Today, June six (6), 2013, at 11:00 a.m., the shareholders indicated at the bottom of this Minutes identified below met at the company’s headquarters located at the penthouse of Edificio Corimon, calle Hans Neumann, Los Cortijos de Lourdes, Caracas, for purposes of holding a Extraordinary Shareholders’ Meeting of CORIMON, C.A. The meeting was chaired by Alejandro Alfonzo-Larrain, Director of Corimon, C.A., who acts in accordance with the Article 21 of the Bylaws of the Company, authorized by Proxy Letter given by Carlos Gill Ramirez, President of the Board of Directors, and who was accompanied by Rafael Enrique Abreu Anselmi, Principal Director of the company.
Upon verifying a quorum of eighty-five point five hundred twenty-one percent (85.521%) of company’s subscribed and paid-in shares of capital stock, Alejandro Alfonzo-Larrain declared the General Shareholders’ Meeting as valid and read the call of meeting published in the newspapers “El Nacional” and “El Universal” on May twenty-second (02), 2013, transcribed as follows:
AUTHORIZED CAPITAL: BS. F. 97,973,320.00
CAPITAL SUBSCRIBED AND PAID: BS. F. 78,384,000.00
CALL OF MEETING
Shareholders of CORIMON, C.A. are hereby called to a Extraordinary Shareholders’ Meeting to be held on June sixth (6th), 2013, at 11:00 a.m., at the penthouse of Edificio Corimon, located at calle Hans Neumann, Los Cortijos de Lourdes, in the city of Caracas, Venezuela, for purposes of taking into consideration and resolve on the unique item included in the following agenda:
Unique: Consider and resolve on the approval of a special dividend charged on the Non Distributed Profits, upon the review of the project that will be submitted by the Board of Directors.
The Board of Directors
Caracas, May 22, 2013.
Once the call of meeting was read, as it was published, they took into consideration and decided the following items:
UNIQUE: Consider and resolve on the approval of a special dividend charged on the Non Distributed Profits, upon the review of the project that will be submitted by the Board of Directors.
Having reviewed the financial statements of Corimon, C.A., and the project submitted by the Board of Directors, the Shareholders’ Meeting approved a cash dividend for an amount of Sixty millions Three Hundred Fifty Five Thousand Six
Hundred and Eighty Bolivars (Bs. 60,355,680.00) at a rate of Seventy Seven Bolivars (Bs. 77.00) for each of the outstanding shares of the company at said date, charged on the Non Distributed Profits.
Likewise, the Shareholders’ Meeting approved the payment of the approved dividends as follows:
- Limit Date of Transaction with Benefit: Wednesday, July 10th, 2013.
- Effective Registration Date of the Benefit: Wednesday, July 17th, 2013.
Finally, the Assembly adopted in relation of ADRs Corimon, C.A., whose depositary is JPMorgan Chase Bank, that the dividend related to such securities in foreign currency shall be paid directly in Bolivars to the shareholders or their custodians by the JPMorgan Chase Bank, who once received authorization from the stockholder shall directly transmit such instruction to the “Banco Venezolano de Crédito”, transfer agent in Venezuela.
It is hereby evidenced that the approval of the unique item was unanimous.
Finally, Vaddely Veruzka Cruz Sojo, Venezuelan, of single marital status, of legal age, domiciled in Caracas and bearer of the identity card N° 18.935.701, was authorized to certify, as Substitute Secretary of Corimon, C.A., this Minutes of Extraordinary Shareholders’ Meeting.
Likewise, Amelia Ibarra, Venezuelan, of legal age, marital status married, domiciled in Caracas and bearer of the identity card N° 6.911.566, was authorized to perform any necessary action for the execution of the terms listed above, including the notification of the competent authorities regarding the decisions taken at this Shareholders’ Meeting.
Likewise, Daniel Pantoja, Venezuelan, of legal age, marital status married, of this domicile and bearer of the identity card N° 3.985.059, was authorized to carry out the corresponding registration at the Mercantile Registry Office and request any certified copies deemed necessary.
Being there no further matters to discuss, the Meeting was adjourned and this Minutes was prepared and signed in agreement by the attendants and representatives.
(Signed) Alfonzo-Larrain Alejandro representing 292 shares, (Signed) Cáceres Flores Jorge Hernan representing 25 shares, (Signed) Cruz Vaddely Veruzka representing 144.005 shares, (Signed) Fajre Pedro representing 363 shares, (Signed) Fontana Paolo representing 517.700 shares, (Signed) Libertella Quadrone Calo Gero representing 2.172 shares, (Signed) Sánchez Ríos Luis Felipe representing 1.365 shares, (Signed) Villareal Celia representing 4.426 shares.
I, Vaddely Veruzka Cruz Sojo, Venezuelan, of single marital status, of legal age, domiciled in Caracas and bearer of the identity card N° 18.935.701, acting as Substitute Secretary of Corimon, C.A., company domiciled in Caracas and registered at the Second Mercantile Registry Office of the Judicial Circuit of the Federal District and Miranda State on June fourteen (14), 1949, under N° 644, Volume 3-D, hereby certify that the above minutes is true and exact copy of its original filed in the Book of Minutes of Shareholders’ Meeting carried by the company.