Proposals to the General Ordinary and Extraordinary Shareholders’ Meeting 2022

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Grupo Rotoplas, S.A.B. de C.V. (BMV: AGUA*) (“Rotoplas” or “The Company”), the leading provider of water-solutions in the Americas, announces the proposals that will be submitted to the Ordinary and Extraordinary Shareholders’ Meeting to be held on April 29th, 2022, at 10:00 hrs. in Mexico City.

 

Company’s Board of Directors Report.

It is proposed to approve the Board of Directors report for the fiscal year from January 1st to December 31st, 2021.

 

Application of the results of the 2021 fiscal year.

It is proposed to refer the results of the financial statements submitted for approval to the corresponding account and, if necessary, to set aside 5% for the legal reserve fund.

 

Capital reimbursement to Company’s shareholders through a capital reduction.

It is proposed to approve a capital reimbursement in cash to the shareholders of the Company through a capital reduction in the amount of Ps.$0.45 (forty-five cents) per each outstanding share.

The corresponding payment will be made in cash and in a single exhibition through the S.D. Indeval, Institución para el Depósito de Valores S.A. de C.V. as of May 9, 2022.

 

Ratification of the members of the Board of Directors and members of the Audit, Corporate Practices and Compensation Committees of the Company.

It is proposed to ratify fourteen members of the Board.

The profile of the members of the Board of Directors can be found in the following link: https://rotoplas.com/investors/corporate-governance/#2

It is proposed to appoint or ratify the members of the Audit Committee, the Corporate Practices Committee and the Compensation Committee, which are integrated as follows:

  • Audit Committee:

The following members will be proposed for ratification:

John G. Sylvia as president, José María Tomás González Lorda as secretary and Marina Diaz Ibarra as member.

  • Corporate Practices Committee:

The following members will be proposed for ratification:

Jerónimo Marcos Gerard Rivero as president, Luis Fernando Reyes Pacheco as secretary and John G. Sylvia as member.

  • Compensation Committee:

The ratification of its president and secretary and the appointment of Francisco Amaury Olsen as a member will be proposed.

Luis Fernando Reyes Pacheco as president, José María Tomás González Lorda as secretary and Francisco Amaury Olsen as member.

 

Compensation to the members of the Board of Directors and the Audit, Corporate Practices and Compensation Committees of the Company. 

It is proposed to ratify the payment of three “Centenary” coins (or its equivalent in Mexican pesos, paid by check or electronic transfer of funds) as compensation for each session of the Board of Directors.

For the Audit, Corporate Practices and Compensation Committees of the Company, the payment of one “Centenary” coin (or its equivalent in Mexican pesos, paid by check or electronic funds transfer) as compensation for each session of the Committee.

 

Acquisition and placement program of the Company’s own shares

It is proposed to approve the report on the acquisition and placement program of the Company’s own shares, as well as to authorize the maximum amount of resources amounting to the total net profits of the Company, including retained earnings existing as of December 31st, 2021 for the purchase of own shares during the fiscal year 2022, in terms of article 56 section IV of the Securities Market Law.

 

Review of the Company’s bylaws.

It will be proposed to carry out a review of the Company’s bylaws, in order to comply with Article 34, Section V, of the Single Circular for Issuers or Circular Única de Emisoras in Spanish, which indicates that every three years issuers of securities must carry out a review of their bylaws, in the case they have undergone changes in that period, having carried out the last review of the Company’s bylaws in 2019.

 

Information and related documents for the Shareholders’ Meeting.

Related documents (power of attorney and proxy form) are available on the Company’s website: https://rotoplas.com/investors/corporate-governance/#4

 

Miranda Newswire – Full Press Release: Download PDF

 

Investor Relations Contact Details

Mariana Fernández

mfernandez@rotoplas.com

María Fernanda Escobar 

mfescobar@rotoplas.com

 
About the Company
Grupo Rotoplas S.A.B. de C.V. is America’s leading provider of water solutions, including products and services for storing, piping, improving, treating and recycling water. With over 40 years of experience in the industry and 19 plants throughout the Americas, Rotoplas is present in 14 countries and has a portfolio that includes 27 product lines, a services platform and an e-commerce business. Grupo Rotoplas has been listed on the Mexican Stock Exchange (BMV) under the ticker “AGUA” since December 10, 2014.

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