Chrysler 2011 Annual Report Download - page 2

General Meeting
The Company wishes to notify holders of ordinary and preference shares that an Ordinary and Extraordinary General
Meeting will be held at Centro Congressi Lingotto, 280 Via Nizza, Turin at 11 a.m. on 4 April 2012 (single call) to vote
on the following:
Agenda
1) Motion for approval of the Statutory Financial Statements for the year ended 31 December 2011 and allocation of
profit for the year
2) Election of the Boards of Directors and Statutory Auditors:
a) Determination of the number of members of the Board of Directors and compensation
b) Election of the Board of Directors
c) Election of the Statutory Auditors
d) Determination of compensation for the Statutory Auditors
3) Audit Engagement: revision of fees
4) Compensation and own shares:
a) Compensation policy pursuant to Article 123-ter of Legislative Decree 58/98
b) Incentive Plan, resolutions pursuant to Article 114-bis of Legislative Decree 58/98
c) Authorization for the purchase and disposal of own shares
5) Mandatory conversion of preference and savings shares into ordinary shares and consequent changes to the
By-laws; related resolutions
Instructions for Ordinary and Extraordinary General Meeting
Attendance and Representation
Those holding the right to vote at the close of business on the record date of 26 March 2012 and for whom the
Company has received the necessary communication from an authorized intermediary are entitled to attend the general
meeting. Anyone becoming a shareholder subsequent to 26 March 2012 will not be entitled to attend or vote at the
meeting. Holders of ordinary shares will have the right to vote on all items on the Agenda. Holders of preference shares
will have the right to vote on item 5 on the Agenda only.
As provided by law, those entitled to attend the meetings may appoint a proxy in writing, using the proxy form provided
on the Company’s website (www.fiatspa.com/Investor Relations/Shareholder Info/Shareholder Meetings).
The Company has designated Servizio Titoli S.p.A. as the representative, pursuant to Article 135-undecies of Legislative
Decree 58/98, upon whom holders of voting rights may, by 2 April 2012, confer proxy and instruct to vote on all or some
of the motions on the agenda. The above representative must be appointed proxy in accordance with the instructions
and using the proxy form provided on the Company’s website (as indicated above). Details on how to communicate
appointment of a proxy to the Company electronically are also provided. Proxies are only valid for motions where
instructions have been given.