STA
Cencosud
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ESSENTIAL FACT
CENCOSUD S.A.
Registration of Securities Registry No. 743
Santiago, March 31, 2023
Mrs. Solange Berstcin Jáuregui,
President of the Financial Market Commission,
Avenida Libertador Bernardo O’Higgins N° 1449, Santiago.
Ref.: Summons to Ordinary and Extraordinary Shareholders’ Meeting.
From our consideration,
Cencosud S.A., an open corporation, registered in the Securities Registry kept by your Commission under number 743, hereinafter “Cencosud” or the “Company”, in accordance with the provisions of article 9 and second paragraph of article 10, both of Law 18,045 and section II of General Standard No. 30 and circular No. 660 of the Superintendency of Securities and Insurance (current Market Commission Financial), hereby communicates, as an essential fact, the following:
A.- The Board of Directors of Cencosud S.A. in a meeting held on March 31 of this year, has decided to summon the Ordinary Shareholders’ Meeting of this company to be held on April 28, 2023 from 08:30 hours at Avenida Kennedy 9001, 5th floor, Las Condes commune, Santiago.
B.- The Table of the Ordinary Shareholders’ Meeting is as follows:
a) Examination of the situation of the Company and the reports of the external audit firm, and the approval of the report, balance sheet and financial statements for the year as of December 31, 2022 and the report of the external audit firm for the same year;
b) Distribution of profits for the year 2022 and distribution of dividends;
(c) Fixing of remuneration of Directors;
(d) Fixing the remuneration of the members of the Directors’ Committee and determining its operating budget and that of its advisers;
e) Report on expenses of the Board of Directors and the Directors’ Committee;
(f) Designation of external audit firm for the year 2023;
g) Designation of Risk Classifiers by 2023;
h) To disclose the matters examined by the Directors’ Committee, activities carried out, its annual management report and the proposals that have not been accepted by the Board of Directors, if any, as well as the agreements adopted by the Board of Directors to approve operations with related parties;
i) To report, if any, the oppositions of Directors that were recorded in minutes of Board meetings;
(j) Designation of the newspaper in which social publications are to be made; and
k) In general, any matter of social interest that is not specific to an Extraordinary Meeting of shareholders.
Likewise, it was agreed to propose to the next Ordinary Shareholders’ Meeting, to distribute a Dividend equivalent to Ch$103 per share, charged to the liquid profits of the year 2022, hereinafter the “Dividend”. Additionally, the Board of Directors agreed to propose to the aforementioned Ordinary Shareholders’ Meeting that the Dividend be paid to the shareholders as of May 10 of this year.
C.- In addition, the Board of Directors has decided to call an Extraordinary Shareholders’ Meeting, which will be held immediately after the Ordinary Shareholders’ Meeting, in order to address the following single point of the Table: Authorization for the purchase of shares of own issue with the objective of being delivered under an executive retention plan.
D.- The Board of Directors approved to make available to shareholders and other persons attending the aforementioned Ordinary Shareholders’ Meeting, technological means that allow them to participate and vote in them remotely, in the terms and in accordance with the regulations and instructions given on the matter by the Commission for the Financial Market. The details of this type of remote participation and voting will be reported in due course.
Yours sincerely yours,
Matías Videla Solá
Corporate General Manager
Cencosud S.A.
Ces: Santiago Stock Exchange
Chilean Electronics Exchange
Bondholder Representatives
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=afbe3eeae895e1f617de40f94ab869f2VFdwQmVVMTZRWHBOUkVWNlQwUlZNVTFuUFQwPQ==&secuencia=-1&t=1682376108
