Exhibit 4.(b)(2) SENDAS DISTRIBUIDORA S.A. SHAREHOLDERS AGREEMENT By this private instrument, the undersigned, hereinafter collectively referred to as "Shareholders": A) SENDAS S.A., a company with its principal place of business in the City of Sao...Shareholders Agreement • June 21st, 2004 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO AND THE BANK OF NEW YORK As Depositary AND OWNERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY RECEIPTS Second Amended and Restated Deposit AgreementDeposit Agreement • August 24th, 2007 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores • New York
Polca Cash Pooling AgreementService Agreement • September 9th, 2016 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
(Polca and the Participating Companies are hereinafter collectively referred to as the “Parties” and individually as a “ Party”).
CONDITIONAL PUT OPTION AGREEMENTConditional Put Option Agreement • June 23rd, 2009 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
in their capacity as shareholders of Holding Company (as herein defined) and hereinafter collectively referred to as the "AD GROUP", and, together with Casino (as herein defined) the Controlling Shareholder of CBD (as herein defined), as defined in this Put Option Agreement,
GUARANTEE FRAMEWORK AGREEMENTGuarantee Framework Agreement • September 9th, 2016 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
WHEREAS: (i) CNOVA is a company controlled by CBD; (ii) CBD is interested in guaranteeing the performance of obligations undertook ou to be undertaken by CNOVA vis-à-vis third parties under any agreements executed or that may be executed, including, but not limited to financial agreements, lease of real estate and/or commercial agreements; and (iii) The Parties wish to set out the general terms and conditions for said guarantees offered by CBD to CNOVA and consider the entering into this Agreement to be in the corporate interest of each Party. NOW, THEREFORE, the Parties agree to enter into this Guarantee Framework Agreement (“Agreement”), which shall be governed by the following clauses and conditions:
Casino, Guichard-Perrachon S.A., Companhia Brasileira de Distribuição, Via Varejo S.A., Nova Pontocom Comércio Eletrônico S.A., Bruxelas Empreendimentos e Participações S.A., AND Cnova N.V.Joinder Agreement • September 9th, 2016 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
Separation and Other Covenants Agreement entered into between on one side, Companhia Brasileira de Distribuição and, on the other side, Sendas Distribuidora S.A. December 14, 2020 IndexSeparation and Other Covenants Agreement • April 30th, 2021 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
PROTOCOL OF MERGER AND JUSTIFICATIONProtocol of Merger and Justification • April 18th, 2006 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
– COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO, company with head office in the City of São Paulo, State of São Paulo, at Av. Brigadeiro Luiz Antonio 3142, Jardim Paulista, CEP: 01402-901, enrolled with CNPJ/MF under # 47.508.411/0001-56, with articles of incorporation filed with the Commercial Registry of the State of São Paulo – JUCESP, under NIRE 35.300.089.901, on November 19, 1981, represented herein by its Investment and Work Officers and Financial Managers, respectively, CAIO RACY MATTAR, Brazilian, married, civil engineer, holder of the ID # 5.396.320, SSP/SP, enrolled with CPF/MF under # 034.118.768-24 and ENÉAS CÉSAR PESTANA NETO, Brazilian, married, accountant, holder of the ID # 11.383.698-3, SSP/SP, enrolled with CPF/MF under # 023.327.978-40, both domiciled in the City of São Paulo, State of São Paulo, at Av. Brigadeiro Luiz Antonio 3172, Jardim Paulista, CEP: 01402-901, the company is herein simply referred as CBD or as MERGING COMPANY;
1st ADDENDUM TO AND RESTATEMENT OF THE SHAREHOLDERS AGREEMENT OFSENDAS DISTRIBUIDORA S.A.Shareholders Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
The Shareholders hereby resolve for the purposes and effects of Article 118 of Law No. 6404, of December 15, 1976, to enter into to this 1st Addendum to the Shareholders Agreement, in order to amend and restate the Shareholders Agreement executed by the parties on February 29, 2004, whereby the Shareholders Agreement becomes effective in accordance with the clauses and conditions established below, which have been freely covenanted among the Shareholders and the intervening consenting parties, all of whom undertake to observe them and cause them to be observed.
SECOND AMENDMENT TO THE AGREEMENT ENTERED INTO BY AND BETWEEN COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO AND GALEAZZI &. ASSOCIADOS LTDA. ON JUNE 27, 2007.Brazilian Distribution Co Companhia Brasileira De Distr CBD • March 31st, 2010 • Retail-grocery stores
AGREE to amend the Service Proposal signed on June 27, 2007 (“AGREEMENT) and the First Amendment to the Agreement, signed December 10, 2007 ("FIRST AMENDMENT "), according to the following terms and conditions:
2nd ADDENDUM TO AND RESTATEMENT OF THE SHAREHOLDERS AGREEMENT OF SENDAS DISTRIBUIDORA S.A.Brazilian Distribution Co Companhia Brasileira De Distr CBD • June 27th, 2006 • Retail-grocery stores
regulate the mechanism through which the Investor shall implement the divestment of its equity interest in the Company;
AMENDMENT No. 1 TO THE GUARANTEE FRAMEWORK AGREEMENTBrazilian Distribution Co Companhia Brasileira De Distr CBD • September 9th, 2016 • Retail-grocery stores
FIRST AMENDMENT TO THE COST SHARING AGREEMENTCost Sharing Agreement • April 30th, 2015 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
By this FIRST AMENDMENT dated as of October 30th, 2014 to the COST SHARING AGREEMENT, entered into by CASINO, SUDACO and CBD on August 1st, 2014, (“Cost Sharing Agreement”) the Parties:
INVESTMENT AND JOINT VENTURE AGREEMENTInvestment and Joint Venture Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores • Rio de Janeiro
The companies named and identified below, collectively referred to as Shareholders, and individually and indiscriminately referred to as Shareholder,
TECHNICAL ASSISTANCE AGREEMENTTechnical Assistance Agreement • August 1st, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores • São Paulo
CASINO GUICHARD PERRACHON a corporation organized and existing under the laws of the French Republic, with registered head offices at 24, Rue de law Montat, Saint Etienne, France, herein represented in accordance with its By-Laws, hereinafter referred to as (“CASINO”), and
STOCKHOLDERS’ AGREEMENT OF BARCELONA COMÉRCIO VAREJISTA E ATACADISTA S.A.Brazilian Distribution Co Companhia Brasileira De Distr CBD • May 19th, 2008 • Retail-grocery stores
RODOLFO and LUIZ being hereinafter referred to, individually and indistinctly as "Original Partner", and jointly as "Original Partners",
ContractBrazilian Distribution Co Companhia Brasileira De Distr CBD • March 31st, 2010 • Retail-grocery stores
FIRST AMENDMENT TO THE AGREEMENT SIGNED ON JUNE 27, 2007 BETWEEN COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO AND GALEAZZI & ASSOCIADOS LTDA.
SHAREHOLDERS’ AGREEMENT between on one side COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO and on the other SAMUEL KLEIN MICHAEL KLEIN EVA LEA KLEIN as intervening party GLOBEX UTILIDADES S.A. as consenting intervening parties CASA BAHIA COMERCIAL LTDA. WILKES...Shareholders’ Agreement • July 1st, 2011 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
WHEREAS the Parties desire to formalize the agreements they have made with reference to the rules and procedures that should prevail in their relations as shareholders of the Company,
FAMILY SHARE CALL OPTION AGREEMENTFamily Share Call Option Agreement • September 15th, 2005 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
PENÍNSULA PARTICIPAÇÕES LTDA., a limited liability company organized and existing under the laws of the Federative Republic of Brazil, with registered head offices in the city of São Paulo, State of São Paulo, Brazil, at Avenida Brigadeiro Luiz Antônio, No. 3.126, and enrolled with the Brazilian Corporate Taxpayer File (CNPJ/MF) under No. 58.292.210/0001 -80, herein represented in accordance with its Articles of Association (hereinafter referred to as “Península”); and
THIRD AMENDMENT TO THE AGREEMENT EXECUTED ON JUNE 27, 2007 BETWEEN COMPANHIA BRASILEIRA DE DISTRIBUIÇÃO AND GALEAZZI & ASSOCIADOS LTDA.The Agreement • March 31st, 2010 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
NOW, THEREFORE, the PARTIES agree to amend the Service Proposal executed on June 27, 2007 (“AGREEMENT”), the First Amendment to the Agreement, executed on December 10, 2007 (“FIRST AMENDMENT”) and the Second Amendment to the Agreement, executed on October 1st, 2008 (“SECOND AMENDMENT”), in accordance with the terms and conditions as follows:
COST SHARING AGREEMENTCost Sharing Agreement • April 30th, 2015 • Brazilian Distribution Co Companhia Brasileira De Distr CBD • Retail-grocery stores
CASINO GUICHARD PERRACHON S.A., a company duly incorporated and validly existing under the laws of France, with head offices at 1, Esplanade de France 42000 Saint-Etienne – France (“CASINO”);
