day after the disclosure.

 

Restrictions on the trading of shares by the company itself

 

3.5. The company may not acquire shares for holding in Treasury in the circumstances referred to in sub-items 3.1., 3.2 and 3.4.

 

3.5.1. The Board of Directors should also not decide to acquire or sell shares issued by the company itself, should any agreement or contract have been reached or signed for the transfer of shareholding control of the company, or should any option or mandate for the same have been granted, or should the intention exist of entering into an incorporation, a total or partial spin-off, a merger or a corporate reorganization of the company, as long as the transaction has not been made public through the release of an announcement to the market.

 

Possible authorized trading operations

 

3.6. The restrictions contained in this POLICY will not apply, except in the case of the restriction referred to in sub-item 3.4, to:

 

3.6.1. The acquisition of shares held in Treasury by means of a private trading operation, in the context of the exercise of options under a grant of stock purchase options or under a grant of stock pursuant to stock compensation programs, in either case as authorized in a shareholders’ meeting;

 

3.6.2. The exercise of pre-emptive subscription rights associated with shares acquired in the past; and

 

3.6.3. The sale of securities arising from the exercise of pre-emptive subscription rights provided that the securities that gave rise to the right have been in a portfolio for at least 180 days.

 

3.7. The restrictions in this POLICY do not apply, even in the period pursuant to sub-item 3.4:

 

3.7.1. To the trading of securities issued by the company or publicly listed companies which are controlled exclusively by the company within the scope of repurchase and resale operations as regulated by the National Monetary Council and subject to the Regulations for Repurchase and Resale Operations Agreed between Itaú Unibanco and its Current Account Holders, since these operations have a defined income or are established on the basis of a remuneration parameter not intrinsically related to the remuneration of the underlying security; and

 

3.7.2. If the proprietary trading in question is carried out within the scope of the Dividend Reinvestment Program – DRP.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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4.INDIVIDUAL INVESTMENT PLAN

 

4.1. The persons named in letters “a”, “b”, “c”, and “e” of sub-item 2.1 may have a single individual investment plan (“Individual Investment Plan”) through which the trading provided for in sub-items 3.1, 3.3.1, 3.3.2 and 3.3.3 will be allowed provided that:

 

4.1.1. The Individual Investment Plan has a minimum duration of 6 (six) months and is formalized in writing before the Investor Relations Officer before the completion of any trading;

 

4.1.2. The dates or numbers of the trading operations to be carried out is irrevocably and unconditionally established; and

 

4.1.3. Provides for a minimum period of 6 (six) months for the Individual Investment Plan itself and any amendments and cancellations produce effects.

 

4.2. The Individual Investment Plan may allow the trading in the period provided for in item 3.4 provided that, in addition to complying with the provisions in items 4.1.1 to 4.1.3:

 

4.2.1. The Company has approved the schedule establishing the specific dates for the release of the company’s quarterly (ITR) and annual (DPF) financial information; and

 

4.2.2. It binds the participant to return to the company any losses avoided or gains accrued from the trading of shares issued by the company, arising from any change in the dates of the release of the company’s quarterly (ITR) and annual (DPF) financial information, determined based on reasonable criteria established in the Individual Investment Plan.

 

4.3. The Investor Relations Officer shall assess and provide comments on the applicability of the Individual Investment Plan in the light of the regulations in force, and may refuse to file it should it fail to comply with the POLICY or with the applicable law.

 

4.4. The Compliance Department shall file and keep a specific and individual control of all Individual Investment Plans and shall report the cases of non-compliance to the Investor Relations Officer.

 

4.5. The Board of Directors shall verify, at least on a semiannual basis, the adherence of the trading operations carried out within the scope of the Individual Investment Plan.

 

4.6. The cancellation of the Individual Investment Plan shall take place by means of a notice of the participant or also due to non-compliance with its terms. In both cases, a new Individual Investment Plan proposal may be submitted after a period of 6 (six) months from the date of notice or non-compliance, as applicable.

 

4.6.1. The Disclosure and Trading Committee shall request clarifications from the participant in the cases of non-compliance, as well as shall be able to request others clarifications about the Individual Investment Plan.

 

4.7. The company, through the office responsible for corporate affairs, shall provide the Individual Investment Plan when so requested by regulators and self-regulators of the markets where the trading of the company’s securities has been authorized.

 

4.8. The participant is not allowed to carry out any operations that void or mitigate the economic effects of the operations provided for in the Individual Investment Plan.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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5.OBLIGATIONS OF BOUND PERSONS

 

5.1. In addition to observing the restriction on trading, the Bound Persons must:

 

5.1.1. Maintain confidentiality regarding information concerning material acts or facts of the company or its controlled companies and refrain from using the same to their own advantage or to that of any third party in securities markets, and make every effort to ensure that subordinates and third parties also maintain confidentiality regarding such information and do not use them for their own purposes, answering jointly and severally with them in the event of non-compliance; and

 

5.1.2. Exclusively use the Conglomerate’s securities’ brokers for trading securities covered in this POLICY, the said securities’ brokers in Brazil having controls to avoid trading in the blackout periods mentioned in item 3.4. In this context, transfer should be made to the Conglomerate’s securities brokers of open positions involving securities issued by the company which Bound Persons hold with other securities brokers within a maximum term of 60 (sixty) days from adherence to the POLICY.

 

 

6.MONTHLY DISCLOSURE OF INFORMATION REGARDING TRADING

 

Purpose

 

6.1. Company officers, members of the Board of Directors, of the Fiscal Council and of any offices with technical or advisory functions that may have been created in compliance with the company’s bylaws, shall report to the company, through the office responsible for corporate affairs, which, in turn, shall report to the CVM, to the BMF&BOVESPA and, if appropriate, the SEC, the NYSE and any other stock exchanges and over-the-counter markets on which the company’s securities are authorized to trade, the holdings of and the trading in securities issued by the company or any of its controlled companies or publicly listed controlling companies, or indexed to the same, including derivatives.

 

6.1.1. The reporting shall be in the form of the “Declaration of Shareholding”, an example of which can be seen in Attachment B to the POLICY, and should be completed by the first business day after the assumption of office by such person, or within a maximum period of 5 (five) days after each trading operation.

 

6.1.2. The persons listed in sub-item 6.1 should indicate, in the Stockholding Statement, as per Attachment B to the POLICY, any securities held by their spouses from whom they are not legally separated, by any companion or by any dependent included in such person’s annual income tax declaration, as well as by any corporate entities directly or indirectly owned by persons named in the present sub-item.

 

6.2. The Company, through the office responsible for corporate affairs and under the responsibility of the Investor Relations Officer shall submit to CVM and, if applicable, to BMF&BOVESPA, and, if applicable, to SEC, NYSE, and other stock exchanges and entities of the organized over-the-counter market in which the trading of the company’s securities has been authorized, the ownership and the trading operations with securities issued by the company carried out by the company, its controlled companies and affiliates.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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6.3 The information described in item 6.1 and 6.2 shall be submitted within 10 (ten) days after the end of the month that gave rise to the notice.

 

 

7.   DISCLOSURE OF INFORMATION REGARDING ACQUISITIONS OR DISINVESTMENTS OF MATERIAL SHAREHOLDINGS AND TRADING ACTIVITIES OF CONTROLLING SHAREHOLDERS AND SHAREHOLDERS

 

Purpose

 

7.1. Any corporate entity or individual, or group of individuals, acting as a group or representing a common interest, that carry out relevant trading transactions, under the terms of item 7.1.1, should submit to the company, which, in turn, will forward the same to the CVM and the BMF&BOVESPA, and, if such be the case, to the SEC, the NYSE and to any other stock exchanges or over-the-counter markets on which the company’s securities are authorized to trade, a declaration, containing the information as required in Attachment C to this POLICY.

 

7.1.1. Relevant trading transactions are considered as the transaction or group of transactions by means of which the direct or indirect interest of the persons referred to in the main paragraph exceeds, upward or downward, the levels of 5%, 10% or 15% and so on, of a type or class of share representing the capital stock of the company.

 

7.1.2. The obligations referred to in sub-items 7.1. and 7.1.1. also apply to the acquisition of any rights over the shares and of other securities and derivative financial instruments indexed to these shares, but with no projected physical settlement.

 

7.1.3. In those cases where such acquisitions result in, or were made with the intention of resulting in a modification of the company’s controlling shareholder structure or its management structure, as well as in those cases where such acquisitions trigger the obligation to make a public offer, pursuant to the applicable regulations, the acquiring party must carry out disclosure using the same channels, at least, as those usually adopted by the company, containing the information contained in Attachment C to the POLICY.

 

7.1.4. The notifications referred to in this item 7 should be made immediately after the realization of the events referred to here to the office responsible for corporate affairs, as must update of the Reference Form within seven (7) business days from the date of occurrence.

 

 

8.ADHERENCE TO THE POLICY

 

Form of adherence and the responsible office

 

8.1. Bound Persons should adhere to this POLICY by signing a specific declaration, in the form given in Attachment D, upon their hiring, election, promotion or transfer, in which they declare that they are aware of all the terms of the POLICY and that they undertake to fully comply with the same.

 

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TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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8.1.1. Bound Persons mentioned in item 2.1, “c”, shall adhere to the POLICY and will be nominated by their respective executives, at least in the position of officer. The Compliance area will validate, on an annual basis, the persons nominated by the Conduct Committees.

 

8.1.2. The registration of the persons mentioned in letters “a” to “e” of sub-item 2.1, shall be the responsibility of the Compliance area.

 

8.1.3. The adherence of the persons mentioned under sub item 2.1, letter “f”, shall be the responsibility of the engaging Department, which shall identify if the hiree is required to adhere to this POLICY. Should adherence prove necessary, the engaging Department must certify as to the inclusion of a contractual clause in the agreement signed with the hiree, which requires such a hiree (and its employees) to comply with the guidelines of this POLICY. Said clause shall also explicitly mention sanctions applicable in the event of breach of the POLICY, as per sub-item 10.1.1, letter “c”. In the absence of an agreement, the said Department must require the hiree to enter into a specific third-party adherence instrument (pursuant to Attachment D) under which it undertakes to adhere to the guidelines of this POLICY, as set forth by the Disclosure and Trading Committee.

 

8.1.4. The declarations of adherence, as provided for in sub-item 8.1.3 shall be immediately reported to the Compliance area, which shall maintain a centralized and updated register of all persons that have adhered to the POLICY, and which shall be responsible for making this register available to the appropriate authorities, whenever requested.

 

 

9.CONTROLLED COMPANIES

 

Trading Policy for Controlled Companies

 

9.1. Controlled publicly listed companies:

 

9.1.1. that have their own policy for the trading of securities need not to adhere to this POLICY. In this case, the rules provided for on such policy will be applicable to the publicly listed company and its controlled companies.

 

9.1.2. that do not have their own policy for the trading of securities should adhere to this POLICY. In this case, the rules provided for on this POLICY will be applicable to the publicly listed company and its controlled companies. After each declaration of adherence, the terms and provisions of this POLICY will become the trading policy of such companies themselves, according to the terms of CVM Instruction Nr. 358, dated January 3, 2002.

 

9.2. The persons adhering to this POLICY will also be subject to the same rules when trading in the securities of companies of which the company is the sole controlling shareholder.

 

 

10.POLICY VIOLATION

 

Sanctions

 

10.1. Failure to comply with the terms and provisions of this POLICY will render the violator subject to disciplinary sanctions, according to the company’s internal regulations and to those contained in this item, independently of any applicable administrative, civil or criminal sanctions.

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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10.1.1 It will be the responsibility of the Investor Relations Officer, with the assistance of the Disclosure and Trading Committee, to investigate cases of POLICY violation, under the following conditions:

 

a) the persons referred to in letters “a” and “b” of sub-item 2.1 will be liable to whatever sanctions the Investor Relations Officer, with the assistance of the Disclosure and Trading Committee, decides to impose;

 

b) the persons referred to in letter “c” of sub-item 2.1 shall be subject to the sanctions of warning, suspension or dismissal for just cause, according to the gravity of the violation; and

 

c) a violation perpetrated by any of the persons referred to in letter “f” of sub-item 2.1 shall be deemed a breach of contract, the violators being removed from their duties in relation to the Itaú Unibanco Conglomerate, entitling the company, at no additional cost, to terminate the respective contract and demand the payment of any penalty established therein, without prejudice of any losses and damages.

 

Reporting of violations

 

10.2. Any person who adheres to the POLICY and becomes aware of any violation of the same must immediately report the fact to the Disclosure and Trading Committee.

 

The present POLICY was amended by the Board of Directors on October 27, 2016.

 

 

____________________________

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

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Attachment A

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

2017 CALENDAR

 

The schedule below sets forth the blackout periods for trading Itaú Unibanco Holding S.A. securities, or securities referred to them, as a result of periodic events (DFP and ITR)

 

Issuing companies Periodic events

Blackout Trading

Periods

(day.month.year)

Results Disclosure Date

(day.month.year)

ITAÚSA Financial Statements/DFP December  31, 2016 23.01.2017 to 14.02.2017 14.02.2017
ITR – 1st Quarter/2017 18.04.2017 to 09.05.2017 09.05.2017
ITR – 2nd Quarter/2017 17.07.2017 to 08.08.2017 08.08.2017
ITR – 3rd Quarter/2017 16.10.2017 to 08.11.2017 08.11.2017

ITAÚ UNIBANCO

 

Financial Statements/DFP December  31, 2016 23.01.2017 to 07.02.2017 07.02.2017
ITR – 1st Quarter/2017 18.04.2017 to 03.05.2017 03.05.2017
ITR – 2nd Quarter/2017 17.07.2017 to 01.08.2017 01.08.2017
ITR – 3rd Quarter/2017 16.10.2017 to 31.10.2017 31.10.2017
ITAÚ CORPBANCA Monthly Information2 – December/2016 27.12.2016 to 11.01.2017 11.01.2017
Monthly Information2 – January/2017 26.01.2017 to 10.02.2017 10.02.2017
ITR1 – Full year 2016 10.02.2017 to 27.02.2017 27.02.2017
Monthly Information2 – February/2017 23.02.2017 to 10.03.2017 10.03.2017
Monthly Information2 – March/2017 28.03.2017 to 12.04.2017 12.04.2017
ITR1 – 1st Quarter/2017 13.04.2017 to 28.04.2017 28.04.2017
Monthly Information2 – April/2017 26.04.2017 to11.05.2017 11.05.2017
Monthly Information2 – May/2017 26.05.2017 to12.06.2017 12.06.2017
Monthly Information2 – June/2017 27.06.2017 to12.07.2017 12.07.2017
ITR1 – 2nd Quarter/2017 14.07.2017 to31.07.2017 31.07.2017
Monthly Information2 – July/2017 26.07.2017 to10.08.2017 10.08.2017
Monthly Information2 – August/2017 28.08.2017 to12.09.2017 12.09.2017
Monthly Information2 – September/2017 27.09.2017 to12.10.2017 12.10.2017
ITR1 – 3rd Quarter/2017 16.10.2017 to31.10.2017 31.10.2017
Monthly Information2 – October/2017 27.10.2017 to13.11.2017 13.11.2017
Monthly Information2 – November/2017 28.11.2017 to13.12.2017 13.12.2017

INVESTIMENTOS BEMGE and

DIBENS LEASING

Financial Statements/DFP December  31, 2016 23.01.2017 to 10.02.2017 10.02.2017
ITR – 1st Quarter/2017 18.04.2017 to 08.05.2017 08.05.2017
ITR – 2nd Quarter/2017 17.07.2017 to 04.08.2017 04.08.2017
ITR – 3rd Quarter/2017 16.10.2017 to 06.11.2017 06.11.2017

 

(1)In Chile, Quarterly Information (ITR) is denominated as “Estados de Situación Intermedios”.
(2)Monthly Information published on Itaú CorpBanca and Superintendencia de Bancos e Instituciones Financieras Chile websites.

 

December/2016

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 11

 

 

Attachment B

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

 

INDIVIDUAL FORM

 

Trading by Management and Related Persons – Art. 11 – CVM Instruction CVM Nr. 358/2002

 

 

During .....(month/year)

 

( ) The only trades involving such securities (or securities indexed to the same) and derivatives, in accordance with article 11 of CVM Instruction Nr. 358/2002(1) were the following.

 

( ) No trades involving such securities (or securities indexed to the same) and derivatives took place, as defined in article 11 of CVM Instruction Nr. 358/2002. I possess the following holdings of such securities (or securities indexed to the same) and derivatives.

 

 

Company name:
Name: CPF/CNPJ:
Qualification:
Opening balance
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Quantity % Participation

Same Type/

Class

Total
         
         
Month’s trades
Security (or security indexed to same)/Derivative

Characteristics

of Securities (2)

Intermediary Trade(3) Day Quantity Price Volume (R$) (4)
      Buy        
      Total Bought        
      Sell        
      Total Sold        
Closing balance
Security or security indexed to same/Derivative Characteristics of Securities (2) Quantity % Participation

Same Type/

Class

Total
         
         
                   

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 12

 

 

 

Name of Controlling Shareholder:
Name: CPF/CNPJ:
Qualification:
Opening balance

Security (or security indexed to same)/Derivative

Characteristics of Securities

(2)

Quantity % Participation

Same Type/

Class

Total
         
         
Month’s trades
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Intermediary Trade (3) Day Quantity Price Volume (R$) (4)
      Buy        
      Total bought        
      Sell        
      Total sold        
Closing balance
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Quantity % Participation

Same Type/

Class

Total
         
         
                     

 

 

 

Name of Controlled Company:
Name: CPF/CNPJ:
Qualification:
Opening balance
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Quantity % Participation

Same Type/

Class

Total
         
         
Month’s trades
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Intermediary Trade (3) Day Quantity Price Volume (R$) (4)
      Buy        
      Total Bought        
      Sell        
      Total Sold        
                   

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 13

 

 

Closing balance
Security (or security indexed to same)/Derivative Characteristics of Securities (2) Quantity % Participation

Same Type/

Class

Total
         
         
                   

 

 

(1)When filling out the form, delete the lines with no information.
(2)Issue/series, convertible, non-convertible, tenors, collateral, type/class etc.
(3)Indicate manner of acquisition or sale
(4)Quantity times price.

 

 

____________________________________

 

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 14

 

ATTACHMENT C

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

DECLARATION

 

I,..................(name and qualification, including CPF or CNPJ tax registry number, as the case may be) ............................................. in the quality of ................................ of ITAÚ UNIBANCO HOLDING S.A., hereby DECLARE, in compliance with the requirements of Comissão de Valores Mobiliários Instruction Nr. 358/02, that I............... (bought/ sold shares/subscription warrants/equity options/ share subscription rights) issued by ITAÚ UNIBANCO HOLDING S.A., having ...................(reached, increased or decreased/eliminated)............ by ..........% my (direct or indirect) participation ............... , corresponding to ....................... (shares/subscription warrants/ stock purchase options/share subscription rights) .................. representing the capital stock of ITAÚ UNIBANCO HOLDING S.A., as described below:

 

I – Objective of my participation and the desired quantity:

 
 

 

[   ] – I declare that the acquisition made by me does not have the aim of modifying the company’s shareholding control structure nor its management structure. (Sign, as the case may be).

 

II – Number of shares, subscription warrants, subscription rights and equity options, by type and class, already held, directly or indirectly, by me or other person(s) related to me:

 
 

 

 

III - Indicate any agreement or contract regulating the exercise of voting rights and the right to trade in the company’s securities:

 
 

 

I hereby undertake to immediately report to the office responsible for corporate affairs any modifications to the positions hereby reported which represent an increase or a decrease of 5% in the type or class of shares representing the capital stock of the company.

 

............ ............. ............

 

 

____________________________

 

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 15

 

ATTACHMENT D

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

TERM OF ADHERENCE FOR CONTROLLING SHAREHOLDERS, MEMBERS OF MANAGEMENT AND MEMBERS OF STATUTORY ORGANS

 

.....................................[name and CPF].................................., the undersigned, as a person subject to compliance with CVM Instruction 358/02, hereby adheres to the POLICIES FOR THE DISCLOSURE OF MATERIAL ACTS OR FACTS AND TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES, as well as of securities issued by its controlling company ITAÚSA - INVESTIMENTOS ITAÚ S.A. and by its controlled companies ITAÚ CORPBANCA, INVESTIMENTOS BEMGE S.A. and DIBENS LEASING S.A. - ARRENDAMENTO MERCANTIL, having received a copy of such policies at this time.

 

Declare cognizance of, and undertake to fully comply with, their terms and conditions.

 

Further declares:

 

(i) To be aware that the dates pursuant to Attachment A of the Securities Trading Policies shall be set annually and that eventual infringements arising from the violation of the said policies shall result in the imposition of the following measures: (i) a warning sanction for the first two infringements (constituting recidivism upon the second infringement) and (ii) depending on the gravity of the infringement, a sanction to be decided by the company’s Board of Directors.

 

(ii) To be aware of the fact that any sanctions arising from a violation of said Policies for the Disclosure of Material Acts or Facts and for Securities Trading shall be examined by the Investor Relations Officer, with assistance from the Disclosure and Trading Committee.

 

............ ............. ............

 

 

____________________________

 

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 16

 

ATTACHMENT D

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

 

TERM OF ADHERENCE FOR STAFF MEMBERS

 

I, the undersigned, as a person subject to compliance with CVM Instruction 358/02, hereby adhere to the POLICIES FOR DISCLOSURE OF MATERIAL ACTS AND FACTS AND TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES, as well as of securities issued by its controlling company ITAÚSA - INVESTIMENTOS ITAÚ S.A. and by its controlled companies ITAÚ CORPBANCA, INVESTIMENTOS BEMGE S.A. and DIBENS LEASING S.A. - ARRENDAMENTO MERCANTIL, having received a copy of such policies at this time.

 

Declare cognizance of, and undertake to fully comply with, their terms and conditions.

 

Further declare to be aware that the dates pursuant to Attachment A of the Securities Trading Policies shall be set.

 

 

............ ............. ............

 

 

____________________________

 

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 17

 

 

POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES

 

 

TERM OF ADHERENCE FOR THIRD PARTIES

 

 

.....................................[corporate name/name and CNPJ/CPF].....................,I, the undersigned, as a person subject to compliance with CVM Instruction 358/02, hereby adheres to the POLICIES FOR THE DISCLOSURE OF MATERIAL ACTS AND FACTS AND FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES, as well as of securities issued by its controlling company ITAÚSA - INVESTIMENTOS ITAÚ S.A. and its controlled companies ITAÚ CORPBANCA, INVESTIMENTOS BEMGE S.A. and DIBENS LEASING S.A. - ARRENDAMENTO MERCANTIL, having received a copy of such policies at this time.

 

Declare cognizance of, and undertake to fully comply with, their terms and conditions.

 

Shall endeavor to communicate such POLICIES to its employees, representatives and collaborators involved in the provision of services and to all parties sub-contracted by the undersigned (where applicable), in compliance with the respective services agreements or similar instruments entered into by and between the herein Parties.

 

Shall further endeavor to take appropriate steps so that the parties named in the foregoing paragraph shall fully comply with the Policies, standing jointly and severally responsible with them in the event of non-compliance with any of the therein terms and conditions.

 

Declares, also, to be aware that the dates pursuant to Attachment A of the Securities Trading Policies shall be set annually and that an eventual infringement of the said policies shall result in the imposition of the following measures: (i) a warning sanction for the first two infringements (constituting recidivism upon the second infringement) and (ii) the possibility of the company, without limitation, terminating the agreement which originated the adherence and demanding the payment of the fine established therein without impairment of claims for losses and damages.

 

............ ............. ............

 

 

 

____________________________

 

 

ATTACHMENT - POLICY FOR TRADING ITAÚ UNIBANCO HOLDING S.A. SECURITIES
TAÚ UNIBANCO HOLDING S.A. APPROVED ON OCTOBER 27, 2016

 Page 18

 



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