TIM S.A. (NYSE:TIMB), a Brazilian telecommunications company, filed a report of foreign private issuer on October 30, 2026, publishing a call notice for an Extraordinary Shareholders' Meeting to be held on November 30, 2026, in Rio de Janeiro.
Key Highlights
- Meeting date and location: The Extraordinary Shareholders' Meeting is scheduled for November 30, 2026, at 2:30 pm, at Avenida João Cabral de Mello Neto, nº 850, South Tower, 13th floor, Barra da Tijuca, Rio de Janeiro.
- Proposed incorporation: Shareholders will vote on absorbing wholly-owned subsidiary I-Systems Soluções de Infraestrutura S.A. into TIM S.A. under the terms of a Protocol entered into on October 30, 2026.
- Appraisal firm named: APSIS Consultoria e Avaliações Ltda. was appointed as the specialized firm responsible for preparing the appraisal report of I-Systems' net equity.
- By-laws amendment: Shareholders will also be asked to resolve on an amendment and restatement of the Company's By-laws.
- Distance voting deadline: Distance voting ballots must be received no later than November 26, 2026, which is four days before the meeting.
- Board chair signature: The call notice was issued under the name of Adrian Calaza, Chairman of the Board of Directors, and the filing was signed by CEO Alberto Mario Griselli.
TIM S.A. Schedules Shareholder Vote on Infrastructure Subsidiary Absorption
According to the filing, TIM S.A. has convened an Extraordinary Shareholders' Meeting to consider the incorporation of I-Systems Soluções de Infraestrutura S.A., described in the notice as a wholly-owned subsidiary of the Company, into TIM S.A. itself. The Protocol and Justification of Incorporation was entered into on October 30, 2026, by the management of both the Company and the subsidiary, and it establishes the terms and conditions of the proposed transaction. TIM S.A. is a Brazilian telecommunications company incorporated under Brazilian law and listed on the NYSE.
The meeting agenda, as disclosed, requires shareholders to examine and vote on five specific sub-items related to the incorporation: approving the Protocol, ratifying the appointment of the appraisal firm APSIS Consultoria e Avaliações Ltda., approving the resulting Appraisal Report on I-Systems' net equity, approving the Incorporation itself subject to any condition precedent in the Protocol, and authorizing Company officers and attorneys-in-fact to carry out all steps needed to complete the transaction. A separate agenda item covers an amendment and restatement of the Company's By-laws, though the filing does not specify the content of those proposed amendments.
The filing notes that the meeting will be held exclusively in person, consistent with what it describes as "the practice adopted by the Company in its meetings, with a view to ensuring full engagement, transparency and effectiveness in the resolutions." Shareholders may also participate through a duly constituted proxy or by submitting a distance voting ballot in accordance with CVM Resolution No. 81/2022, provided the ballot is received by November 26, 2026. Physical documents should be addressed to the Investor Relations Officer, Mr. Vicente De Moraes Ferreira, at the Company's South Tower address in Rio de Janeiro.
What Was Disclosed
TIM S.A. issued a call notice, reported via a foreign private issuer filing dated October 30, 2026, convening an Extraordinary Shareholders' Meeting for November 30, 2026. The principal agenda items are the proposed absorption of wholly-owned subsidiary I-Systems Soluções de Infraestrutura S.A. and an amendment to the Company's By-laws.


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