The president of Sura, Gonzalo Pérez, who has little time left in office, received a strong warning from Jaime Gilinski, the largest shareholder of the financial conglomerate.
Everything is due to the fact that Pérez has delayed the summons of the extraordinary assembly that Gilinski requested a week ago. The purpose of said meeting would be to decide on the sale of Nutresa. Grupo Sura, including its subsidiaries, owes more than eight billion pesos and the largest shareholder wants that debt to be reduced and dividends for shareholders increased. This is Jaime Gilinski’s letter.
Bogota, DC, April 26, 2022
Señor
Gonzalo Alberto Perez Rojas
president
Grupo de Inversiones Suramericana SA via email
Ref. Reply to your letter of April 26
Dear Mr. Perez,
We refer to your communication today, in which you make some observations regarding the requests we have made to convene the general meeting of shareholders of Grupo de Inversiones Suramericana SA
In this sense, it is essential to warn you that, by virtue of the provisions of the law and the corporate bylaws, you are obliged to summon the general shareholders’ meeting in the terms proposed in our communications from previous days. Any action contrary to the above constitutes a direct violation of the rules that govern your conduct as administrator of Grupo de Inversiones Suramericana SA and the bylaws of the Company. To that extent, I insist that the highest social body be summoned without further unjustified delay.
For the rest, it is not superfluous to remind you that, in compliance with your duties as the main legal representative of Grupo de Inversiones Suramericana SA, you are responsible for promoting the proper functioning of the company and ensuring the proper development of its corporate purpose. Hence, it is not acceptable that his actions accentuate the blockade in which the company is currently mired. We therefore ask you to comply with your legal duties and thus allow the block in question to be overcome. Shareholders of a company like Grupo de Inversiones Suramericana SA might expect nothing different.
If you believe that corporate governance reform is necessary, I understand that it is your duty, as an impartial and diligent administrator, to suggest any further necessary action. We would agree to make the respective inclusion in the agenda.
Finally, under the terms of article 5.2.4.1.5 of Decree 2555 of 2010, the administration cannot refrain from disclosing to the market as relevant information the call request of April 20 of this year, its response to such request, as well as this communication.
Carefully,
Jaime Gilinski
*Gabriel Gilinski is a shareholder of SEMANA Publications.