NORTH
BIG.
ESSENTIAL FACT
NORTE GRANDE S.A.
Registration of Securities Registry No. 408
Santiago, April 7, 2022
Mr.
Kevin Cowan Logan
Vice President
Financial Market Commission (CMF)
Present
Ref.: Summons to Ordinary Shareholders’ Meeting.
Mr. Vice-President,
In compliance with the provisions of Article 9 and second paragraph of Article 10 of Law No. 18,045 on the Securities Market and General Standard No. 30 of the Financial Market Commission, and duly authorized, I inform you of the following, as an essential fact of Norte Grande S.A. (the “Company”):
In a meeting held on April 7, 2022, the Board of Directors of the Company agreed to convene and summon the Ordinary Shareholders’ Meeting of the Company for April 29, 2022, at 3:00 p.m. (the “Meeting”), to be held exclusively remotely, all in the terms provided in General Standard No. 435 and Official Circular No. 1141 and No. 1,149, both issued by the Financial Market Commission on March 18, 2020, for which purposes remote participation and voting mechanisms will be enabled and whose summons notices will be published in a timely manner in accordance with Law No. 18,046.
Shareholders who are registered in the Register of Shareholders of the Company at midnight on the fifth business day prior to its celebration shall have the right to participate in the Meeting. The Company shall inform the Meeting in the summons notices about the remote participation and voting mechanism to be used in it and about the way in which each shareholder or his representative may prove his identity and powers, if any.
The purpose of the Board shall be to deal with the following matters:
1. Examination of the situation of the Company and approval of the Annual Report, Balance Sheet, Financial Statements and report of the external audit firm, corresponding to the year ended December 31, 2021;
2. Distribution of profits for 2021;
3. The dividend policy agreed by the Board of Directors for the financial year 2022;
4. Directors’ remuneration for the financial year 2022 and information on the latter’s expenses during the financial year 2021;
5. Report on the activities carried out by the Directors’ Committee, its annual management report, and the expenses incurred by it during the year 2021, including its advisors;
6. Set the remuneration of the members of the Directors’ Committee and determine its budget for 2022;
7. Designation of external audit firm for the financial year 2022;
8. To account for the resolutions adopted by the Board of Directors to approve operations with related parties referred to in Title XVI of Law No. 18,046, if applicable;
9. Designation of the journal where the publications of the Society will be made; and
10. Any other matter of corporate interest brought to the attention of the Company’s Ordinary Shareholders’ Meeting.
Likewise, the board of directors agreed to propose the distribution of 100% of the liquid profits of the year 2021, which amount to MUS$241,072, net of taxes. Considering the provisional dividend paid on January 21, 2022 for MUS$124,255, there would therefore be an amount to be distributed of MUS$116,817. Additionally, it is proposed to distribute an eventual dividend in the amount of MUS$26,287 charged to the accumulated profits.
The profit that will be proposed to be distributed as an additional final dividend will correspond to USD$0.00066415 per share, and that which will be distributed as an eventual dividend will correspond to US$0.00014945 per share, to be paid as of May 23, 2022. Shareholders who are registered in the respective registry at midnight on the fifth business day prior to the date of its payment, that is, on May 17, 2022, will be entitled to said dividend, whether additional or eventual definitive.
The interim dividend paid of USD$0.00070644 per share, plus the additional final dividend to be proposed to the Board, results in a dividend of US$0.00137059 per share, charged to 2021 earnings and an eventual dividend of US$0.00014945 per share to be paid against retained earnings from prior years.
In terms of dividend policy, the Board of Directors agreed to propose maintaining the dividend policy of previous years, consisting of distributing at least 30% of net income for the year, subject to capital investments and cash availability.
Yours sincerely yours,
Lotus YA UV.
Catalina Silva Vial
General Manager A
Norte Grande S.A.
c.c: Santiago Stock Exchange
Electronic Stock Exchange of Chile
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=11498dde5a40d83b8bccfcd502a5e96fVFdwQmVVMXFRVEJOUkVWNlRtcHJORTVSUFQwPQ==&secuencia=-1&t=1682376108
