GUADALAJARA, Mexico, April 29 /PRNewswire-FirstCall/ -- Grupo Aeroportuario del Pacifico, S.A.B. de C.V. (NYSE: PAC; BMV: GAP) (the "Company" or "GAP") today announced that at the Company's general ordinary shareholders' meeting that took place on April 28, 2008, the following resolutions were approved:
FIRST -- The approval of all of the reports referenced under numeral I of the Shareholders' Meeting Agenda, as follows:
a) The Chief Executive Officer's report regarding the results of operation for the fiscal year ended December 31, 2007, in accordance with Article 44, Section XI of the Mexican Securities Market Law, attached to the external auditor's report on the Company's audited financial statements; b) The Board of Directors' comments on the Chief Executive Officer's report; c) The report referred to in Article 172 of the Mexican Corporations Law concerning the results for the fiscal year ended December 31, 2007 of the Company and its Subsidiaries. These subsidiaries include those companies in which the Company holds the majority of the shares, when the value of the investment in each one exceeds 20% (TWENTY PERCENT) of the shareholders' equity, per the most recent statement of financial position of the subsidiary and those matters referred to in Section 3 of Article 22 of the corporate charter, which contains the main policies and accounting principles utilized in the preparation of the Company's financial information; d) The report presented by the President of the Auditing and Corporate Practices Committee for the fiscal year ended December 31, 2007; e) The report on the satisfaction of the Company's tax obligations for the fiscal year ended December 31, 2007; f) The report on operations and activities involving the Board of Directors during the fiscal year ended December 31, 2007, pursuant to the Mexican Securities Market.
SECOND -- The approval of the consolidated financial statements for the Company and its subsidiaries for the period ended December 31, 2007, which reflect a net income of Ps. 1,402,819,000.00 (ONE BILLION, FOUR HUNDRED AND TWO MILLION, EIGHT HUNDRED AND NINETEEN THOUSAND PESOS 00/100 M.N.), taking into account the statement of financial results, income statement, statement of changes to financial position and statement of changes to shareholders' equity.
THIRD -- Of the revenues obtained by the Company during the 2007 period, which reached Ps. 1,402,819,000.00 (ONE BILLION, FOUR HUNDRED AND TWO MILLION, EIGHT HUNDRED AND NINETEEN PESOS 00/100 M.N.), 5% (FIVE PERCENT) of this amount, or Ps. 70,140,950.00 (SEVENTY MILLION, ONE HUNDRED AND FORTY THOUSAND, NINE HUNDRED AN FIFTY PESOS 00/100 M.N.) were set aside to increase legal reserves. The remaining amount, or Ps. 1,332,678,050.00 (ONE BILLION, THREE HUNDRED AND THIRTY TWO MILLION, SIX HUNDRED AND SEVENTY EIGHT THOUSAND AND FIFTY PESOS 00/100 M.N.), will be set aside as retained earnings.
FOURTH -- Of the abovementioned retained earnings, the declaration of a total dividend of Ps. 1,122,000,000.00 (ONE BILLION, ONE HUNDRED AND TWENTY- TWO MILLION PESOS 00/100 M.N.), or Ps. 2.00 (TWO PESOS 00/100 M.N.) per share of the Company, to be paid in the following manner:
a) Ps. 864,000,000.00 (EIGHT HUNDRED AND SIXTY FOUR MILLION PESOS 00/100 M.N.), or Ps. $ 1.54010695 per share, to be paid on May 12, 2008. b) Ps. 258,000,000.00 (TWO HUNDRED AND FIFTY EIGHT MILLION PESOS 00/100 M.N.), or Ps. 0.45989305 per share, to be paid no later than October 31, 2008.
The total dividend declared will be paid to shareholders through S.D. INDEVAL, S.A. DE C.V., Institucion para el Deposito de Valores ("INDEVAL") upon presentation by shareholders of stock certificates proving their share ownership as recorded in the Shareholder Registry, or as per the amount registered at INDEVAL.
Because the Company's Series "BB" shareholders do not hold their shares through INDEVAL, the Company will pay dividends directly to these shareholders in proportion to their holdings, in accordance with applicable tax regulations.
FIFTH -- Approval of the maximum amount of resources to be allocated towards the repurchase of Company shares, or loan certificates that represent these shares, of a total of up to Ps. 55,000,000.00 (FIFTY FIVE MILLION PESOS 00/100 M.N.) thus complying with Article 56, Section IV of the Mexican Corporations Law.
SIXTH -- Approval of the nomination of Mrs. Laura Diez Barroso Azcarraga as Chairman of the Board of Directors of the Company, in accordance with Article 16 of the Company's by-laws, replacing Mr. Eduardo Sanchez Navarro Redo.
SEVENTH -- Approval of the four proprietary members of the board and their alternates, as proposed by the Series BB shareholders, as follows:
Mrs. Laura Diez Barroso Azcarraga as proprietary member and Mr. Eduardo Sanchez Navarro Redo as alternate;
Mr. Javier Marin San Andres as proprietary member and Mrs. Ana Alonso Farto as alternate;
Mr. Rodrigo Marabini Ruiz as proprietary member and Mr. Carlos del Rio Carcano as alternate, and
Mr. Salvador Alemany Mas as proprietary member and Mr. Demetrio Ullastres Llorente as alternate.
EIGHTH -- Acknowledgement that no shareholder or group of shareholders owning over 10% of the Series "B" shares of the Company asked to designate a member of the Board of Directors.
NINTH -- The ratification of the designation by the Series "B" shareholders of the following persons to join the Board of Directors: Francisco Glennie y Graue, Francisco Javier Fernandez Carbajal, Augusto Sergio Paliza Valdez, Ernesto Vega Velasco, Henry Davis Signoret, Alfonso Pasquel Barcenas and Jose Manuel Rincon Gallardo Puron, as independent proprietary members of the board.
As a result of the above, the Board of Directors will be composed of the following members:
Proprietary Members Alternate Members Laura Diez Barroso Azcarraga Eduardo Sanchez Navarro Redo Javier Marin San Andres Ana Alonso Farto Rodrigo Marabini Ruiz Carlos del Rio Carcano Salvador Alemany Mas Demetrio Ullastres Llorente Francisco Glennie y Graue Francisco Javier Fernandez Carbajal Jose Manuel Rincon Gallardo Puron Henry Davis Signoret Augusto Sergio Paliza Valdez Ernesto Vega Velasco Alfonso Pasquel Barcenas
The independent board members comply with the requirements set forth in the Securities and Exchange Law, and thus may be considered as independent directors for all legal purposes.
TENTH -- The approval of all the Committee members as follows: OPERATING COMMITTEE Jorge Manuel Sales Martinez Carlos del Rio Carcano Rodrigo Marabini Ruiz Vicente Emilio Alonso Diego Eduardo Sanchez Navarro Redo Laura Diez Barroso Azcarraga Christian Checa Levien Carlos Porron Suarez Fernando Bosque Mohino AUDITING AND CORPORATE PRACTICES COMMITTEE Jose Manuel Rincon Gallardo Puron Ernesto Vega Velasco Francisco Javier Fernandez Carbajal ACQUISITIONS COMMITTEE Carlos del Rio Carcano Eduardo Sanchez Navarro Redo Alfonso Pasquel Barcenas NOMINATIONS AND COMPENSATIONS COMMITTEE Laura Diez Barroso Azcarraga Rodrigo Marabini Ruiz Francisco Glennie y Graue
ELEVENTH -- That the Nominations and Compensations Committee shall be composed of two proprietary board members, one designated by the Series "BB" holders with an alternate, and the other designated by the Series "B" holders.
TWELFTH -- The nomination by the Series "B" shareholders of Mr. Francisco Glennie y Graue to join the Company's Nominations and Compensations Committee, as a proprietary member and recognition of the nomination by the Series "BB" shareholders of Mrs. Laura Diez Barroso Azcarraga and Mr. Rodrigo Marabini Ruiz to join the Nominations and Compensations Committee, as proprietary and alternate members, respectively.
THIRTEENTH -- The ratification of Mr. Jose Manuel Rincon Gallardo Puron as President of the Auditing Committee and recognition of the replacement of Mr. Francisco Glennie y Graue as member of the Auditing and Corporate Practices Committee with Mr. Francisco Javier Fernandez Carbajal.
Company Description:
Grupo Aeroportuario del Pacifico, S.A.B. de C.V. (GAP) operates twelve airports throughout Mexico's Pacific region, including the major cities of Guadalajara and Tijuana, the four tourist destinations of Puerto Vallarta, Los Cabos, La Paz and Manzanillo; and six other mid-sized cities: Hermosillo, Bajio, Morelia, Aguascalientes, Mexicali and Los Mochis. In February 2006, GAP's shares were listed on the New York Stock Exchange under the ticker symbol "PAC" and on the Mexican Stock Exchange under the ticker symbol "GAP."
This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates," "believes," "estimates," "expects," "plans" and similar expressions, as they relate to the company, are intended to identify forward- looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.
In accordance with Section 806 of the Sarbanes-Oxley Act of 2002 and article 42 of the "Ley del Mercado de Valores," GAP has implemented a "whistleblower" program that allows complainants to anonymously and confidentially report suspected activities that may involve criminal conduct or violations. The telephone number in Mexico, facilitated by a third party that is in charge of collecting these complaints, is 800-759-0045. GAP's Audit Committee will be notified of all complaints for immediate investigation.
For further information please visit: http://www.aeropuertosgap.com.mx/ or contact us:
In Mexico
Miguel Aliaga, Investor Relations Officer
Grupo Aeroportuario del Pacifico, S.A.B. de C.V.
Tel: 01 (333) 8801100 ext 216
