INVEXANS
ESSENTIAL FACT
INVEXANS S.A.
OPEN STOCK CORPORATION
Santiago, May 17, 2023
Mrs. Solange Bernstein Jáuregui
President
Financial Market Commission
Av. Libertador Bernardo O’Higgins N°1449
Santiago, Chile
From our consideration,
Pursuant to the provisions of Articles 9 and 10, second paragraph of Law No. 18,045 and General Rule No. 30 of the Financial Market Commission (“FMC”), being duly authorized, I hereby notify you as a material fact of Invexans S.A. (the “Company” or “Invexans”) as follows:
At an Extraordinary Shareholders’ Meeting held today (the “Meeting”), before the Notary Public of the Fifth Notary Office of Santiago, Mr. Patricio Raby Benavente, with the required legal quorum, it was approved:
To request the CMF to cancel the registration of the Company’s shares in the Securities Registry of that Commission and, once such cancellation is made, to become a closed stock corporation.
2. Any other proposals necessary to carry out the resolutions adopted by the Board.
In addition, the Company reported on the agreements related to its operations with related parties, according to Title XVI of Law No. 18,046.
Retirement rights
Pursuant to Article 2 of Corporations Law No. 18,046, the resolution referred to in paragraph 1 above grants dissenting shareholders the right to withdraw.
Dissenting shareholders shall be considered as dissenting shareholders: (a) all those who at the Meeting opposed the referred agreement; and, (b) all those who, not having attended the Meeting, express their dissent in writing to the Company within 30 days from the date of the Meeting, that is, until June 16, 2023.
In addition, pursuant to the provisions of Article 69 of the aforementioned Law and its Regulations, the right of withdrawal must be exercised by the dissenting shareholder within the aforementioned 30-day period, by written presentation delivered to the Company’s offices at Enrique Foster Sur 20, Office 1202, Las Condes, Santiago or by registered letter sent to said address, in which case, the date of receipt by the Company shall be deemed to be the third business day following the date of delivery to the post office.
The right to withdraw shall comprise all the shares that the dissenting shareholder held registered in his name in the Company’s Shareholders’ Registry, as of the date that determined the right to participate in the Meeting, that is, at midnight on May 11, 2023.
Since the Company’s shares are not traded on the stock exchange, the price per share to be paid in the event of exercising the right of withdrawal will be the book value of the share, which, according to the latest balance sheet filed with the Financial Market Commission as of December 31, 2022, will correspond to USD$0.027902 per share,027902 per share, which, according to Article 130 of the Corporations Regulations, will be paid in Chilean pesos, legal tender, at the closing exchange rate of said balance sheet, and will be adjusted according to the variation of the Unidad de Fomento from that date to the date of the Meeting. Thus, in accordance with the provisions of Article 71 of Law No. 18,046, within 60 days following the Meeting, Ch$24.46624.- per share will be paid.
The dissenting shareholder may waive his right of withdrawal until before the Company pays him.
Further information regarding the right of withdrawal will be communicated on May 19, 2010 through a prominent notice in the “La Segunda” newspaper and a letter will be mailed to shareholders on the same day.
Sincerely yours,
p.p. INVEXANS S.A.
Nicolás Concha Rosales
General Manager
c.c.: Santiago Stock Exchange/ Electronic Stock Exchange of Chile
Archive (HE06/2023)
INVEXANS S.A.
Enrique Foster South N°20, Office 1202
Las Condes – Santiago – Chile
Phone number: (56-2) 27507393
www.invexans.cl
Link to the file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=cacd620283b3f2c38df988729b9774b2VFdwQmVVMTZRVEZOUkVsNFRXcG5lVTFuUFQwPQ==&secuencia=-1&t=1684357201
