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 Frequently Asked Questions

1   What are the duties and rights of Promotora Médica Las Américas S.A.’s shareholders?

According to the Colombian Code of Commerce and the Company’s bylaws, the shareholders’ responsibilities and rights are: Shareholders’ Rights: Company shareholders have rights in the company because they are stockholders, notwithstanding the exceptions or additional rights the law, bylaws or AMI establish. They shall have the right to:
  • Participate in company dividends and benefits.
  • Participate in appointing, removing members of the Board of Directors, and assessing their administration.
  • Have an effective and economic mechanisms for shareholders’ representation in the General Shareholders Assembly.
  • Have access to the Company’s information at the right time and properly within 15 business days prior to a General Shareholders Assembly meeting, pursuant to Colombian Code of Commerce articles 446 and 447.
  • Sit on the General Shareholders Assembly and vote.
  • Reach the agreements the law allows to exercise Shareholders’ rights.
  • Propose subjects for debates in General Shareholders Assembly meetings. The board of directors will decide if the subject is relevant to have the General Shareholders Assembly debate the issue.
  • Transfer or dispose of their shares in accordance with the law, corporate bylaws and the shareholders ‘agreement. Shareholders will also have the right to know registered share procedures and the identity of the principal shareholder. All the above is in compliance with the law.
  • Request with other shareholders, summoning of General Shareholders Assembly meetings pursuant to the law and corporate bylaws.
    • Shareholders’ Responsibilities. Company shareholders have responsibilities in the company, notwithstanding the exceptions and/or innovations in compliance with the law, corporate bylaws and/or AMI. Shareholders must:
  • Keep strict confidentially of the information shareholders find out just for being shareholders. They cannot reveal company information to third parties, except when a competent corporate body authorizes it, or when an administrative or legal authority requires it.
  • To provide the Company, and specifically the General Manager, their addresses for notices.
  • In the event a shareholder loses a stock certificate, the shareholder must request a replacement certificate from the company. This request must include a police report of the loss and any guarantee the company requires according to the law and corporate bylaws.
  • Act with loyalty and in good faith with the company refraining from participating in actions or behaviors that could cause conflict of interest or criminal offences, such as money laundering, financing terrorism or hiding assets coming from those activities, and in cases where they infringe the company’s principles and disclosure of private company information.

    • 2   How can I update my contact information?

    One of the company's shareholders’ duties is to keep personal contact information updated. To do so, there is a special form which not only gathers all the requirements established in the company's shareholders book, but also those demanded by Colombian authorities including the Financial Superintendence, the Colombian Internal Revenue Service and Colombian customs.

    3   When are dividends paid?

    Dividends are paid on the dates on which the general shareholders assembly determines when it meets every first quarter.