GROUP 50100
Financial Corporation
Av. Apoquindo 3150, phone 2 2584 4000
Santiago de Chile, fax 2 2584 4001
Chile
ESSENTIAL FACT
GRUPO SECURITY S.A.
Registration Registry Values CMF N° 0499
Santiago, April 5, 2023
Gentlemen
Financial Market Commission
Present
Ref: Summons to Extraordinary and Ordinary Shareholders’ Meetings of Grupo Security S.A. —
Dividend Proposal
From our consideration:
By means of this and in accordance with the provisions of article 9 and second paragraph of article 10,
both of Law No. 18.045, Law No. 18.046 on Corporations and the Character Norm
General No. 30 of the Commission for the Financial Market, I inform you of the following:
The Board of Directors of Grupo Security S.A. agreed in an extraordinary meeting dated April 5, 2023 to summon the
Shareholders to Extraordinary Meeting for April 27, 2023, at 09:00 a.m., in the offices
social located in Augusto Leguía Sur 70, zócalo floor, commune of Las Condes, Santiago. The Board
Extraordinary Shareholders will aim to deal with the following matters:
1. To account for the decrease of the share capital due to the expiration of the 3-year period
agreed at the Extraordinary Shareholders’ Meeting of October 3, 2019, to subscribe and pay the
last capital increase of the Company, modifying to that effect the permanent Fifth Article and the
Transitory Article of the bylaws;
2. To decide on the proposal to amend, update and modernize the bylaws (including,
among other changes, the figure of the Vice-President), and approve a consolidated text thereof;
3. Approve an amendment to the program for the acquisition of own shares authorized at the Shareholders’ Meeting
Extraordinary Shareholders’ Meeting of August 25, 2021, in order to structure a long-term incentive plan
Term allowing part of the acquired shares to be used to comply with this program or plan
workers’ compensation of the Company and its subsidiaries pursuant to section 27C of the Act
No. 18.046, as well as the general characteristics of the aforementioned plan; and
4. Adopt all other agreements necessary for the implementation of the resolutions adopted.
on the occasion of the above.
Likewise, the Board of Directors also agreed at the aforementioned meeting to summon the shareholders to the Meeting.
Ordinary to take place on the same day April 27, 2023, immediately following the Meeting
Extraordinary previous, in the social offices located in Augusto Leguía Sur 70, zócalo floor, commune of
Las Condes, Santiago. The purpose of the Ordinary Meeting will be to deal with the following matters:
1. Approval of the report, balance sheet and financial statements for the year ended 31 December
2022, and the report of the external auditors for the same year;
2. Distribution of profits and distribution of dividends;
www.security.cl
(ARA PO security Financial Corporation
Av.Apoquindo 3150 phone 2 2584 4000
Santiago de Chile fax 2 2584 4001
Chile
3. Approval of Dividend Policy;
4. Election of the Board of Directors;
5. Setting Directors’ remuneration for the year 2023;
6. Information on Board Expenses during fiscal year 2022;
7. Information on the activities carried out by the Directors’ Committee during 2022,
on its annual management report and the expenditure incurred by the Committee during that period;
8. Determination of the remuneration of the members of the Directors’ Committee and approval of the
budget of this Committee for the year 2023;
9. Appointment of the Company’s external auditors;
10. Designation of risk classifiers;
11. Information on transactions with related parties pursuant to Articles 146 et seq.
the Law on Corporations;
12. Designation of the journal in which the legal publications will be made; and
13. In general, all matters that according to the law are specific to the Ordinary Meeting.
It is hereby noted that at the aforementioned Board meeting it was also agreed to propose to the Board
Ordinary Shareholders distribute a dividend of $10.5.- per share, which, added to the provisional dividend
of $3.5.- per share already paid on November 3, 2022, determines a total dividend of $14.0.- per
Action charged to profits for the period 2022. To the above must also be added the dividend
Additional $3.0.- per share, also paid on November 3, 2022, charged to retained earnings,
which reaches a total dividend of $17.0.- per share. It is also reported that the Board of Directors agreed to
propose to the Ordinary Shareholders’ Meeting, as the date of payment of the final dividend, on May 8
of the current year.
Pursuant to the provisions of Article 76 of Law No. 18,046, you are informed that the financial statements
of the Company and the report of the external auditors are available on the Company’s website
https://www.security.cl/investor-relations/es/financial-information/earnings-releases from the 23rd of
February 2023.
Finally, it is present to the shareholders who may also attend the Ordinary and
Extraordinary mentioned above, remotely and simultaneously in accordance with the provisions of the Standard of
General Character No. 435 and in Circular Letter No. 1141 of the Commission for the Financial Market. If by
any reason could not be carried out the Meetings in a physical way, these will be carried out exclusively
by remote means in accordance with the above. For these purposes, the Company will inform both in its
web page as in the notices of summons to the Boards, on the mechanism of participation and voting to
distance to be used at both Meetings and on the manner in which each shareholder or its representative may
Prove your identity and power, if any.
We would be grateful if the Commission had presented this information and considered the legal rules to be complied with.
and regulations that oblige Grupo Security S.A. to provide it. Without any other particular, greets very
Sincerely to you,
C.c, Santiago Stock Exchange
Electronic Stock Exchange of Chile
Banco BICE – Representative Bondholders
www.security.cl
Financial Corporation
Av. Apoquindo 3150
Santiago de
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=330f6d97d0143ae87364a43666c9a42aVFdwQmVVMTZRVEJOUkVVd1RucFZOVTFSUFQwPQ==&secuencia=-1&t=1682376108
