ESSENTIAL FACT
SalfaCorp S.A.
Santiago, March 30, 2023
Mrs. Solange Berstein
Chairman
Financial Market Commission
Av. Libertador Bernardo O’Higgins 1449
Present
Ref: Summons Ordinary Shareholders’ Meeting
From our consideration,
In accordance with the provisions of Law No. 18,045 on the Securities Market and General Standard No. 30 of the Financial Market Commission (the “CMF”), I hereby communicate to you as an ESSENTIAL FACT of SalfaCorp S.A. (the “Company”), the following:
At the Ordinary Board Meeting held on March 28, 2023, the Board of Directors of the Company agreed to call an Ordinary Shareholders’ Meeting for April 14, 2023, starting at 10:00 a.m., at the Company’s offices located at Avenida Presidente Riesco No. 5,335, 9th floor, Las Condes commune, Santiago. For its part, in accordance with the provisions of General Standard No. 435 and Official Circular No. 1,141, both of the CMF, it was agreed to allow the attendance and voting of shareholders remotely through the use of technological means, adopting the necessary measures and informing the detail of the system to be used in the corresponding summons notices.
To this end, it is reported that the purpose of the aforementioned Ordinary Shareholders’ Meeting is for the shareholders to pronounce themselves on the following matters:
1) The examination of the situation of the Company, the Annual Report, Financial Statements and report of the external audit firm, all corresponding to the year between January 1, 2022 and December 31, 2022;
2) The distribution of dividends corresponding to the year 2022;
3) The determination of the dividend policy for the year 2023;
(4) Determination of Directors’ remuneration;
5) The determination of the remuneration of the members of the Directors’ Committee and its expenditure budget;
6) The designation of the External Audit Firm for the year 2023 and the Risk Rating Agencies for that year;
7) Report on the expenses of the Board of Directors, as well as the activities, management and expenses of the Directors’ Committee presented in the Report;
8) Report on the operations referred to in Title XVI of Law No. 18,046 on Corporations;
9) The determination of the newspaper in which the notices of summons to Shareholders’ Meetings will be published; and
10) In general, to know and analyze all matters related to the management and administration of social businesses and adopt the resolutions deemed appropriate and that are within the competence of the Ordinary Shareholders’ Meeting, in accordance with the Bylaws and the legal provisions in force.
As provided in Article 62 of Law No. 18,046 on Corporations, shareholders holding shares registered in the Shareholders’ Registry of the Company at midnight on the fifth business day prior to the date of its celebration may participate in the Shareholders’ Meeting indicated above with the rights granted by the Law and the Bylaws.
Additionally, the Board of Directors agreed to submit to the consideration of the Company’s Ordinary Shareholders’ Meeting the distribution of a definitive dividend charged to the net profits of the year ended December 31, 2022, amounting to Ch$10,695,570,307.-, equivalent to 30% of the net profit for the year 2022, payable as of May 11, 2023.
Yours sincerely yours,
C.C.:
Jorge Andres Meruane Boza
General Manager
SALFACORP S.A.
Santiago Stock Exchange – Bolsa de Comercio de Santiago – Stock Exchange
Bolsa Electrónica de Chile – Chilean Stock Exchange
Risk Rating Agencies
Banco de Chile and Banco BICE, Representative of Bondholders
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=6ce797c9c043e6edb7430b4740945a0eVFdwQmVVMTZRWHBOUkVWNlRsUlplVTlSUFQwPQ==&secuencia=-1&t=1682376108
