AMPER, SA and Subsidiaries Consolidated Financial Statements for ...
AMPER, SA and Subsidiaries Consolidated Financial Statements for ... AMPER, SA and Subsidiaries Consolidated Financial Statements for ...
General Information of the Company Company name and headquarters AMPER, S.A. Calle Marconi, No. 3 Parque Tecnológico (Technology Park) of Madrid 28760 TRES CANTOS (Madrid) Constitution, Registration and Corporate Life Limit The Company was established under the corporate name, AMPER RADIO SOCIEDAD LIMITADA, in Madrid on 13 July 1956 and appears registered in the Companies Registry of Madrid, dated 17 November 1956 on page 2205, folio 175 of General volume 1148, 135 of section 4 of the Companies Book. On 19 January 1971 the company became a CORPORATION, and on 27 January 1976 the company changed its business name to AMPER CORPORATION. Corporate Purpose It is set out in Article 2 of the articles of association which states: Article 2) The main purpose of the company consists in the research, development, manufacture, repair, marketing, engineering, installation and maintenance of telecommunication and electronic systems and equipment and their components.
It also involves the acquisition, ownership, administration, mediation, encumbrance or provision of all kinds of movable and immovable property, stocks, shareholdings and transferable securities in general, but in no case does it constitute an activity that is subject to special legislation of collective investment entities, nor of the stock market. The activities included in the corporate purpose mentioned above may be indirectly carried out by the Company in whole or in part, through ownership of stocks or shareholdings in companies with an identical or similar purpose. Share Capital The share capital amounts to 32,403,256 Euros, and is divided into 32,403,256 shares with a nominal value of one euro each, fully paid up and represented by book entries, numbered consecutively starting from 1. On 21 May 2012, the Board of Directors approved a capital increase with the exclusion of preferential subscription rights, amounting to 8,663,972 Euros, by issuing 8,663,972 new shares. At the date of this notice, these new shares have not yet been subscribed and paid up. Call for General Meetings The General Meetings of Shareholders, both the ordinary and extraordinary meetings, should be called with one month's notice, at the very least, prior to the date specified for the meeting, publishing the notice of the meeting in the Official Gazette of the Companies Registry or in one of the major newspapers in Spain and in the website of the company (www.amper.es) and in the website of the National Securities Market Commission.
- Page 247 and 248: convened: - The minimum period requ
- Page 249 and 250: of time, as well as the good order
- 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: Changes produced in the Audit and C
- Page 301 and 302: Information and Consultations The d
- Page 303: AMPER GROUP INNOVATION COMMITTEE fr
It also involves the acquisition, ownership, administration, mediation, encumbrance<br />
or provision of all kinds of movable <strong>and</strong> immovable property, stocks, shareholdings<br />
<strong>and</strong> transferable securities in general, but in no case does it constitute an activity<br />
that is subject to special legislation of collective investment entities, nor of the stock<br />
market.<br />
The activities included in the corporate purpose mentioned above may be indirectly<br />
carried out by the Company in whole or in part, through ownership of stocks or<br />
shareholdings in companies with an identical or similar purpose.<br />
Share Capital<br />
The share capital amounts to 32,403,256 Euros, <strong>and</strong> is divided into 32,403,256<br />
shares with a nominal value of one euro each, fully paid up <strong>and</strong> represented by<br />
book entries, numbered consecutively starting from 1.<br />
On 21 May 2012, the Board of Directors approved a capital increase with the<br />
exclusion of preferential subscription rights, amounting to 8,663,972 Euros, by<br />
issuing 8,663,972 new shares.<br />
At the date of this notice, these new shares have not yet been subscribed <strong>and</strong><br />
paid up.<br />
Call <strong>for</strong> General Meetings<br />
The General Meetings of Shareholders, both the ordinary <strong>and</strong> extraordinary<br />
meetings, should be called with one month's notice, at the very least, prior to the<br />
date specified <strong>for</strong> the meeting, publishing the notice of the meeting in the Official<br />
Gazette of the Companies Registry or in one of the major newspapers in Spain <strong>and</strong><br />
in the website of the company (www.amper.es) <strong>and</strong> in the website of the National<br />
Securities Market Commission.
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