AMPER, SA and Subsidiaries Consolidated Financial Statements for ...
AMPER, SA and Subsidiaries Consolidated Financial Statements for ... AMPER, SA and Subsidiaries Consolidated Financial Statements for ...
delegation shall also be rendered null and void by the transfer of shares of which the company has knowledge. The representative may represent more than one shareholder and without limitation as to the number of shareholders represented. When a representative represents several shareholders, he may cast votes, in favour or against, in accordance with the instructions given by each shareholder. Professional financial intermediaries may exercise the right to vote on behalf of his client, when the client grants him powers of representation. The financial intermediary may exercise on behalf of his clients votes, in favour or against, in compliance with the voting instructions regarding differing, when applicable. The financial intermediaries receiving representations must inform the company within seven days prior to the date the Board Meeting is expected to be held, a list containing the identity of each client, the number of shares for which the right to vote is exercised on the client's behalf, as well as the voting instructions that the intermediary may have received, if any. In the event of a public request for representation, this shall be subject to the provisions of the Law. Article 11. Agenda The Agenda of the Board Meeting shall be clear and precise so that there is no doubt regarding the matters to be discussed and voted at the Board Meeting. Without prejudice to the provisions of Article 7 of these Regulations, the shareholders may request the Board of Directors, with due notice, the inclusion of items on the Agenda. The Board of Directors shall decide on the inclusion, on the basis of the general interest in the issues in question and the availability Article 11. Agenda The Agenda of the Board Meeting shall be clear and precise so that there is no doubt regarding the matters to be discussed and voted at the Board Meeting. Without prejudice to the provisions of Article 7 of these Regulations, the shareholders representing at least five percent (5%) of the share capital may request the publication of a supplement to the notice of the General Meeting of Shareholders, including one or more items to the 13
of time, as well as the good order of the General Meeting. agenda, provided that the new items are accompanied with a justification or, where appropriate, with a justified proposed resolution. In no case may such right be exercised with respect to the call for the Extraordinary General Meetings. This right to publish a supplement to the notice shall be exercised by means of a certified notice which must be received at the registered office within the five days following the publication of the call. The supplement to the notice should be published at least fifteen days prior to the date set for the meeting of the Board. The absence of publication of the supplement within the allotted period shall be cause for annulment of the Board Meeting. The same disclosure shall be given to the supplement of the call as that of the notice of the original call. The shareholders representing at least five percent of the share capital may submit, within the period set out in the previous section, well-founded proposals for resolutions on matters already included or to be included in the agenda. The Board of Directors shall decide on the inclusion, on the basis of the general interest in the issues in question and the availability of time, as well as the good order of the General Meeting. Article 14. Right to information. The Board of Directors shall promote the informed participation of the shareholders in the General Meetings and shall take all the appropriate measures to enable the Shareholders to effectively exercise the functions which are specific to them in accordance with the Law and the Articles of Association. The shareholders have a right to accurate, complete and correct information regarding Article 14. Right to information. The Board of Directors shall promote the informed participation of the shareholders in the General Meetings and shall take all the appropriate measures to enable the Shareholders to effectively exercise the functions which are specific to them in accordance with the Law and the Articles of Association. The shareholders have a right to accurate, complete and correct information regarding 14
- Page 197 and 198: a) By the subsequent and express re
- Page 199 and 200: In accordance with the provisions s
- Page 201 and 202: Resolutions relating to item three
- Page 203 and 204: Shareholders representing at least
- Page 205 and 206: members are present or represented
- Page 207 and 208: This Regulation aims to: a) Make pu
- Page 209 and 210: • Significant events notified to
- Page 211 and 212: information could be harmful to the
- Page 213 and 214: Article 7. Convening of a meeting a
- Page 215 and 216: Article 11. Agenda The agenda shall
- Page 217 and 218: esolution previously adopted to suc
- Page 219 and 220: Article 28: Publication Following i
- Page 221 and 222: other existing paid-up share capita
- Page 223 and 224: each issue or issue tranche; howeve
- Page 225 and 226: debentures and bonds and warrants,
- Page 227 and 228: The present proposal may be subject
- Page 229 and 230: The Report of the Board of Director
- Page 231 and 232: Article 16 B: Right to information
- Page 233 and 234: The shareholders representing at le
- Page 235 and 236: The Board of Directors shall meet w
- Page 237 and 238: All this makes it advisable to adap
- Page 239 and 240: CURRENT DRAFT PROPOSED AMENDMENT Pr
- Page 241 and 242: the last financial year, at least.
- Page 243 and 244: esolutions to be adopted and the do
- Page 245 and 246: call shall be forwarded by the comp
- Page 247: convened: - The minimum period requ
- Page 251 and 252: of signature considered appropriate
- Page 253 and 254: through the timely notice of signif
- Page 255 and 256: In general, it is not possible to p
- Page 257 and 258: REPORT OF THE BOARD OF DIRECTORS OF
- Page 259 and 260: (g) (h) (i) (j) The nature of, perp
- Page 261 and 262: exchangeable fixed income securitie
- Page 263 and 264: onds and shall be reported in the f
- Page 265 and 266: upon the termination or relocation
- Page 267 and 268: Article 13) The General Meetings ma
- Page 269 and 270: The shareholders, who are entitled
- Page 271 and 272: the right to cast their vote from a
- Page 273 and 274: on any issues that may put at risk
- Page 275 and 276: may not refuse the recruitment unle
- Page 277 and 278: along with the functions and powers
- Page 279 and 280: ACTIVITY REPORT OF THE APPOINTMENTS
- Page 281 and 282: - Allowance of the Board Members fo
- Page 283 and 284: Mr. Ignacio Javier López del Hierr
- Page 285 and 286: ACTIVITY REPORT OF THE AUDIT AND CO
- Page 287 and 288: ACTIVITY REPORT OF THE AUDIT AND CO
- Page 289 and 290: ACTIVITY REPORT OF THE AUDIT AND CO
- Page 291 and 292: ACTIVITY REPORT OF THE AUDIT AND CO
- Page 293 and 294: ACTIVITY REPORT OF THE AUDIT AND CO
- Page 295 and 296: Was appointed Board Member on 25 Ja
- Page 297 and 298: Changes produced in the Audit and C
of time, as well as the good order of the<br />
General Meeting.<br />
agenda, provided that the new items are<br />
accompanied with a justification or,<br />
where appropriate, with a justified<br />
proposed resolution. In no case may<br />
such right be exercised with respect to<br />
the call <strong>for</strong> the Extraordinary General<br />
Meetings. This right to publish a<br />
supplement to the notice shall be<br />
exercised by means of a certified notice<br />
which must be received at the registered<br />
office within the five days following the<br />
publication of the call. The supplement<br />
to the notice should be published at<br />
least fifteen days prior to the date set <strong>for</strong><br />
the meeting of the Board. The absence<br />
of publication of the supplement within<br />
the allotted period shall be cause <strong>for</strong><br />
annulment of the Board Meeting. The<br />
same disclosure shall be given to the<br />
supplement of the call as that of the<br />
notice of the original call.<br />
The shareholders representing at least<br />
five percent of the share capital may<br />
submit, within the period set out in the<br />
previous section, well-founded<br />
proposals <strong>for</strong> resolutions on matters<br />
already included or to be included in the<br />
agenda.<br />
The Board of Directors shall decide on the<br />
inclusion, on the basis of the general interest<br />
in the issues in question <strong>and</strong> the availability<br />
of time, as well as the good order of the<br />
General Meeting.<br />
Article 14. Right to in<strong>for</strong>mation.<br />
The Board of Directors shall promote the<br />
in<strong>for</strong>med participation of the shareholders in<br />
the General Meetings <strong>and</strong> shall take all the<br />
appropriate measures to enable the<br />
Shareholders to effectively exercise the<br />
functions which are specific to them in<br />
accordance with the Law <strong>and</strong> the Articles of<br />
Association.<br />
The shareholders have a right to accurate,<br />
complete <strong>and</strong> correct in<strong>for</strong>mation regarding<br />
Article 14. Right to in<strong>for</strong>mation.<br />
The Board of Directors shall promote the<br />
in<strong>for</strong>med participation of the shareholders in<br />
the General Meetings <strong>and</strong> shall take all the<br />
appropriate measures to enable the<br />
Shareholders to effectively exercise the<br />
functions which are specific to them in<br />
accordance with the Law <strong>and</strong> the Articles of<br />
Association.<br />
The shareholders have a right to accurate,<br />
complete <strong>and</strong> correct in<strong>for</strong>mation regarding<br />
14
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