Grupo Aeroportuario del Pacifico, S.A.B. de C.V. Announces General Ordinary Shareholders'...

Tue Mar 25, 2008 9:29pm EDT
 
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Grupo Aeroportuario del Pacifico, S.A.B. de C.V. Announces General Ordinary
Shareholders' Meeting

GUADALAJARA and JALISCO, Mexico, March 25 /PRNewswire-FirstCall/ -- Grupo
Aeroportuario del Pacifico, S.A.B. de C.V. (NYSE: PAC; BMV: GAP) (the
"Company" or "GAP") today announced the following:
    Pursuant to Article 181 of the Mexican Corporation Law and Article 35 of
the Company's by-laws, GAP invites the Company's shareholders to a General
Ordinary Shareholders' Meeting on April 28, 2008, with the first session
taking place at 12:30 pm and a second session taking place at 1:30 pm, at the
following location: the auditorium located on the first floor of the Club de
Industriales, Number 29, Calles de Andres Bello, Colonia Polanco, Delegacion
Miguel Hidalgo, Mexico City, to discuss the following:
                                 MEETING AGENDA

    I.-  The following will be submitted for approval:
           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 Mexican
               Securities Market Law, as well as 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,
               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
               financial information;
           d)  The report from the Chairman of the Audit and Corporate
               Governance Committee regarding the results for the fiscal
               year ended December 31, 2007;
           e)  Review of the Company's compliance with its tax obligations
               for the period from  January 1, 2006 to December 31, 2006;
           f)  Report on the operations and activities in which the Board
               of Directors intervened during the fiscal year ended
               December 31, 2007, pursuant to the Mexican Securities
               Market Law.

               Adoption of the resolutions considered necessary as per the
               aforementioned reports.

    II.-   Discussion and the approval of the financial statements of the
           Company and its subsidiaries, including the financial condition,
           the income statement, the statements of changes in financial
           position and statement in changes of capital with respect to these
           operations for the period beginning January 1 to December 31 of
           2007 as well as the approval of the external auditor's report that
           includes the above mentioned financial statements.

    III.-  Discussion and approval of the application of the Company's net
           income for the period ended December 31, 2007, which reached
           Ps. 1,402,819,000.00 (ONE BILLION, FOUR HUNDRED AND TWO MILLION,
           EIGHT-HUNDRED NINETEEN THOUSAND PESOS), such that 5% (FIVE PERCENT)
           of this amount, or Ps. 70,140,950.00 (SEVENTY MILLION, ONE HUNDRED
           FORTY THOUSAND, NINE HUNDRED FIFTY PESOS) be allocated towards
           increasing the Company's legal reserves, with the remaining
           balance, comprised of Ps. 1,332,678,050.00 (ONE BILLION, THREE
           HUNDRED AND THIRTY TWO MILLION, SIX HUNDRED AND SEVENTY EIGHT
           THOUSAND AND FIFTY PESOS), being allocated to the account of
           net income pending application.

    IV.-   Discussion and approval of the application of net income pending
           application as a dividend of Ps. 1,122,000,000.00 (ONE BILLION,
           ONE HUNDRED AND TWENTY-TWO MILLION PESOS), or Ps. 2.00 (TWO PESOS)
           per share, to be paid in the following manner:

              a)  Ps. 864,000,000.00 (EIGHT HUNDRED AND SIXTY FOUR
                  MILLION PESOS), or Ps. 1.54010695 per share, on May 26,
                  2008.
              b)  Ps. 258,000,000.00 (TWO HUNDRED AND FIFTY EIGHT MILLION
                  PESOS), or Ps. 0.45989305 per share, on October 31, 2008.

    V.-    Discussion and approval of the maximum amount of resources to be
           applied towards the repurchase of shares or instruments
           representing shares of up to Ps. 55,000,000.00
           (FIFTY FIVE MILLION PESOS), in accordance with Article 56, Section
           IV of the Mexican Securities Markets Law.

    VI.-   Designation of the four members of the Board of Directors, and
           their respective alternates, named by series "BB" shareholders.

    VII.-  Discussion, and if relevant, acknowledgement of any shareholder
           or group of shareholders owning over 10% of the Series "B" shares
           of the Company, and the persons who, according to Article 15 of
           the Company's by-laws, have the right to designate members of the
           Board of Directors.

    VIII.- Proposal by the Nomination and Compensation Committee of the
           individuals that should be on the Company's Board of Directors,
           designated by the Series "B" holders, and adoption of the
           resolutions deemed appropriate.

    IX.-   Proposal, discussion, and, if relevant, the designation of Laura
           Diez Barroso Azcarraga as the Company's new Chairman of the Board
           of Directors, in accordance with Article 16 of the Company's
           by-laws, replacing Eduardo Sanchez Navarro Redo.

    X.-    Approval, and if relevant, modification of the remuneration for the
           Board of Directors of the Company during the 2007 period and for
           the coming 2008 period.

    XI.-   Proposal, discussion, and if relevant, the approval of the number
           of members that shall be on the Nominations and Compensation
           Committee of the Board, according to Article 28 of the corporate
           charter, for which the Board of Directors proposes that it remain
           at two members and that the necessary resolutions be adopted.

    XII.-  Proposal, discussion, and if relevant, the designation or
           ratification of the members of the Board of Directors representing
           the Series "B" shares who will be on the Nominations and
           Compensation Committee of the Company, according to Article 28
           of the corporate charter. Acknowledgement of the member of the
           Board representing the Series "BB" shares who will be on the
           Nominations and Compensation Committee.

    XIII.- The ratification, or, if necessary, removal and re-designation of
           the Chairman of the Company's Audit Committee.

    XIV.-  Adoption of the resolutions deemed necessary or convenient in order
           to comply with any decisions made during this meeting.

    As per Article 36 of the Company's by-laws, only those shareholders
registered in the Share Registry as holders of one of more of the Company's
shares will be admitted into the Shareholders' Meeting, as long as they have
obtained an admission card. This registry will close three (3) days prior to
the date of this meeting.
    To attend the meeting, shareholders must show the admission card, which
will only be issued upon request and which must be presented at least twenty-
four (24) hours prior to the meeting, along with a receipt from the Corporate
Secretary for the deposit of the stock certificates or shares, or a receipt of
deposit of shares issued by a financial institution, credit institution,
domestic or foreign, or broker, as per the Mexican Securities Law.  Shares
that are deposited in order to gain admittance into this meeting will not be
returned until after the meeting takes place, via a voucher that will have
been given to the shareholder or his/her representative.
    Shareholders may be represented by proxy at the meeting by a person or
persons designated via an official letter (signed by two witnesses or as
authorized by law). However, with respect to the Company's capital stock
trading on an exchange, the holder may only verify his/her identity via
Company forms and those will be available to all shareholders, including any
intermediaries of the stock market, during the time period specified in
Article 173 of the Mexican Corporations Law.
    Following the publication of this announcement, all shareholders and their
legal representatives will have access to all information and documents
related to each of the topics included in the meeting agenda, as well as all
proxy forms that must be presented by persons representing shareholders.
    We inform shareholders that the Secretary of the Company's Board of
Directors is Mr. Mario Roberto Martinez Guerrero, whose office is located on
the 20th floor of building # 400-A, on Paseo de los Tamarindos, Colonia
Bosques de las Lomas, Delegacion Cuajimalpa, zip code 05120, in Mexico City,
Mexico.
    Company Description:
    Grupo Aeroportuario del Pacifico, S.A.B. de C.V. (GAP) operates 12
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 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 conditions, 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, which 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 more information, visit: www.aeropuertosgap.com.mx or contact:

    In Mexico
    Miguel Aliaga, Investor Relations Officer
    Grupo Aeroportuario del Pacifico, S.A.B. de C.V.
    Tel: 01 (333) 8801100 ext 216
    maliaga@aeropuertosgap.com.mx

    In the U.S.
    Maria Barona / Peter Majeski
    i-advize Corporate Communications
    Tel: 212 406 3690
    gap@i-advize.com

SOURCE  Grupo Aeroportuario del Pacifico, S.A.B. de C.V.

Mexico, Miguel Aliaga, Investor Relations Officer, Grupo Aeroportuario del
Pacifico, +1-333-880-1100, ext 216, maliaga@aeropuertosgap.com.mx; U.S., Maria
Barona or Peter Majeski, +1-212-406-3690, gap@i-advize.com, both of i-advize
Corporate Communications for Grupo Aeroportuario del Pacifico

 

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