Commission File Number 32297

---

 

 

 

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): [ ]

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): [ ]

 Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the 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-_________________

.

 

 

CPFL ENERGIA S.A.

Publicly-held Company

Corporate Taxpayers’ ID (CNPJ/MF): 02.429.144/0001-93

Corporate Registry (NIRE): 35.300.186.133

 

 

EXTRAORDINARY SHAREHOLDERS’ MEETING

 

CALL NOTICE

 

 

The Shareholders of CPFL Energia S.A. (“Company”) are hereby called, pursuant to Article 124 of Federal Law No. 6,404/76, to convene at the Extraordinary Shareholders’ Meeting (“Meeting”) to be held on June 28, 2013 at 10:00 a.m., at the registered office of the Company located at Rua Gomes de Carvalho, nº 1510, 14^th floor, suite 142, in the City and State of São Paulo, to deliberate on the following Agenda:

 

a)           Approve the proposed amendment to the Bylaws of the Company, to include the creation of a "Reserve for Adjustment of the Concession Financial Assets", with subsequent amendment to items “a” and “c” and addition of items “d” and “e” of paragraph 2, Article 27 of the Bylaws;

 

b)           Approve the transfer of the balance of the “Investment Reserve” to the “Reserve for Adjustment of the Concession Financial Assets”; and

 

c)           Approve the restated Bylaws.

 

General Instructions:

 

1.Common shares holders issued by the Company may participate in the Meeting, provided they are registered in the Registry of Shares Book-Entry of the depositary institution of the shares, Banco do Brasil S.A., and present the following documents: (i) for individuals - identity document with photograph; (ii) for legal entities - identity document with photograph of the legal representative of the shareholder, duly accompanied by a notarized copy or original of the articles of incorporation and the documentation substantiating his or her capacity as legal representative of the company (minutes of the election to the board of executive officers); and (iii) for shareholders organized as Investment Funds - identity document with photograph of the legal representative of the administrator of the Investment Fund (or manager of the Investment Fund, as applicable), accompanied by a notarized copy or original of the Fund Regulations and Bylaws or Articles of Organization of the administrator (or manager, as applicable), together with the minutes of the election of the legal representative.

 

 

2. Any shareholder may appoint a proxy to attend the Meeting and vote on their behalf. In the event of representation by proxy, shareholders must comply with Article 126 of Federal Law 6,404/76 and present the following documents: (i) Proxy appointment instrument granting special powers of representation at the Meeting; (ii) Bylaws or Articles of Organization and the minutes of the election of the Managers in the case of legal entities; and (iii) Identity document with photograph of the Proxy. 

 

 

3. To facilitate the holding of the Meeting, the Company requests shareholders submit their proxy appointments and representation documents at least twenty-four (24) hours prior to the Meeting, in accordance with Article 12 of the Company’s Bylaws. Shareholders attending the Meeting bearing the required documents will be allowed to participate and vote, despite not having presented the documents prior to the meeting.

 

4. All documents pertaining to the matters to be deliberated on at the Meeting, as per Article 6 of CVM Instruction No. 481/09, are available to shareholders as from this date at the registered office of the Company, on its website (www.cpfl.com.br/ir) and on the websites of the CVM (www.cvm.gov.br), the BM&FBovespa S.A. - Securities, Commodities and Futures Exchange (www.bmfbovespa.com.br) and the U.S. Securities and Exchange Commission (www.sec.gov).

 

 

São Paulo, May 29, 2013.

 

 

Murilo Cesar L. S. Passos

Chairman of the Board of Directors

 

---

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

---