Date,
Messrs.
CONSTRUCTORA CONCONCRETO S.A.
Medellin
Reference: PROXY STATEMENT
__________________________________ with Colombian I.D. card No. ________________ issued
in ______________, acting as the legal representative of ________________________ with Tax
I.D.
No.
____________________,
hereby
confer
a
special
proxy
to
____________________________, with Colombian I.D. card No. _______________ issued in
_____________, to represent this corporation during the Special Meeting of Shareholders of
CONSTRUCTORA CONCONCRETO S.A., called for January 25, 2016, at 09:00 A.M., at the Luciano
Restrepo Hall of Club Campestre, at Calle 16A Sur No. 34 - 950, Medellin, to consider and vote
upon the following items of the Agenda:
1) To verify the quorum and read the notice about legal restriction;
2) To read and approve the Agenda;
3) To appoint a committee to review and approve the Minutes of the meeting;
4) To discuss and approve amendments to the Bylaws of Constructora Conconcreto S.A.;
5) Partial appointment of the Board of Directors
The proxy is fully authorized to exercise all powers which my representative is entitled to as a
shareholder of CONSTRUCTORA CONCONCRETO S.A. and shall keep in mind the following
instructions to cast votes:
AGENDA
To verify the quorum and read the notice about legal restriction: To approve
the quorum necessary to consider and vote during the Special Meeting of
Shareholders of Constructora Conconcreto S.A. held on January 25, 2016.
To read and approve the Agenda: To approve the following Agenda proposed
for the Special Meeting of Shareholders of Constructora Conconcreto S.A. held
on January 25, 2016: 1) To verify the quorum and read the notice about legal
restriction; 2) To read and approve the Agenda; 3) To appoint a commission to
review and approve the Minutes of the meeting; 4) To discuss and approve
amendments to the Bylaws of Constructora Conconcreto S.A.; 5) Partial
appointment of the Board of Directors.
To appoint a committee to review and approve the Minutes of the meeting: To
appoint two shareholders as a committee to review and approve the Minutes of
the Special Meeting of Shareholders of Constructora Conconcreto S.A. held on
January 25, 2016.
To discuss and approve amendments to the Bylaws of Constructora
Conconcreto S.A.:
(i) To approve the amendments of the following articles of the bylaws of
Constructora Conconcreto S.A.:
Article 3: Duration of the Corporation
CONSENT
DISSENT
Article 14: Arbitration Clause
Articles 26, 31 paragraph 1 and 2, and 37 items a, f, o and p: Pertaining to the
General Meeting of Shareholders, its notices and duties, respectively.
Articles 39, 41 and 42 items 1, 8, 10 and from 11 to 55: Pertaining to the Board
of Directors, its meetings and duties, respectively.
Articles 45 – title and paragraph, and 48 first paragraph and items f, g and h:
Pertaining to the appointment and duties of the President and specific powers,
respectively.
(ii) To approve the inclusion of the following articles in the Bylaws of
Constructora Conconcreto S.A.:
Articles 64, 65, 66, 67 and 68: Pertaining to the Corporate Governance
Committee, its chairman, meetings, operation and duties, respectively.
Articles 69, 70, 71, 72 and 73: Pertaining to the Appointments and
Compensations Committee, its chairman, meetings, operation and duties,
respectively.
Partial Appointment of the Board of Directors: Keeping in mind the
amendment of article 39 of the Bylaws which refers to the makeup of the Board
of Directors, the proposal is to appoint the Board members required in
accordance with the lists submitted by the Shareholders.
Sincerely,
___________________
Legal Representative
__________________
I Accept:
___________________
Colombian I.D. Card No. ___________ issued in ______
Note: This proxy does not require authentication before a notary. Please fill out legibly.
A copy of the Certificate of Existence and Legal Representation of the corporation providing the
proxy must be presented. This document must be issued by the Chamber of Commerce within a
period of three (3) months before the date of the general meeting.