Shareholders Meeting June 02-2010

GRUPO AEROPORTUARIO DEL PACIFICO, S.A.B. DE C.V.

ANNOUNCES ANNUAL GENERAL ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING

EL EXCELSIOR MAY 15 OF 2010.
 

Guadalajara, Jalisco, Mexico, May 17, 2010 - Grupo Aeroportuario del Pacífico, S.A.B. de C.V. (NYSE: PAC; BMV: GAP) (the "Company" or "GAP") today announced the following:

 

Pursuant to a resolution adopted by the Audit Committee on May 7, 2010, and in accordance with Articles 181, 182 and others of the Mexican General Corporations Law and Article 35 of the Company's by-laws, GAP invites the Company's shareholders to a General Ordinary Shareholders' Meeting and a General Extraordinary Shareholders' Meeting at 12:00 pm and 12:30 pm, respectively, on June 2, 2010 at the following location: the auditorium located on the first floor of the Club de Industriales, Number 29, Calle de Andrés Bello, Colonia Polanco, Delegacion Miguel Hidalgo, Mexico City, Mexico, to discuss the following:

 

MEETING AGENDA

GENERAL ORDINARY SHAREHOLDERS' MEETING

 

FIRST - Resolutions regarding the deliberation and relative agreement to points II and IV of the General Ordinary Shareholders' Meeting held April 27, 2010 regarding the approval of the Company and its subsidiaries' financial statements, the external auditor's report and the declaration of a dividend in the amount of Ps. 1,000,000,000.00 (1 billion pesos), equivalent to $1.7825311942959 (one point seven, eight, two, five, three, one, one, nine, four, two, nine, five, nine) for each share of the Company's equity.

 
The accompanying information regarding the points proposed for this Shareholders' Meeting can be found on the Company's webpage at www.aeropuertosgap.com.mx.

  APRIL 27 GENERAL ORDINARY SHAREHOLDERS' MEETING

SECOND - Discussion and the approval of the financial statements of the Company and its subsidiaries, including the balance sheet, the income statement, the statements of changes in financial position, and the cash flow statement, in each case for the fiscal year from January 1, 2009 to December 31, 2009, and approval of the external auditor's report regarding the above-mentioned financial statements.

 

FOURTH - Approval of the allocation of net income of Ps. 1,139,472,258 (ONE BILLION, ONE HUNDRED THIRTY NINE MILLION, FOUR HUNDRED SEVENTY TWO THOUSAND, TWO HUNDRED AND FIFTY EIGHT PESOS) to pay a dividend of Ps. 1,000,000,000 (ONE BILLION PESOS), or Ps. 1.7825311942959 (ONE POINT SEVEN EIGHT TWO FIVE THREE ONE ONE NINE FOUR TWO NINE FIVE NINE PESOS) per each of the 561 million outstanding shares, with a remaining amount of Ps. 139,472,259.00 (ONE HUNDRED THIRTY NINE MILLION, FOUR HUNDRED SEVENTY TWO THOUSAND, TWO HUNDRED AND FIFTY NINE PESOS).  The amount allocated for a dividend will be paid out in the following manner:

                       

a)     Ps. 750,000,000 (SEVEN HUNDRED FIFTY MILLION PESOS), or Ps. 1.33689839572193 (ONE POINT THREE THREE SIX EIGHT NINE EIGHT THREE NINE FIVE SEVEN TWO ONE NINE THREE PESOS) for each of the 561 million outstanding shares, The date of payment will be provided in the meeting.

 

b)     Ps. 250,000,000 (TWO HUNDRED FIFTY MILLION PESOS), or Ps. 0.445632798573975 (ZERO POINT FOUR FOUR FIVE SIX THREE TWO SEVEN NINE EIGHT FIVE SEVEN THREE NINE SEVEN FIVE) for each of the 561 million outstanding shares, on or before November 30, 2010.

 






MEETING AGENDA

GENERAL EXTRAORDINARY SHAREHOLDERS' MEETING

 

FIRST - Resolutions regarding the deliberation and relative agreement to points I and II of the General Extraordinary Shareholders' Meeting held April 27, 2010 regarding the capital reduction of Ps. 900 million (NINE HUNDRED MILLION PESOS), and the modification of Article VI of the Company's by-laws.

 

Proposal to modify Article VI of the Company's by-laws to read as follows (English translation):

 Corporate Equity and Shares

SIXTH ARTICLE. Corporate Equity. The corporate equity shall be variable. The minimum fixed portion of the equity is Ps. 15,427,580,324 (FIFTEEN BILLION, FOUR HUNDRED TWENTY-SEVEN MILLION, FIVE HUNDRED EIGHTY THOUSAND, THREE HUNDRED AND TWENTY-FOUR Mexican Pesos 00/100), represented by 561,000,000 (five hundred sixty-one million) ordinary, nominative, Class I shares without par value, entirely subscribed and paid. The variable portion of the corporate equity, if any, will be represented by ordinary, nominative, Class II shares, without par value, with such other characteristics as determined at the shareholders' meeting approving their issuance.

The accompanying information regarding the points proposed for this Shareholders' Meeting can be found on the Company's webpage at www.aeropuertosgap.com.mx.

 

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, and they will be admitted only if they have obtained an admission card. The Share Registry will close three (3) business days prior to the date of this meeting, specifically May 27, 2010.

 

In order to attend the meeting, at least twenty-four (24) hours prior to the meeting, (i) shareholders must deposit with the Company their stock certificates or shares or a receipt of deposit of shares issued by S.D. Indeval Institucion para el Deposito de Valores, S.A. de C.V. ("Indeval") or by a local or foreign financial institution, and (ii) brokerage firms and other depositors at Indeval should present the listing that contains the name, address, nationality and number of shares of the shareholders they will represent at the meeting.  In exchange for these documents, the Company will issue an admission card and/or the forms in order to be represented, as required under Article 49, Section III of the Mexican Securities Law.  In order to attend the meeting, shareholders must present either the admission card and/or the corresponding form.

 

Shares that are deposited in order to gain admittance into this meeting will not be returned until after the meeting takes place, in exchange for the voucher that will have been given to the shareholder or his/her representative.

 

Shareholders may be represented by proxy at the meeting by an agent designated via an official letter.  Agents representing shareholders by proxy will be able to have their identity verified by executing the applicable forms provided by the Company.

These forms will be available to all shareholders, including any stock market intermediaries, during the time period specified in Article 173 of the Mexican General Corporations Law.

 

Following the publication of this announcement, all shareholders and their legal representatives will have free and immediate 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, available at the office of the Secretary of the Board of Directors.

 

GAP informs its shareholders that the Secretary of the Company's Board of Directors is Mr. Sergio Enrique Flores Ochoa.  His office in Guadalajara, Jalisco is located at Av. Mariano Otero # 1249-B, 6^th Floor, Col. Rinconada del Bosque, Guadalajara, Jalisco 44530; Tel: (52) 33 3880 1100 ext. 227 or 202.  His office in Mexico City is located at Juan Racine 112, 4^th Floor, Col. Los Morales (Polanco), Delegacion Miguel Hidalgo, Mexico City, Mexico 11510; Tel: (52) 55 5580 1321, fax: 55 55 80 69 04; Email: sflores@aeropuertosgap.com.mx.