AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

AMPER, S.A.
Annual General Meeting of Shareholders
By agreement of the Board of Directors of the Company, the Annual General Meeting
of Shareholders is called and shall be held at the Hotel Foxá 3 Cantos, Ronda de
Europa No. 1, 28760 Tres Cantos, Madrid, on 26 June 2012 at 12:00 on first call, and
on 27 June 2012 at 12:00 on second call with the following:
AGENDA
1. Examination and approval, if necessary, of the Annual Accounts and of the
Management Report of Amper, S.A., as well as its Consolidated Group of
Companies, and the management of the Board of Directors, all corresponding to
the financial year which ended on 31 December 2011.
2. Application of the result corresponding to the financial year which ended on 31
December 2011.
3. Resignation and appointment of Board Members. Ratification and re-election of the
Board Members appointed by cooptation. Setting the number of Board Members.
3.1. Ratification of the appointment and re-election of Aralia Asesores, S.L.
3.2. Ratification of the appointment and re-election of Veremonte España, S.L.
3.3. Termination and appointment of Board Members.
4. Articles of Association: Amendments to the Articles 13 (Types of General Meetings),
14 (Call for General Meeting), 19 (Resolutions passed at General Meetings) and 22
(Call for Board of Directors meetings) and the introduction of a new Article 16 b
(Right to information) to adapt it to the latest policy changes and to introduce
technical and editorial improvements.
5. Regulations governing the General Meeting of Shareholders: amendment of the
Preamble and Articles 2 (Web page), 6 (Announcements), 7 (Call at the request of
shareholders), 8 (Right to attend), 10 (Representation), 11 (Agenda), 14 (Right to
information), 18 (Individual request for information), 23 (Minutes of the Board
Meeting. Publication of the Resolutions) and 28 (Disclosure) to adapt it to the latest
policy changes and to introduce technical and editorial improvements.
6. Authorisation given to the Board of Directors to increase the share capital in one or
more times and at any time and without prior consultation with the Board for a term
commencing from the date of this Meeting until the date on which the next Annual
General Meeting of Shareholders is held, and for the maximum amount provided
for by law, in accordance with the provisions of Article 297.1.b) of the Companies
Act Capital. Authorisation for the exclusion of preferential subscription rights, as
established in Article 506 of the Capital Corporations Act.
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