In compliance with our relevant information reporting obligations, Grupo de Inversiones Suramericana S.A. (Grupo SURA) hereby announces that today a notice was published in the El Tiempo and El Colombiano newspapers, calling for an Extraordinary Meeting of the Company’s General Assembly of Shareholders, to be held on October 21, 2024
The following is a copy of said notice:
CALL FOR AN EXTRAORDINARY SHAREHOLDERS MEETING TO BE HELD IN OCTOBER 2024
Grupo de Inversiones Suramericana S.A. (Grupo SURA) hereby gives notice of an Extraordinary Meeting of its General Assembly of Shareholders which shall take place as follows:
Date: October 21, 2024
Time: 10:00 a.m.
Venue: Siglo XXI Hall of the Country Club Ejecutivos, located at the following address: Diagonal 28, Kilometer 5, Av. Las Palmas # 16 - 129, in the city of Medellín.
Manner for holding this meeting: In person
The meeting’s agenda shall be as follows:
- Verification of the quorum
- Reading out the meeting´s agenda.
- Appointing a commission for reviewing, approving and signing the minutes of this meeting.
- Evaluating and deciding on potential conflicts of interest on the part of certain members of the Board of Directors of Grupo de Inversiones Suramericana S.A. with regard to deliberating and deciding on possible solutions for transforming the ownership structure and stake held in Grupo Argos S.A.
- Evaluating and deciding on potential conflicts of interest of some legal representatives of Grupo de Inversiones Suramericana S.A. in order to perform the required acts, in accordance with the approvals obtained from the General Assembly of Shareholders and the Board of Directors.
All those shareholders who are unable to attend this meeting in person may be represented by providing a duly completed power of attorney. Pursuant to Article 185 of the Colombian Code of Commerce, except in cases of legal representation, the Company's administrators and employees may not represent shares other than their own at this shareholders´ meeting while they are in office, nor may they substitute the powers of attorney granted to them.
Further information regarding all those matters to be discussed at the aforementioned Extraordinary Shareholders´ Meeting shall be published on the Company’s website.
RICARDO JARAMILLO MEJÍA
Chief Executive Officer
Medellín, October 15, 2024
Grupo SURA's Management, accompanied by its external legal and financial advisors, have been studying different alternatives for transforming the ownership structure as well as the stake held in Grupo Argos S.A.
Bearing in mind that making a decision of this nature corresponds to Grupo Sura´s Board of Directors, and that the Company has received communications in which certain members of the Board of Directors have expressed potential situations that could create conflicts of interest, a Shareholders´ Meeting is called for in order to determine whether or not to authorize these Board members to participate in the discussions and decisions relating to the ownership structure and stake held in Grupo Argos; as well as with regard to the Company’s legal representatives for these to perform all those acts which are necessary in order to carry out the decisions adopted by the Board.
Once the Shareholders have decided on how to handle such situations that could potentially create conflicts of interest, Grupo SURA´s Board of Directors, together with its external legal and financial advisors, may deliberate and decide on possible transformations regarding the ownership structure and stake held in Grupo Argos. The results of this process shall be reported to the market in due course.
