EJCSAV
ESSENTIAL FACT
Compañía Sud Americana de Vapores S.A.
Issuer of securities registered in the Securities Registry
Santiago, April 13, 2023
Mrs. Solange Berstein J.
President
Financial Market Commission
Present
Ref.: Proposal for Distribution of Definitive Dividend, Mandatory Minimum, and Summons to Ordinary Shareholders’ Meeting.
Dear Madam President:
Hereby, in accordance with the provisions of Articles 9 and 10 of the Securities Market Law, General Rule No. 930 and Circular No. 660, both of your Commission, duly authorized for this purpose, I inform you of the following Essential Fact with respect to Compañía Sud Americana de Vapores S.A. (the “Company”):
I.- Proposal for Distribution of Definitive Dividend, Mandatory Minimum.-
The Board of Directors of the Company, in a meeting held on this same date, April 13, 2023, agreed to propose to the Ordinary Shareholders’ Meeting of the Company cited for next April 27, 2023 (whose citation detail is indicated in II below), the distribution for Dividend No. 327 Definitive, Mandatory Minimum, of 30% of the distributable net income of the Fiscal Year 2022, which amounts to the total amount of US $ 1,668,962,843.88, which means distributing a dividend of US $ 0.03252078858815 per share, which would be paid on May 25, 2023, in its equivalent in pesos, legal tender, according to the exchange rate “observed dollar” published in the Official Gazette on May 19, 2023. Shareholders registered in the Shareholders’ Register at midnight on 19 May 2023 will be entitled to receive the dividend.
II.- Summons to the Ordinary Shareholders’ Meeting.-
The Board of Directors of the Company, in a meeting held on this same date, April 13, 2023, agreed to call the Company’s Ordinary Shareholders’ Meeting for April 27, 2023, at 5:00 p.m., which will take place in the Mezzanine Room A of the Ritz-Carlton Hotel, located at El Alcalde N° 15, Las Condes, Santiago, (the “Meeting”), which will be held exclusively in person, in order to know or pronounce, as appropriate, regarding the following matters:
1. Annual Report, Balance Sheet and Financial Statements corresponding to the 2022 Financial Year; the situation of the Company; and the respective report of the External Audit Firm;
2. Distribution of dividends charged to 2022 earnings;
3. Determination of the remuneration of the Board of Directors for the Fiscal Year 2023, and report of the expenses of the Board of Directors;
4. Fixing the remuneration of the Directors’ Committee and approval of the budget of expenses of its operation for the Fiscal Year 2023; and report on the activities and expenses incurred by the Directors’ Committee in 2022;
5. Designation of the External Audit Firm for the Fiscal Year 2023;
6. Designation of Risk Classifiers for Fiscal Year 2023;
7. Account of transactions with related parties;
8. Determination of the newspaper for the publications to be made by the Company; and
9. Other matters of social interest that are specific to the Ordinary Shareholders’ Meeting.
Holders of shares registered in the Shareholders’ Register at midnight on the fifth business day preceding the day of its celebration, that is, registered at midnight on April 21, 2023, shall have the right to participate in the Meeting, and to exercise their right to speak and vote therein.
The call notices will be published in the “Diario Financiero” in its physical and digital editions (www.df.cl), on April 17, 20 and 25, 2023.
Shareholders will find available the documents that support the matters on which they must pronounce at the Meeting, as of April 17, 2023, on the Company’s website, www.csav.com. Among these documents, information will be available on the proposals of external audit companies that will be made to the Board for the Fiscal Year 2023 and their respective foundations.
C.C.: Stock Exchange – Santiago
Electronic Exchange of Chile – Santiago
Av. Apoquindo 2827, 14th floor, Las Condes Sud Americana de Vapores
Phone: (56-2) 2588 6000 WWW.csav.com
Fax: (56-2) 2331 5153
Link to file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=3fc0d15eeb1da7bf961e5b839ebc4282VFdwQmVVMTZRVEJOUkVVeFRucFJNVTEzUFQwPQ==&secuencia=-1&t=1682376108
