17 Dec 2015 08:43
GRUPO CLARIN S.A.
Extraordinary Shareholders' Meeting
The Shareholders [of the Company] are hereby called to an Extraordinary Shareholders' Meeting, on first call, for 12 January 2015 at 12.00 at the Company's headquarters located on Calle Piedras 1743, City of Buenos Aires. in order to consider the following agenda: 1) Appointment of two shareholders to sign the meeting minutes; 2) In connection with the Plan to Conform the Company [to the Audiovisual Communication Services Law] that was declared formally admissible by AFSCA: (i) Consideration and analysis of the various interpretative criteria used by AFSCA to approve the plans filed by other subjects bound by the obligations of Law No. 26,522 to conform [to the Audiovisual Communication Services Law]; (ii) Consideration of the results that the application of such criteria would have caused on the Company's and its subsidiaries' Plan to Conform [to the Audiovisual Communication Services Law]; (iii) Decision on the amendment [of such Plan to Conform [to the Audiovisual Communication Services Law] following the criteria already utilised by AFSCA. If applicable: (a) To render without effect, in all relevant aspects, the decisions of the shareholders at the shareholders' meetings of 20 March 2014, of 30 June 2014-including the subsequent reconvened meeting after its adjournment on 11 July 2014-and of 22 September 2014, at which the shareholders made corporate decisions to implement such Plan to Conform the Company [to the Audiovisual Communication Services Law], including without limitation the partial spinoff of the Company and its subsidiaries and the divestment of assets. Consequently, to instruct the Board of Directors to appear before the various regulatory agencies involved and to render without effect all pending requests for authorisation and/or registrations relating to the Plan to Conform the Company [to the Audiovisual Communication Services Law] to be amended; (b) Instruction to the Board of Directors of the Company to analyse, propose and submit to the consideration of the Shareholders, an amended Plan to Conform the Company [to the Audiovisual Communication Services Law] that, taking into account the best interest of the Company, reflects each and all of the criteria applied by AFSCA, always expressly reserving the right to subsequent amendments in the event of a change in the regulatory framework or if another subject bound by the obligations of Law No. 26,522 is given more favourable treatment.
Note: The holders of book-entry Class B Shares registered with Caja de Valores S.A. are reminded that they must submit proof of their respective accounts and of their identity or attorney-powers, as the case may be, on or before 6 January 2016, between 11.00 and 17.00 hours at Calle Tacuarí 1840/42, Autonomous City of Buenos Aires.