ESSENTIAL FACT
COMPANIES LA POLAR S.A.
REGISTRATION NUMBER IN THE SECURITIES REGISTRY: 806
Santiago, April 1, 2022
Mr. Kevin Cowan Logan,
Vice-president
Financial Market Commission,
Av. Liberator Bernardo O’Higgins 1449,
Santiago.
From our consideration:
Duly authorized by the board of directors of Empresas La Polar S.A., (the “Company”), and by virtue of the provisions of Article 9 and the second paragraph of Article 10 of Law No. 18,045, and numeral 2.2 of Section II of General Standard No. 30 of the Commission for the Financial Market, I hereby report the following essential fact with respect to the Company:
On March 31, 2022, a meeting of the Company’s board of directors was held in which it was agreed to summon ordinary and extraordinary shareholders’ meetings (hereinafter referred to individually as “JOA” and “JEA”, respectively, and together as the “Meetings”), both to be held on April 19, 2022.
The JOA will be held on the indicated day at 9:00 a.m., in the auditorium of the Santiago Stock Exchange, located at Calle La Bolsa N° 70, 4th floor, commune and city of Santiago, Metropolitan Region, in order to submit the following matters to the consideration of the shareholders:
1. The examination of the situation of the Company and the report of the external audit firm as of December 31, 2021;
2. The approval or rejection of the annual report, balance sheet, statements and financial statements presented by the Company’s directors for the financial year 2021;
3. Decide on the distribution of profits for the year and approval of the Company’s dividend policy, and procedure to be used in the distribution of dividends if applicable;
4. Information on the remuneration and expenses of both the Board of Directors and the Directors’ Committee during the 2021 period;
5. Report the remuneration of the directors of the subsidiary companies;
6. To set for the year 2022 the remuneration and expenses of the Board of Directors of the Company;
7. To set the remuneration of the members of the Board of Directors of the Company, and the budget for the operation of the latter for the year 2022;
8. The designation of the external audit firm;
9. The designation of risk rating agencies;
10. The designation of the newspaper for meeting summonses, and other social publications;
11. Report on operations with related parties of article 146 and following of the Law on Corporations; and
12. To deal with other matters of general interest that, in accordance with the bylaws, the Law on Corporations and its Regulations, correspond to the ordinary shareholders’ meeting.
The JEA will be held on the indicated day, immediately following the JOA, in the auditorium of the Santiago Stock Exchange, located at Calle La Bolsa N° 70, 4th floor, commune and city of Santiago, Metropolitan Region, in order to submit to the consideration of the shareholders the following matters:
1. Modify the bylaws in order to incorporate certain rules referring to compliance with the corporate purpose and matters that must be considered by the Company’s board of directors in the performance of its activities, so that the Bylaws of the Company can satisfy the requirements required for Empresas La Polar S.A. to obtain its certification as “B Company”;
2. Modify Article Two of the bylaws, referring to the registered office, in order to indicate that the domicile of the Company is the city of Santiago, jurisdictional territory of the Real Estate Conservator of Santiago, being able to establish agencies, branches, or representations anywhere in the country or abroad;
3. In general, make formal and reference adjustments to the bylaws to adapt them to current regulations, making the necessary changes for this purpose; and
4. Adopt all other agreements that may be necessary or convenient to legalize, materialize, carry out and complement the agreements adopted by the JEA in relation to the matters indicated above, as well as the granting of the pertinent mandates to carry out said agreements.
The notices of convocation will be published in the electronic newspaper “La Nación”, on April 4, 5 and 6, 2022.
Yours sincerely yours,
Digitally signed by Manuel José Severin Larraín
General Manager
Empresas La Polar S.A.
C.C. Santiago Stock Exchange
Electronic Stock Exchange of Chile
Banco de Chile as Representative of Bondholders
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=bd176f6571acee84e0afe45acda17d47VFdwQmVVMXFRVEJOUkVWNVRucE5kMDVCUFQwPQ==&secuencia=-1&t=1682376108
