EGM.28 Nov 2018 13:20
Procedure for shareholders calling an Extraordinary General
Meetings
According to Article 14 of the Company’s Charter and the Procedure
for Preparing and Holding a General Meeting of shareholders of FGC UES,
a shareholder or shareholders who own at least 10 percent of the
Company’s voting shares shall be entitled to demand calling an
Extraordinary General Meeting of shareholders (hereinafter referred to as
an EGM).
Calling an EGM as requested by shareholders owning at least 10
percent of the Company’s voting shares shall be carried out by the
Company’s Board of Directors. The Board of Directors shall either call or
refuse to call the EGM within 5 days from the date that the corresponding
request was lodged. If the Company’s Board of Directors fails to make any
decision during the above-mentioned period, the person(s) demanding that
an EGM be called shall be entitled to appeal to a court of law in order to
force the Company to hold an EGM. If the court decides in favor of holding
an EGM, the person or persons who made the initial request regarding the
EGM shall prepare and hold an EGM on their own.
If the Company’s Board of Directors decides to either call or refuse to
call an EGM during the above-mentioned 5-day period, the person(s) who
demanded that the EGM be called shall be notified of the relevant decision
within 3 days from the date it (the decision) is made.
If the Board of Directors decides in favor of holding an EGM, the EGM
must be held within 40 days from the time that the request was filed.
However, if the suggested agenda of the EGM includes an issue
related to electing members of the Company’s Board of Directors,
shareholders shall be notified of the EGM at least 70 days prior to the
relevant date.
The request to call an EGM shall specify issues that will be included in
the agenda of the EGM. The request shall also include a draft resolution
and suggestions on the format for the EGM. The request must also specify
the name (title) of the shareholder demanding that an EGM be called, as
well as the number and category (type) of shares owned by him/her.