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CUSIP No. 20440T201 13G
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
COMPANHIA BRASILEIRA DE DISTRIBUDORA
(Name of Issuer)
ADR
(Title of Class of Securities)
20440T201
(CUSIP Number)
SEPTEMBER 12, 2006
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 20440T201 13G Page 2 of 5 Pages
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1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Genesis Fund Mangers, LLP
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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5. SOLE VOTING POWER - 3,214,500
(See Items 3 and 6)
NUMBER OF
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SHARES 6. SHARED VOTING POWER - 0
(See Items 3 and 6)
BENEFICIALLY
OWNED ---------------------------------------------------
7. SOLE DISPOSITIVE POWER - 4,248,000
BY EACH (See Items 3 and 6)
REPORTING
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PERSON WITH 8. SHARED DISPOSITIVE POWER - 0
(See Items 3 and 6)
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,248,000 (See Items 3 and 6)
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ]
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.66%
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12. TYPE OF REPORTING PERSON
HC/IA
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CUSIP No. 20440T201 13G Page 3 of 5 Pages
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ITEM 1(a). NAME OF ISSUER:
Companhia Brasileira de Distribudora
ITEM 1(b). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
Av. Brig. Luis Antonio, 3142
Jardim Paulista
Sao Paulo, SP 01402-000
Brazil
ITEM 2(a). NAME OF PERSON FILING:
Genesis Fund Managers, LLP
ITEM 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Genesis Fund Managers, LLP
Barclay's Court
Les Echelons
St. Peter Port
Guernsey GY1 6AW
Guernsey, Channel Islands
ITEM 2(c). CITIZENSHIP:
Delaware
ITEM 2(d). TITLE OF CLASS OF SECURITIES:
ADR
ITEM 2(e). CUSIP NUMBER:
20440T201
ITEM 3. CLASSIFICATION
(g)(e) Genesis Fund Managers, LLP ("GFM") is the 99.98% owner of the equity
securities of Genesis Asset Managers, LLP ("GAM"). GFM is reporting on this
Schedule 13-G for itself as a registered investment adviser and as the control
person of GAM. Each of GFM and GAM are registered investment advisers.
ITEM 4. OWNERSHIP.
a) Amount beneficially owned: 4,248,000
b) Percent of Class: 6.66%
c) Number of shares as to which the person has:
(i) sole power to vote or to direct the vote: 3,214,500
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CUSIP No. 20440T201 13G Page 4 of 5 Pages
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(ii) shared power to vote or direct the vote: 0
(iii) sole power to dispose or to direct the disposition of: 4,248,000
shared power to dispose or to direct the disposition of: 0
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.
N/A
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
GFM, a registered investment adviser, provides investment advisory services on a
discretionary basis to institutional investors and in-house- pooled funds for
institutional investors. GFM is also the beneficial owner of 99.98% holder of
the equity securities of GAM which also provides investment advisory services on
a discretionary basis to institutional investors and in-house- pooled funds for
institutional investors. In the aggregate, the client accounts managed by GFM
and GAM hold greater than 5% of the outstanding securities subject to this
filing on Schedule 13-G.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
See Item 3 above. The address of GAM's principal office and place of business is
as follows:
Genesis Asset Managers, LLP
Barclay's Court
Les Echelons
St. Peter Port
Guernsey GY1 6BA
Guernsey, Channel Islands
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
N/A
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
N/A
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purposes of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired with or as a participant in any transaction having such purposes or
effect.
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CUSIP No. 20440T201 13G Page 5 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
GENESIS FUND MANAGERS, LLP
By: /s/ Karen L. Yerburgh
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Karen L. Yerburgh
Managing Partner
Date: September 12, 2006