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PBR » Topics » General Meetings

This excerpt taken from the PBR 20-F filed May 22, 2009.
General Meetings
 
A general meeting may be convened:
 
  •     by the directors at any time; or
 
  •     by any two shareholders holding not less than 10% of the paid-up voting share capital of PifCo, by written request.
 
Notice of a general meeting is given to all shareholders.
 
All business carried out at a general meeting is considered special business except:
 
  •     sanctioning a dividend;
 
  •     consideration of the accounts, balance sheets, and ordinary report of the directors and auditors;
 
  •     appointment and removal of directors; and
 
  •     fixing of remuneration of the auditors.
 
Unanimous shareholder consent is required to carry out special business at a meeting unless notice of the special business is given in the notice of the meeting. A quorum of shareholders is required to be present at any meeting in order to carry out business. One or more shareholders holding at least a majority of the shares of PifCo that are present in person or represented by proxy is a quorum.
 
There is no requirement under Cayman Islands law to convene an annual meeting or to convene any general meeting of the shareholders. The directors are permitted to designate any general meeting of shareholders as an annual general meeting.
 
This excerpt taken from the PBR 20-F filed Jun 30, 2005.

General Meetings

 

A general meeting may be convened:

 

•   by the directors at any time; or

 

•   by any two shareholders by written request.

 

Notice of a general meeting is given to all shareholders.

 

All business carried out at a general meeting is considered special business except:

 

•   sanctioning a dividend;

 

•   consideration of the accounts, balance sheets, and ordinary report of the directors and auditors;

 

•   appointment and removal of directors; and

 

•   fixing of remuneration of the auditors.

 

Shareholder consent is required to carry out special business at a meeting unless notice of the special business is given in the notice of the meeting. A quorum of shareholders is required to be present at any meeting in order to carry out business. Any two shareholders or one shareholder holding a majority of the shares that are present in person or represented by proxy is a quorum.

 

There is no requirement under Cayman Islands law to convene an annual meeting or to convene any general meeting of the shareholders. The directors are permitted to designate any general meeting of shareholders as an annual general meeting.

 

EXCERPTS ON THIS PAGE:

20-F
May 22, 2009
20-F
Jun 30, 2005

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