We have established governance as a high priority at SQM for one simple reason: "A fundamental measure of our success will be the shareholder value we create over the long term"... By investing in SQM, shareholders are placing their trust in the board to help shape the overall course of the company's business and to hold management accountable for its performance. In the end, governance is all about creating an environment that promotes informed, objective decision-making in the interests of all shareholders.
Article 29 of the Company's By-laws states that the call to a Shareholders Meetings, either Ordinary or Extraordinary, will be by means of a highlighted public notice that will be published at least three times, and on different days, in the newspaper of the legal address determined by the Shareholders Meeting, and in the way and under the conditions indicated by the Regulations. Additionally, a notice will be sent by mail to each shareholder at least fifteen days prior to the date of the Meeting, which note shall include a reference of the matters to be addressed thereat. However, those meetings with the full attendance of the shares with right to vote may be legally held, even if the foregoing formal notice requirements are not met. Notice of any Shareholders Meeting shall be delivered to the Chilean Securities Commission (SVS), at least fifteen days in advance of such meeting.
Any holder of Series A and/or Series B shares registered in the Company's shareholder registry on or before the fifth business day prior to the date of the meeting will have a right to participate at that meeting.
There exists no restriction on ownership or share concentration by local or foreign shareholders. However, articles 31 and 31 bis establish that in General Shareholders Meetings each shareholder will have a right to one vote for each share he owns or represents and that no shareholder will have the right to vote for himself or on behalf of other shareholders of the same Series A or Series B shares representing more than 37.5% of the outstanding shares with right to vote of each Series. On May 25, 2005, in an Extraordinary General Shareholders meeting, the shareholders approved an amendment to article 31 of the Company's By-laws, which now requires that in calculating a single shareholder's ownership of Series A or B shares, the shareholder's stock and those pertaining to third parties related to them are to be added.