Resolutions by AGM - Investor relations at Amadeus
Resolutions by AGM - Investor relations at Amadeus
Resolutions by AGM - Investor relations at Amadeus
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3. In order to carry out the liquid<strong>at</strong>ion, divide up the corpor<strong>at</strong>e assets and effect deregistr<strong>at</strong>ion,<br />
the provisions of the Spanish Corpor<strong>at</strong>e Enterprises Act (Ley de Sociedades<br />
de Capital) and the Mercantile Registry Regul<strong>at</strong>ions shall be followed.”<br />
7.- Amendment to the following articles of the Regul<strong>at</strong>ions of the General<br />
Shareholders’ Meeting of the Company: Introduction; article 2 (Effectiveness,<br />
interpret<strong>at</strong>ion and amendment. Website); article 3 (Types of General Meetings);<br />
article 5 (Call to meeting); article 7 (Shareholders’ right to inform<strong>at</strong>ion); article 10<br />
(Proxy to <strong>at</strong>tend the General Meeting); article 14 (Attendance list); article 15<br />
(Assembly and start of the Meeting); article 16 (Interventions); article 17 (Right to<br />
inform<strong>at</strong>ion during the development of the General Meeting); article 20 (Adoption<br />
of resolutions and end of General Meeting).<br />
The proposed reform of the Regul<strong>at</strong>ions of the General Shareholders’ Meeting th<strong>at</strong> is<br />
submitted for approval <strong>by</strong> the General Meeting essentially arises from the need to<br />
upd<strong>at</strong>e the contents of same to the new wording of the Corpor<strong>at</strong>e Enterprises Act (LSC)<br />
deriving both from Law 25/2011, of August 1, 2011 partially reforming the Corpor<strong>at</strong>e<br />
Enterprises Act (Legisl<strong>at</strong>ive Royal Decree 1/2010, of July 2, 2010, approving the revised<br />
text of the LSC) and the incorpor<strong>at</strong>ion of Directive 2007/36/EC of the European<br />
Parliament and of the Council of 11 July 2007 on the exercise of certain rights of<br />
shareholders in listed companies, and from Royal Decree-Law 9/2012, of March 16,<br />
2012, simplifying the reporting and document<strong>at</strong>ion oblig<strong>at</strong>ions for mergers and spin-offs<br />
of corpor<strong>at</strong>e enterprises, which has affected the regime governing public limited liability<br />
companies and, in particular, listed public limited liability companies.<br />
The sole purpose of the proposed amendments is to adapt the content of the<br />
Regul<strong>at</strong>ions of the General Shareholders’ Meeting to the new aspects introduced <strong>by</strong> the<br />
above legisl<strong>at</strong>ion, although it should also be noted th<strong>at</strong> advantage has also been taken<br />
of the reform to make minor changes of style and order.<br />
As per the Report from the Board of Directors of the Company, the following articles of<br />
the Regul<strong>at</strong>ions of the General Shareholders’ Meeting are proposed for amendment:<br />
Introduction; article 2 (Effectiveness, interpret<strong>at</strong>ion and amendment. Website); article 3<br />
(Types of General Meetings); article 5 (Call to meeting); article 7 (Shareholders’ right to<br />
inform<strong>at</strong>ion); article 10 (Proxy to <strong>at</strong>tend the General Meeting); article 14 (Attendance<br />
list); article 15 (Assembly and start of the Meeting); article 16 (Interventions); article 17<br />
(Right to inform<strong>at</strong>ion during the development of the General Meeting); article 20<br />
(Adoption of resolutions and end of General Meeting).<br />
“INTRODUCTION<br />
These Regul<strong>at</strong>ions are approved <strong>by</strong> the General Shareholders’ Meeting of <strong>Amadeus</strong><br />
IT Holding, S.A. (the Company) in compliance with the provisions of article 512 of<br />
Legisl<strong>at</strong>ive Royal Decree 1/2010, of July 2, the Corpor<strong>at</strong>e Enterprises Act (Ley de<br />
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