DocuSign Envelope ID: AEEGCBOA-A979-4932-851E-1680A9DD8F4D
3LATAM
ESSENTIAL FACT
LATAM AIRLINES GROUP S.A
Issuer of securities registered in the Securities Registry
Santiago, March 27, 2023
Mrs. Solange Berstein Jáuregui
President
Financial Market Commission
Av. Libertador Bernardo O’Higgins 1449
PRESENT
Ref.: Summons to Ordinary and Extraordinary Shareholders’ Meetings.
Dear Madam President:
In accordance with Article 9 and second paragraph of Article 10 of Law No. 18,045 and General Rule No. 30, of your Commission, duly authorized for this purpose, I inform you of the following Essential Fact with respect to LATAM Airlines Group S.A. (the “Company”):
The Board of Directors of the Company, in a meeting held today, agreed to call the Ordinary Shareholders’ Meeting to be held on April 20, 2023, at 11:00 a.m., and the Extraordinary Shareholders’ Meeting, which will be held immediately after the previous one, which will take place at Mac-Iver 125, 17th floor, Santiago, in order to know or pronounce, as appropriate, on the matters indicated below:
Ordinary Shareholders’ Meeting
The Ordinary Meeting will have as its object the following matters:
1) Annual Report, Balance Sheet and Financial Statements corresponding to the 2022 Financial Year; the situation of the Company; and respective report of the External Audit Company;
2) Remuneration of the Board of Directors for the Fiscal Year 2023;
3) Remuneration and budget of the Directors’ Committee for the financial year 2023;
4) Designation of the External Audit Firm;
5) Designation of Risk Rating Agencies;
6) Determination of the newspaper for the publications to be made by the Society;
7) Account of transactions with related parties; and
8) Other matters of social interest that are specific to the Ordinary Shareholders’ Meeting.
Extraordinary Shareholders’ Meeting
The purpose of the Extraordinary Meeting will be the following matters:
1. To agree to a decrease in the Company’s capital by absorbing the Company’s accumulated losses as of December 31, 2022, once the profits of the 2022 financial year have been attributed to said accumulated losses;
2. To agree on a decrease in the Company’s capital through the absorption of the “Own shares in portfolio” equity account, produced on the occasion of the automatic reduction of the share capital of January 2012 that took place in accordance with the provisions of Article 27 of the Law on Corporations;
3. Recognize any modification to the share capital that has occurred as a result of placements of shares and convertible bonds made against the capital increase approved at the Extraordinary Shareholders’ Meeting on July 5, 2022; and deduct from paid-up capital the costs of issuing and placing such shares and convertible bonds; and
4. In general, adopt the amendments to the bylaws and all other agreements that may be necessary or convenient to carry out the decisions adopted by the Meeting.
Holders of shares registered in the Shareholders’ Register at midnight on the fifth business day preceding the day of their celebration, that is, registered at midnight on April 14, 2023, shall have the right to participate in the Meetings, and to exercise their right to speak and vote in them.
It has been resolved that the Meetings be held remotely, in order to prevent people who attend them from being exposed to contagion. To this end, the shareholder interested in participating in the Meetings, or his representative, must, until 3:00 p.m. on the day prior to the Meetings, register by sending an email to box [email protected], expressing his interest in participating in the Meetings, attaching a scanned image of his identity card on both sides or his passport; of power, if applicable; and the application form for participation in the Boards. The Meetings will be carried out through the Zoom videoconferencing platform and voting by acclamation or voice voting, or through the electronic voting platform provided by DCV Registros S.A. which will be entered through the Click$Vote platform, through the link “Join the Board”. The rest of the required documentation and the information with more detail regarding how to register, participate and vote remotely in the Meetings and other aspects that are appropriate for this purpose, will be available and communicated in a timely manner through an instruction that will be uploaded to the website of the Company, www.latamairlinesgroup.net.
The notices of convocation will be published in the Diario La Tercera, of Santiago, on April 10, 12 and 17, 2023.
Shareholders may obtain a copy of the documents that support the matters on which they must decide at the Meetings, as of April 10, 2023, on the Company’s website, www.latamairlinesgroup.net. In addition, any shareholder who wishes to obtain a copy of these documents may contact, also as of April 10, 2023, the Company’s investor service department at the [email protected] email address or telephone (56-2) 2565-8785, for this purpose. Among these documents, information will be available on the alternatives of external audit companies that will be proposed to the Ordinary Meeting for the Fiscal Year 2023 and their respective foundations.
Yours sincerely yours,
DocuSigned by:
Juan Carlos Menció
Legal Vice President
LATAM Airlines Group S.A.
c.c.: Stock Exchange – Santiago
Electronic Exchange of Chile – Santiago
Link to the file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=11f140d1620c0fc4674f8ff47fb36ad9VFdwQmVVMTZRWHBOUkVWNVQwUlplRTFCUFQwPQ==&secuencia=-1&t=1682376108
