Convocation of the ordinary General meeting of Marfrio, S.A.

By agreement of the Board of Directors of March 17, 2016, is agreed to convene ordinary General meeting of shareholders of the company, at its registered office, in Marin, the day may 16, 2016 at 09:00 on first call and, if necessary, two days later, the May 18, 2016 at 09:00 , in second call to also celebrate at the registered office of the society in Marin with the following agenda:


ORDINARY BOARD

  • The first. -Review and, where appropriate, approval of the annual accounts (balance sheet, profit and loss account, the flows of cash and memory status) corresponding to the fiscal year closed at 31 December 2015 both Marfrio, s.a. and the consolidated Group of which the company Marfrio, S.A. is the parent company.
  • Second. -Review and where appropriate, approval of the proposal for distribution of results for the mentioned fiscal year 2015.
  • Third. -Review and, where appropriate, approval of management carried out by administrators, during this exercise.
  • Fourth. -Review and, where appropriate, approval of the remuneration of Directors for the year 2016.
  • Fifth. -Renewal or appointment of Auditors for the year 2016 Marfrio, S.A. and the consolidated Group of which the company is dominant.
  • Sixth. -Delegation of powers to formalize the agreements adopted by the General meeting.
  • Seventh. -Approval of the minutes at the end of the meeting.

Also agreed, on the basis of the provisions of article 203.1 of the Royal Legislative Decree 1/2010, of 2 July, which approves the text revised of the law of societies of capital, if so requested, require the presence of notary so that lift the relevant Act of the Board General ordinary shareholders to be held May 16, 2016 at 9:00 on first call and , if it were necessary, two days later, on 18 may at 09:00 in second call, also at the registered office of the society in Marin, with the order of the day referred to in this agreement.

For the purposes of the requirement of notarial agreed expressly empower all members of the Council, i.e., its President D. Pedro Otaegui Macazaga, D. Joseph Calatayud Ojeda, D. Javier Otaegui Macazaga D Juan Manuel Liria Franch, as well as Director General D. Santiago Montejo Urioste, so that any one of them, solidarity e interchangeably, appear before a notary and sign the appropriate requirement, provided that, with five days prior to the planned for the meeting, request shareholders that represent at least 1% of the share capital.

Also covered in the article 11th of the articles of Association, in accordance with article 197 of the law of societies of Capital, informs Mr Accionistas that they have all necessary information in relation to the different points of the order of the day of the ordinary General meeting, in case of request it, will be available at the registered office from the day following the publication of this call for proposals; in addition, such information will be available on the website of the society, www.mafrio.com.

In Marin, 17 March 2016.
The Secretary of the Board of Directors
D. Juan Manuel Liria Franch