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

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in<strong>for</strong>mation could be harmful to the<br />

interests of the company, it may be<br />

agreed not to include such in<strong>for</strong>mation on<br />

the website. The Board of Directors may<br />

delegate this power to one of its<br />

members.<br />

Article 6. Announcements<br />

General Meetings, both ordinary <strong>and</strong><br />

extraordinary, shall be convened through<br />

announcements published in the Official<br />

Journal of the Commercial Registry <strong>and</strong><br />

on the website of the company at least<br />

one month prior to the scheduled date of<br />

the meeting, stating the date on which, if<br />

appropriate, the meeting is to take place<br />

at second call. The announcement shall<br />

state all matters on the agenda. Between<br />

the first <strong>and</strong> second meetings there shall<br />

be a period of at least 24 hours.<br />

The announcement of the Meeting shall<br />

also state the circumstances stipulated in<br />

Articles 16 <strong>and</strong> 17 of the Corporate<br />

Bylaws in relation to time periods <strong>and</strong><br />

procedures <strong>for</strong> exercising the right to<br />

appoint a proxy, the right to attend <strong>and</strong> the<br />

right to vote.<br />

No later than the date of publication or, in<br />

any event, the business day that<br />

immediately follows, the announcement of<br />

the meeting shall be sent by the company<br />

to the National Securities <strong>and</strong> Exchange<br />

Commission (CNMV).<br />

Without prejudice to the provisions of the<br />

previous section, as soon as the Board of<br />

Directors has knowledge of the probable<br />

Meeting date, this will be notified on the<br />

website.<br />

Article 6. Announcements<br />

General Meetings, both ordinary <strong>and</strong><br />

extraordinary, shall be convened through<br />

announcements published in the Official<br />

Journal of the Commercial Registry or in<br />

a major Spanish newspaper, on the<br />

website of the National Securities <strong>and</strong><br />

Exchange Commission <strong>and</strong> on the<br />

website of the company at least one<br />

month prior to the scheduled date of the<br />

meeting, stating the date on which, if<br />

appropriate, the meeting is to take place<br />

at second call. The announcement shall<br />

state all matters on the agenda. Between<br />

the first <strong>and</strong> second meetings there shall<br />

be a period of at least 24 hours.<br />

An Extraordinary General<br />

Shareholders’ Meeting, when voting is<br />

permitted by electronic means, may be<br />

convened with minimum advance<br />

notice of fifteen days prior to the date<br />

of the meeting, with a previous express<br />

resolution having been adopted at the<br />

Ordinary General Shareholders’<br />

Meeting by at least two thirds of the<br />

subscribed share capital with voting<br />

rights. The validity of this resolution<br />

may not extend beyond the date on<br />

which next General Meeting is to be<br />

held.<br />

The announcement of the Meeting shall<br />

also state the circumstances stipulated in<br />

Articles 16 <strong>and</strong> 17 of the Corporate<br />

Bylaws in relation to time periods <strong>and</strong><br />

procedures <strong>for</strong> exercising the right to<br />

appoint a proxy, the right to attend <strong>and</strong> the<br />

right to vote.<br />

Without prejudice to the provisions of the<br />

previous section, as soon as the Board of<br />

Directors knows the probable Meeting<br />

date, this will be notified on the website.<br />

12

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