Under Mexican law Volaris needs to hold a general ordinary shareholders' meeting at least once a year in respect of general corporate matters. A courtesy English translation of this year's shareholders' meeting agenda is attached as exhibit.
The information included in this report has not been audited and it does not provide information on the company's future performance. Volaris' future performance depends on many factors and it cannot be inferred that any period's performance or its comparison year over year will be an indicator of a similar performance in the future.
About Volaris:
Controladora Vuela Compania de Aviacion,
CALL TO
A GENERAL ORDINARY ANNUAL SHAREHOLDERS MEETING CONTROLADORA VUELA COMPANIA DE AVIACION, S.A.B. DE C.V.
By resolution of the Board of Directors of
AGENDA
I. Presentation and, if applicable, approval of the reports referred to article 28, section IV, of the Securities Market Law including the presentation of the consolidated financial statements for the year ended on
II. Resolutions regarding the allocation of the results for the fiscal year ended on
III. Resolutions of (i) the amount that could be allocated to the purchase of Company's shares in accordance with article 56, section IV, of the Securities Market Law; and (ii) the report regarding the policies and resolutions adopted by the Board of Directors of the Company, regarding the purchase and sale of such shares.
IV. Appointment and/or ratification of the members of the Board of Directors, of the secretary, prosecretary and principal officers of the Company.
V. Appointment and/or ratification of the chairman of the
VI. Resolutions regarding the compensation to the members of the Board of
VII. Appointment of delegates who will carry out and formalize the resolutions adopted by this meeting.
Pursuant to clause Nineteenth of the corporate by-laws, in order to have the right to attend the meeting, shareholders must be registered in the Stock Registry Book of the Company and present the corresponding admission card, which must be requested no later than forty-eight hours prior to the start of the shareholders meeting at the domicile of the secretary of the Company located at Javier Barros Sierra 540, Building 1, Floor 4, Col.
Shareholders or holders of other securities referred to Series 'A' and 'B' of the Company, may be represented by attorneys-in fact who must evidence their authority by means of a power-of-attorney granted in terms of the form prepared by the Company in compliance with paragraph III of Article 49 of the Mexican Securities Market Law and the corporate by-laws. Additionally, shareholders of Series 'A' shares not held in the neutral investment trust established by the Company must prove their status as
Pursuant to Clause Six of the Company's by-laws, the Series A shares may be subscribed and paid for or acquired exclusively by Mexican individuals or Mexican legal entities with a foreigner exclusion clause or with a majority of Mexican capital and controlled by Mexican capital (any of them, a 'Mexican Investor' and, collectively, the 'Mexican Investors'), in accordance with the applicable legislation regarding foreign investment in
Any person who is not a Mexican Investor and who participates directly or indirectly in the capital stock of the Company will maintain his or her participation through Ordinary Participation Certificates ('CPOs') and/or through American Depositary Shares ('ADSs') and/or American Depositary Receipts ('ADRs'), as applicable, and in any case, neither the CPOs and/or ADSs and/or ADRs grant any voting rights.
The Series A shares held in the neutral investment trust executed by the Company with Nacional Financiera, Sociedad Nacional de Credito, Institucion de
The abovementioned forms and admission cards may be requested at the above-mentioned Secretary's domicile, within the fifteen days prior to the date on which the meeting will be held, from 10:00 to 14:00 hours and from 16:00 to 18:00 hours. Likewise, the information related to the agenda will be available to the shareholders or their representatives, at the above-mentioned hours and domicile, within at least fifteen days prior to the date of the meeting.
DUE TO THE NATIONAL CONTINGENCY DERIVED FROM COVID-19, IT IS HEREBY INFORMED THAT THE LOCATION WHERE THE MEETING WILL TAKE PLACE WILL BE LARGE ENOUGH TO COMPLY WITH THE REQUIRED DISTANCE PROTOCOLS. LIKEWISE, OTHER HEALTH AND SANITATION PROTOCOLS WILL BE FULFILLED FOR THE SAFETY OF THOSE PRESENT AT THE MEETING. IN THE CASE OF ISSUANCE OF ANY RULING OR DISPOSITION THAT REQUIRES US TO MAKE ANY AMENDMENTS TO THIS CALL, WE WILL INFORM SHAREHOLDERS IN DUE TIME.
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