Extraordinary Shareholders’ Meeting 2018
extraordinary general shareholders meeting of the bolsa de valores de colombia
extraordinary meeting - MAY 31, 2018
I. Quorum Verification
II. President and Secretary of the Assembly - Article 36 of corporate bylaws
III. Reading and consideration of the agenda
IV. Appointment of the commission in charge of approving the minute, and commission of elections and scrutiny
V. Resignation acceptance of Board of Directors member
VI. Election by unanimity, of one member who has the status of non-independent of the Board of Directors to occupy the vacancy, June 2018-March 2019 period (Article 197 Code of Commerce)
VII. Alternative Proposal No. 1 Election (in the case of the decision of point VI is not unanimously approved by attendees): Election of Non - Independent Members of the Board of Directors for the period June 2018-March 2019
VIII. Alternative Proposal No. 2 Election (in the case of the decision of point VI is not unanimously approved by attendees): Election of Independent Members of the Board of Directors for the period June 2018-March 2019
NOMINATION OF CANDIDATES TO THE BOARD OF DIRECTORS
EXTRAORDINARY SHAREHOLDER’S MEETING CANDIDATES NOMINATION OF THE BOARD OF DIRECTORS
The Board of Directors of the BVC convened an extraordinary shareholders’ meeting on May 31, 2018 to submit for your consideration the resignation of one of its Board members and elect his replacement, using the legal procedures.
For the nomination procedure, the shareholders must submit to the General Secretary of the BVC, no later than May 17, 2018, the list of nominated candidates for (independent and non-independent), accompanied by the resume form with their annexes, together with the Declaration of Independence required for candidates who aspire to become independent members of the Board of Directors of Bolsa de Valores de Colombia S.A.
To view and download the mentioned forms, click in the following documents:
-Resume form for members of the Board of Directors (4 spreadsheets in Excel format applies to ALL candidates).
-Declaration of independence (03. FO_GOB_4002_v3) (applies only to those individual candidates to occupy positions as independent members).
According to the numeral 4 of article 18.104.22.168 of the Corporate Governance Code of the Company, the Legal Counsel of Bolsa de Valores de Colombia informs that thirteen (13) candidates were nominated to be members of the Board of Directors by the following shareholders: (i) Valores Bancolombia SA Stockbroker; (ii) Davivienda Corredores; (iii) BBVA Colombia; (iv) Banco de Bogotá S.A .; (v) Banco Davivienda S.A. and; (vi) Itaú Corpbanca Colombia S.A., which are sufficient to be part of the Board of Directors for the period June 2018 - March 2019.
In compliance with the Code of Good Governance, the resumes of the nominated members to be part of the Board of Directors of BOLSA DE VALORES DE COLOMBIA S.A. are published below:
NOMINATED CANDIDATES AS INDEPENDENT MEMBERS:
NOMINATED CANDIDATES AS NON INDEPENDENT MEMBERS:
Powers-of-attorney for the assembly
Directions for the presentation of powers-of -attorney
According to the provisions of Art. 35 of the Exchange Bylaws, absent or incapacitated shareholders may attend the General Shareholders Meeting through a representative or attorney-in-fact, but subject to the following rules:
a. Except in the case of legal representation, neither management nor the employees of the company will be able to represent other shareholders while they are in their positions, nor substitute the powers conferred on them.
b. Each shareholder may be represented at the Meetings via a power of attorney issued in writing and stating the name of the proxy, the person entitled to replace them, if relevant, and the date or period of the meeting or meetings for which this power is granted. The powers granted outside of the country will only require the formalities that are contemplated here.
Taking the preceding into account, you will find below the models of powers-of-attorney that may be used at the Extraordinary General Shareholders’ Meeting on May 31, 2018:
Power-Of-Attorney For An Individual
Power-of-Attorney for a Legal Entity