By resolution of the Sole Administrator of the Company, the Shareholders are hereby convened to the Ordinary and Extraordinary General Meeting, which will be held in Marbella at the Clubhouse of Guadalmina Golf Club, located in Urbanización Guadalmina, San Pedro de Alcántara, on May 14, 2025 at 12:00 p.m. on first call, and if necessary, on second call on May 15, 2025 at the same time and place, to discuss and resolve the matters included in the following:
AGENDA:
- Report of the Administrator.
- Review and approval, if appropriate, of the Annual Accounts, comprising the Balance Sheet, the Profit and Loss Account, the Notes to the Financial Statements, the Management Report, and the Proposal for the Allocation of Results, all corresponding to the 2024 fiscal year; and approval, if appropriate, of the management of the administrative body.
- Appointment or, if applicable, renewal of the Company’s Statutory Auditors.
- Amendment of Article 15 of the Company’s Bylaws in relation to the Company’s management.
- Resignation of the Sole Administrator.
- Appointment of a new administrative body and its members.
- Delegation of powers for the formalization and execution of the resolutions adopted.
- Requests and questions.
- Approval of the minutes of the Meeting in accordance with the provisions of Article 202 of the Spanish Companies Act (Ley de Sociedades de Capital), and appointment, if applicable, of certifying parties referred to in said article.
The rights of attendance and voting at the General Meeting shall be governed by the provisions of the Spanish Companies Act. Any shareholder entitled to attend may be represented at the General Meeting by another person in accordance with Articles 184, 185, 186, and 187 of said Act.
In accordance with Article 197 of the Spanish Companies Act, from the date of this notice any shareholder may immediately and freely obtain the documents to be submitted for approval at the Meeting.
Supplement to the Notice: In accordance with Article 172 of the Spanish Companies Act, shareholders representing at least five percent of the share capital may request the publication of a supplement to this Notice of the Extraordinary General Meeting, including one or more additional items on the Agenda. The exercise of this right must be made by means of a reliable notification received at the Company’s registered office within five days of the publication of this notice.
Issued in Marbella, on April 7, 2025.
The Sole Administrator
Mr. Manuel Muñoz Navarro
Note: It is anticipated that the Ordinary and Extraordinary General Meeting will be held on second call.
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