SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of September 2019
Commission File Number: 001-13464
Telecom Argentina S.A.
(Translation of registrant’s name into English)
Alicia Moreau de Justo, No. 50, 1107
Buenos Aires, Argentina
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F | x |
| Form 40-F | o |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes | o |
| No | x |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes | o |
| No | x |
Telecom Argentina S.A.
Item
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Buenos Aires, September 10, 2019
SECURITIES AND EXCHANGE COMMISSION
Dear Sirs,
RE.: Documentation of the General Extraordinary Shareholders’ Meeting and Class “A” and Class “D” Shares Special Shareholders’ Meetings to be held on October 10, 2019
I am writing to you as Responsible for Market Relations of Telecom Argentina S.A. (“Telecom Argentina” or the “Company”) to submit the following documentation of the referred Shareholders’ Meetings to be held on October 10, 2019.
We hereby attach:
| a) | The call to General Extraordinary Shareholders’ Meeting and Class “A” and Class “D” Shares Special Shareholders’ Meetings. |
| b) | The Board of Directors’ proposals to the Shareholders’ Meetings regarding the items in the Agenda. |
Sincerely,
Gabriel P. Blasi
Responsible for Market Relations
TELECOM ARGENTINA S.A.
CALL TO GENERAL EXTRAORDINARY SHAREHOLDERS’ MEETING AND CLASS “A” AND CLASS “D” SHARES SPECIAL SHAREHOLDERS’ MEETINGS
The shareholders of Telecom Argentina S.A. (“Telecom Argentina” or “the Company”) are summoned to a General Extraordinary Shareholders’ Meeting and to Class “A” and Class “D” Shares Special Shareholders’ Meetings to be held on October 10, 2019 at 12:30 p.m., at the corporate offices at Ave. Alicia Moreau de Justo N° 50, City of Buenos Aires, in order to consider the following items:
AGENDA
1) Appointment of two shareholders to sign the Minutes of the Meeting.
2) Amendment of sections 4th, 5th and 6th of the Corporate Bylaws. Appointment of those persons that will be in charge of carrying out the procedures related to the approval and registration of the amendments.
THE BOARD OF DIRECTORS
Note 1: Item 2 on the Agenda will be addressed in first place in the Class “A” and Class “D” Shares Special Shareholders’ Meetings and then in the General Extraordinary Shareholders’ Meeting.
Note 2: To be able to attend the Shareholders’ Meeting, the holders of Class B and Class C shares must deposit the book-entry shareholding certificates issued for that purpose by ‘Caja de Valores S.A.’, no later than three business days prior to the date of the Shareholders’ Meeting, at Ave. Alicia Moreau de Justo No. 50, 13th floor, City of Buenos Aires, from 10 a.m. to 12 p.m. and from 3 p.m. to 5 p.m. Within the same term and timetable, the holders of book-entry shares Class A and D must notify their attendance to the Meetings. The deadline is October 4, 2019 at 5 p.m.
Note 3: Within the regulatory term and at the place and time stated in Note 2, hard copies of the documents related to the Shareholders´ Meeting may be obtained, likewise such documents will be available at Telecom Argentina’s website: www.telecom.com.ar.
Note 4: Pursuant to the provisions set forth in section 22 of Chapter II, Title II of the CNV Rules, at the time of registration to take part in the Shareholders’ Meeting and at the time of attending the Shareholders’ Meeting, shareholders must supply all the details of the holders and their representatives. Legal entities and other legal structures must provide the information and deliver the documentation as required by the CNV Rules in sections 24, 25 and 26 of Chapter II, Title II.
Note 5: Those registered to participate in the Shareholders’ Meeting as custodians or administrators of any third party shareholdings are reminded of the need to fulfill the requirements of section 9, Chapter II, Title II of the CNV Rules, to be able to cast a vote in a divergent manner.
Note 6: Shareholders are requested to be present at least 15 minutes prior to the scheduled time of the Shareholders’ Meeting in order to validate their proxies and sign the Attendance Book.
PROPOSALS OF THE BOARD OF DIRECTORS TO THE GENERAL EXTRAORDINARY SHAREHOLDERS’ MEETING AND CLASS “A” AND CLASS “D” SHARES SPECIAL SHAREHOLDERS’ MEETINGS |
Proposal for the First Item on the Agenda:
The proposal to the Shareholders’ Meeting is “that the shareholders appoint those persons that will sign the Minutes”
Proposal for the Second Item on the Agenda:
The proposal of the Board of Directors is the following: “It is proposed: i) that the shareholders, within the framework of the Shareholders’ Meeting, approve the proposal of amendment of the Corporate Bylaws as resolved by the Board of Directors, with the modifications that the Comisión Nacional de Valores may require; ii) to delegate powers to the Board of Directors to determine the time, form and terms and conditions of issuance of securities representing certified shares, in the event that the respective Special Shareholders’ Meetings determines so, and iii) to authorize attorneys Andrea Viviana Cerdán, Alejandra Lea Martínez, Graciela Matilde Lazzati, María Verónica Tuccio, María Lucila Romero, Eugenia Prieri Belmonte, Martín Guillermo Ríos, Lucrecia María Delfina Moreira Savino, and Delfina Lynch, so that any of them acting indistinctly, may perform all the procedures and formalities required to obtain the approval and registration of the amendment of the Corporate Bylaws”.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Date: September 10, 2019 | By: | /s/ Gabriel P. Blasi | |||
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| Name: | Gabriel P. Blasi |
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| Title: | Responsible for Market Relations |