RULES FOR PARTICIPATION AND VOTE IN THE GENERAL MEETING OF THE SHAREHOLDERS OF ARCO TOWERS REIT through an attorney
Each shareholder is entitled to authorize a natural or legal person to participate and vote in the General Assembly on his behalf.
Power of Attorney Requirements
The power of attorney must be:
• Written; expressly; for the particular General Assembly. The power of attorney must meet the requirements of Art. 116 of the Public Offering of Securities Act and shall contain at least:
• the data on the shareholder and proxy; the number of shares to which the power of attorney applies; agenda and issues proposed for discussion; proposals for decisions on each of the items on the agenda; how to vote on each issue, if applicable; date and signature.
In the cases where the power of attorney does not state the way of voting on the different items on the agenda, it should indicate that the proxy has the discretion whether and how to vote. In this case, the proxy may not be a member of the Board of Directors. The re-authorization with the rights of granted powers of attorney, as well as the power of attorney given in violation of the provisions of the Public Offering of Securities Act, is void.
Submission of Power of Attorney
The power of attorney shall be presented in original upon registration of the General Meeting. The power of attorney, issued in a foreign language, must be accompanied by a legalized translation into Bulgarian, in case of inconsistency between the texts, the translation data in Bulgarian is accepted.
Any shareholder who has issued a power of attorney for participation in the General Meeting must notify the Company within 15 hours of the working day preceding the day of the General Meeting at the address of the Company's management. The forwarding of a copy of the power of attorney by fax does not invalidate the obligation to present the power of attorney in the order of the preceding sentence.
Notifications and powers of attorney may also be accepted by the Company electronically and, in order to be considered valid, they should be sent to the following e-mail: office@arcotowers.com. Electronic communications should be signed with a universal electronic signature by the authorizing officer and accompanied by an electronic copy of the power of attorney, which shall also be signed with a universal electronic signature of the authorizing officer.
Credentials Identification
The proxies - natural persons are identified with an identity document.
The proxies - legal entities shall be legalized with a certificate of current legal status and an identity document of the legal representative.
In addition to the above documents, each proxy must also present the relevant documents necessary for the legitimation of the represented shareholder, as provided for in the invitation to convene the General Meeting.
Powers and responsibilities of the proxy
The proxy has the same rights to speak and ask questions to the General Assembly, as the shareholder whom he represents. The proxy holder may represent more than one shareholder in the General Meeting, in which case he may vote in a different way on the shares held by the individual shareholders he represents. The proxy holder shall exercise the right to vote in accordance with the instructions of the shareholder contained in the power of attorney.
If more than one power of attorney issued by the same shareholder is presented, the power of attorney issued shall be valid.
If the shareholder personally attends the General Meeting, the power of attorney issued by him for this General Meeting is valid unless the shareholder declares otherwise. Regarding the issues on the agenda, on which the shareholder personally votes, the corresponding proxy right is dropped.
Withdraw Power of Attorney
The issued power of attorney may be withdrawn. If, until the commencement of the General Meeting of the Shareholders, the Company is not notified in writing by a shareholder to withdraw a power of attorney, it shall be considered valid.
The notice of withdrawal is sent by the order of proxy.
A sample of the power of attorney for the relevant General Meeting can be found HERE:
SHAREHOLDERS 'RIGHTS
to include issues on the agenda of the General Assembly and to make proposals for decisions on issues included in the agenda
Insertion of questions on the agenda of the General Assembly
Shareholders who have more than three months together or separately at least 5 per cent of the Company's capital have the right to include issues on the agenda of the General Meeting under the procedure of Art. 223a of the Commerce Act.
Not later than 15 days before the opening of the General Meeting, these shareholders submit for listing in the Commercial Register a list of the issues they propose to include on the agenda of the meeting as well as suggestions for decisions on them. With the announcement of the list in the Commercial Register, the issues are considered included in the agenda of the General Meeting of Shareholders.
At the latest on the next business day following the announcement of the list in the Commercial Register, the shareholders present the list of issues included in the agenda, the proposals for decisions and the relevant written materials on the individual issues at the address of the Company's management and the Financial Supervision Commission.
The list of questions on the agenda, as suggested above, the proposals for decisions and the relevant written material on the individual issues should be available to all other shareholders in accordance with the invitation in the invitation to convene the General Meeting, as well as be published on the Company's website for the time until the end of the General Meeting. The Company should also disclose this circumstance to the public under the terms of Article 100t, para. 3 of the Public Offering of Securities Act.
Include suggestions for decisions on issues included in the agenda
Shareholders who hold together or separately at least 5 per cent of the Company's capital together or separately for more than three months shall be entitled to make proposals on matters included on the agenda of the General Meeting, in order to include issues on the agenda of the General Meeting.