MATERIAL INFORMATION | Porto | May 22, 2015 INFORMAÇÃO PRIVILEGIADA | Porto | 28 MAIO 2014 SDC Investimentos informs on Resolutions of the General Meeting of Shareholders

Grupo Soares da Costa, SGPS, SA, public company, informs that at the annual general meeting of shareholders held today, were present or represented shareholders holding 96,395,895 common shares corresponding to the respective capital 60.2474% and 60.2495% voting rights.
In this meeting the following proposals were approved:
1. The management report, individual accounts and consolidated accounts of 2014;
2. The individual net earnings of - 41,739,984 Euros transfer to Retained Earnings;
3. A vote of positive assessment on the company's board of directors and supervisory bodies;
4. The statement on the remuneration policy of the management and supervisory bodies of the
Company prepared by the Remuneration Committee;
5. The change of the registered office to Rua Julieta Ferrão, no. 12, 14th floor, parish of Avenidas Novas in Lisbon and the consequent amendment of paragraph 1 of Article 2 of the Company's bylaws.
6. The issue of convertible bonds, part of a restructuring agreement of the bank debt and conditional to the completion of this issue, being approved the following:
a) The approval of the issuance of 185 (one hundred and eighty-five) bonds convertible into shares representing the capital of the Company, in accordance with Articles 366 of the Companies Code, with a nominal value of €100,000.00 (one hundred thousand Euros) each, totalling €18,500,000.00 (eighteen million five hundred thousand Euros), by performing a particular offering of subscription;
b) Supress the right of first refusal enjoyed by the shareholders in the subscription of convertible bonds issued under the resolution proposed under point a), in accordance with Articles 367 and 460 of the Commercial Companies Code, taking into account the social interest;
c) To approve a share capital increase from the current €160,000,000 to €178,500,000, to be subscribed to the extent that it becomes necessary to meet the conversion requests submitted by bond underwriters of convertible bonds to be issued under point a).
All resolutions were adopted unanimously.

SDC- Investimentos, SGPS, SA
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