UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 
FORM 6-K
 
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
 
For the month of December, 2014

Commission File Number 32297


 
CPFL Energy Incorporated
(Translation of Registrant's name into English)

 
Rua Gomes de Carvalho, 1510, 14º andar, cj 1402
CEP 04547-005 - Vila Olímpia, São Paulo – SP
Federative Republic of Brazil
(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___ 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 Taxpayer ID. (CNPJ). 02.429.144/0001-93 – Company Registry (NIRE)

353.001.861-33

 

MINUTES OF THE 258TH MEETING OF THE BOARD OF DIRECTORS

 HELD ON DECEMBER 23, 2014

 

 

1. DATE, TIME AND PLACE: On December 23, 2014, at 2:00 p.m., the meeting was held via conference call, pursuant to paragraph 1, article 17 of the Bylaws of CPFL Energia S.A. (“CPFL Energia” or “Company”), located at Rua Gomes de Carvalho, nº 1510º, 14o andar, conjunto 142, in the city and state of São Paulo.

 

2. CALL NOTICE: The meeting was called pursuant to paragraph 3, article 17 of the Company’s Bylaws. 

 

3. ATTENDANCE: All the members of the Board of Directors (“Board”).

 

4. PRESIDING BOARD: Chairman – Murilo Cesar L. S. Passos and Secretary – Gisélia Silva.

 

5. AGENDA: To decide and vote on increasing the capital stock of the subsidiary CPFL Eficiência Energética S.A. (“CPFL ESCO”).

 

6. DECISION TAKEN BY UNANIMOUS VOTE:

 

The reading of the Agenda was waived since all those present were aware of its contents. The directors also resolved that these minutes be drawn up in summary form, with the right to submit opinions and dissensions, which will be filed at the head office of the Company, and the publication of these minutes as an extract without the signatures of the directors.

 

After examining and discussing the item on the Agenda, the Board took the following resolution:

 

Approved, pursuant to item “r” of Article 17 of the Bylaws of the Company and Executive Board Resolution no. 2014135-E, (i) increasing the capital stock of CPFL ESCO by three hundred sixty million reais (R$ 360,000,000.00) through the issue of three hundred sixty million (360,000,000) registered, book-entry common shares with no par value, to be subscribed to and paid by CPFL Energia; and (ii) amending Article 5 of the Bylaws of CPFL ESCO to reflect the new capital amount, which will increase from forty-eight million, one hundred sixty-three thousand, five hundred ten reais and sixty-five centavos (R$ 48,163,510.65), divided into forty-eight million, one hundred sixty-three thousand, five hundred ten (48,163,510) registered, book-entry common shares with no par value, to four hundred eight million, one hundred sixty-three thousand, five hundred ten reais and sixty-five centavos (R$ 408,163,510.65), divided into four hundred eight million, one hundred sixty-three thousand, five hundred ten (408,163,510) registered, book-entry common shares with no par value, recommending to the Company’s representatives at the Annual Shareholders Meeting of CPFL ESCO to vote in favor of the resolution to increase the capital stock and subsequent amendment to the Bylaws.

 


 

 

CPFL ENERGIA S.A.

 Publicly Held Company

Corporate Taxpayer ID. (CNPJ). 02.429.144/0001-93 – Company Registry (NIRE)

353.001.861-33

 

 

7. CLOSURE: There being no further business to discuss, the meeting was adjourned and these minutes were drawn up, read, approved and signed by the Directors present and by the Secretary. Murilo Cesar L. S. Passos – Chairman, Renê Sanda, Claudio B. Guedes Palaia, Francisco Caprino Neto, Deli Soares Pereira, Carlos Alberto Cardoso Moreira, Maria Helena S. F. de Santana and Gisélia Silva – Secretary.

 

 

I certify that this is an extract from the original minutes recorded in the minutes book.

 

 

 

 

Gisélia Silva

Secretary

 

 

 
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.
Date: December 23, 2014
 
CPFL ENERGIA S.A.
 
By:  
         /S/  GUSTAVO ESTRELLA
  Name:
Title:  
 Gustavo Estrella 
Chief Financial Officer and Head of Investor Relations
 
 
FORWARD-LOOKING STATEMENTS

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.