The EDP Renováveis Group is committed to guaranteeing and respecting the privacy of its shareholders, as data subjects, in accordance with the regulations on personal data protection. Therefore, through this Privacy Policy, you are informed of the conditions under which your personal data will be processed in the context of the General Meeting to be held by this entity.
In addition, the data subject must read this information carefully, as it has been written in clear and simple language to allow it to be easily understood. Furthermore, at the time of providing his/her personal data, the data subject must ensure that these data are truthful, accurate and updated, exempting EDP Renováveis from any damage, direct or indirect, that could be caused as a consequence should this not be the case.
In those cases in which representation or remote voting includes personal data referring to individuals other than the holder, the data subject must inform them of the points contained in this Privacy Policy exempting the Data Controller from any responsibility in this regard.
1. Identification of the data controller
In accordance with Regulation (EU) 2016/679 (General Data Protection Regulation) and Organic Law 3/2018 of 5 December on the protection of personal data, data subjects are informed that their personal data will be processed by EDP RENOVÁVEIS, S.A. ("Data Controller" or the "Company" indistinctly) whose identification data are the following:
- Spanish Tax ID (NIF): A74219304
- Registered office: Plaza de la Gesta nº 2, 33007 Oviedo, España.
- DPO Contact: complianceofficer@edpr.com
2. Purpose of the processing of your personal data
The Data Controller will process the data subject's data, in a clear and transparent way, for the following legal, specific and sole purposes:
i) To manage the exercise or delegation of his or her right to attend and vote at the General Shareholders' Meeting, whether data are obtained by the shareholder, or are provided for this purpose by the banks and securities brokers and dealers in which these shareholders have their shares deposited or held (in which case their identification details, contact details and details relating to their shareholding situation will be processed);
ii) To draw up a list of participants in order to properly manage the various processes arising from their status as shareholders at the General Meeting.
iii) To manage the proper functioning and development of the existing shareholder relationship with the data subject within the framework of the aforementioned Meeting.
3. Legitimate grounds for the processing of your personal data
The grounds that legitimise the processing of the data subject's personal data for the purposes described above are, mainly, the execution of a contractual relationship between the data subject and the Data Controller, which justifies said processing, together with the fulfilment of legal obligations to which the Data Controller is subject, in accordance with the applicable legislation.
The processing of personal data for these purposes is mandatory, in order to comply with the contractual and legal obligations to which the Data Controller is subject. If this processing is not carried out, these obligations cannot be met.
4. Time limit for the storage of your personal data
The data subject's personal data will be kept for a period of 6 years, until the deadline for any possible actions deriving from them expires, in accordance with the applicable regulations.
5. The recipient of your personal data
The data of the data subjects may be communicated within the context of the General Meeting to notaries, for the purpose of drawing up notarial instruments, or be accessible to the public to the extent that it is contained in the documentation available for consultation or stated at the General Meeting, or to third parties in the exercise of the right to information provided for by law.
6. International data transfers
The personal data of the data subject shall not be transferred internationally to third countries outside the European Economic Area.
7. Rights of the data subject
The data subject has the right to:
- Revoke, where appropriate, the consent granted, notwithstanding the legality of the processing carried out until that time.
- Access his or her personal data.
- Rectify inaccurate or incomplete data.
- Request the deletion of his or her data when, among other reasons, the data are no longer necessary for the purposes for which they were collected.
- Oppose the processing of his or her data by the Data Controller, in accordance with regulations.
- Request from the Data Controller the limitation of data processing when any of the conditions provided for in the applicable regulations are fulfilled.
- Request the portability of his or her personal data.
In this regard, the data subject is informed that his or her personal data will not be subject to automated individual decision-making (including profiling).
For the purposes of exercising the above rights, the data subject may contact, through a written communication at the Departament of Compliance - C/ Serrano Galvache, nº 56, Edificio Olmo, 6ª planta, 28033 Madrid, attaching a photocopy of his or her ID card or passport or by e-mail complianceofficer@edpr.com.
Lastly, when the data subject believes that the Data Controller has infringed the rights that are recognised by the applicable regulations on data protection, he or she will be able to file a complaint before the Spanish Data Protection Agency through its physical address C/ Jorge Juan, 6. 28001 - Madrid or the web page https://www.aepd.es/.
8. Technical and organisational measures
The Data Controller will process the personal data of the data subject, at all times, in an absolutely confidential manner while respecting the mandatory duty of secrecy with regard to them, in accordance with the provisions of the applicable regulations. Thereby adopting for this purpose the necessary technical and organisational measures that guarantee the security of the personal data and avoid their unauthorised alteration, loss, processing or access, taking into account the state of the art, the nature of the data stored and the risks to which they are exposed.
The General Shareholders' Meeting will take place on February 22nd, 2021, in Oviedo
Notice
The Board of Directors agree to convene an Extraordinary General Shareholders’ Meeting of EDP Renováveis, S.A. in the city of Oviedo, at the offices of the company located at Doctor Casal nº 3-5, on February 22nd, 2021, at 12:00 am on first call or, if there was no quorum, on second call, on March 1st , 2021, at the same place and time, with the following:
Number of shares and voting rights
At the date of the Notice of the Extraordinary General Shareholders’ Meeting the total number of shares and voting rights of EDP Renováveis, S.A. is 872,308,162.
The Board of Directors agree to convene an Extraordinary General Shareholders’ Meeting of EDP Renováveis, S.A. in the city of Oviedo, at the offices of the company located at Doctor Casal nº 3-5, on February 22nd, 2021, at 12:00 am on first call or, if there was no quorum, on second call, on March 1st, 2021, at the same place and time, with the following:
AGENDA:
First. Board of Directors: ratification of appointments of Directors by co-optation.
First A: Ratification of the appointment by co-option as Executive Director of Mr. Miguel Stilwell de Andrade.
First B: Ratification of the appointment by co-option as Dominical Director Mrs. Ana Paula Garrido Pina Marques.
First C: Ratification of the appointment by co-option as Independent Director of Mrs. Joan Avalyn Dempsey.
Second. Board of Directors: dismissal (separación) of Directors.
Second A: Dismiss (separar) Mr. António Luis Guerra Nunes Mexia of his position as Dominical Director.
Second B: Dismiss (separar) Mr. João Manuel Manso Neto of his position as Executive Director.
Third. Adjustment of the number of Members of the Board in twelve (12).
Fourth. Amendment of articles 12 (“Notice of General Meetings”) and 16 (“Chairman of the General Meetings”) of Articles of Association.
Fifth. Delegation of powers to the formalization and implementation of all resolutions adopted at the Extraordinary General Shareholders’ Meeting, for the execution of any relevant public deed and for its interpretation, correction, addition or development in order to obtain the appropriate registrations.
Proposals and Supporting Documents
Board of Directors: ratification of appointments of Directors by co-option.
First A: Ratification of the appointment by co-option as Executive Director of Mr. Miguel Stilwell de Andrade.
First B: Ratification of the appointment by co-option as Dominical Director Mrs. Ana Paula Garrido Pina Marques.
First C: Ratification of the appointment by co-option as Independent Director of Mrs. Joan Avalyn Dempsey.
Board of Directors: dismissal (separación) of Directors.
Second A: Dismiss (separar) Mr. António Luis Guerra Nunes Mexia of his position as Dominical Director.
Second B: Dismiss (separar) Mr. João Manuel Manso Neto of his position as Executive Director.
Adjustment to twelve (12) the number of Members of the Board of Directors.
Delegation of powers for the formalization and implementation of all resolutions adopted at the Extraordinary General Shareholders’ Meeting, for the execution of any relevant public deed and for its interpretation, correction, addition or development in order to obtain the appropriate registrations.
Extract minutes of the General Meeting
Intention to participate at the General Shareholders’ Meeting
To exercise their right to attend, shareholders who intend to participate at the General Shareholders´ Meeting are requested to communicate it in until the end of the sixth (6th) day trading day preceding the day in which the General Shareholders’ Meeting shall be held, until the end of February 12th, 2021 on first call and until the end of February 19th, 2021 if the necessary quorum is not reached, to both:
i. the Chairman of the Shareholders’ Meeting -being for such purpose, a template (that may be sent to the Company’s Offices at Calle Doctor Casal nº3-5, Oviedo, Spain; or to the email address shareholdersedpr@edpr.com) or an online application. Both means are available in this website,
ii. the entity or entities in charge of keeping track of the account entries.
In order to attend the meeting, shareholders’ shares must be recorded at their name in the corresponding account entry record in the fifth (5th) trading day preceding the day in which the General Shareholders´ Meeting shall be held, that is on first call February 15th, 2021 and, on second call, February 22nd, 2021. This circumstance must be proved by the appropriate ownership certificate indicating the number of shares registered in the name of the shareholder in the fifth (5th) trading day preceding the day on which the General Shareholders’ Meeting shall be held, which is requested to be submitted, to the Chairman of the Shareholders´ Meeting until the end of February 15th, 2021, if the meeting is held on first call, or at the end February 22nd, 2021 if the meeting is held on second call, by the entity or entities responsible for keeping track of the account entries, to the Company’s Headquarters, to the Company’s Offices at Calle Doctor Casal nº3-5, Oviedo, Spain, or to the email address shareholdersedpr@edpr.com without the need of prior blockade of the shares until the date of the General Shareholders´ Meeting. If the General Shareholders´ Meeting is held on first call, the said certificate of ownership must refer to the shareholder’s position as of 0:00 hour, February 15th, 2021. In the event, for the date of the meeting on second call, it must refer to the shareholder’s position as of February 22nd, 2021.
In order to identify the shareholders or their proxies as they access to the General Shareholders´ Meeting, attendees may be asked to present their national ID cards or any other official document generally accepted for these purposes, as well as the documentation proving such representation.
Shareholders who would like more detailed information about the instructions and requirements for exercising this right, may consult the Shareholder's Guide available on this website.
- Telematic application:
- Template Notification to attend:
Right of Representation
In accordance with the provisions of article 15 of the By-laws, all shareholders may be represented at the General Meeting by another person (even if they are not shareholders).
A model letter of representation is available to shareholders, which may be requested to the Investor Relations Department by telephone +34 902 830 700 between 9:00 and 7:00 p.m., through the email ir@edpr.com, or directly through the form available below for these purposes, as an Annex to this subsection.
Copies of the documents accrediting the representations must be sent to the Company’s Offices at Calle Doctor Casal nº3-5, Oviedo, (Spain); or the email address shareholdersedpr@edpr.com up to two (2) days before the day scheduled for the General Meeting in first call, that is, before the twenty-four (24:00) hours of February 20th, 2021.
This form must be completed and signed by the shareholder and the representative, without whose acceptance can not be exercised. To this end, the representative must also sign the representation document.
The person in whose favor the representation is conferred must exercise it by personally attending the Meeting, delivering the original document of representation at the shareholders entry tables, in the place and on the day designated for the General Shareholders' Meeting and from an hour before the scheduled time for the start of the meeting.
Shareholders who would like more detailed information on the instructions and requirements for exercising this right, may consult the Shareholder's Guide available on this website.
Distance voting
Pursuant to the terms of Article 15 of the Articles of Association, shareholders may vote on the proposals relative to the Agenda items, the day of the General Shareholders' Meeting, electronically or by post.
Mail-in Voting
In order to vote , shareholders may request the required documentation to exercise such right from the Company to the Investors Relations Department at Serrano Galvache, nº 56, Edificio Olmo, 7th Floor, 28033 Madrid, or via e-mail address at ir@edpr.com. Such request, also could be done by telephone at +34 902 830 700 between 9:00 and 19:00 hours. Such request, which must include the shareholder’s address, must be received by the Company no later than fifteen (15) calendar days before the scheduled date of the General Shareholders´ Meeting on first call. The documentation for the remote voting will be sent to the shareholders to his/her address or email if requested, and will include, among others, a ballot and a postage-paid return envelope. The shareholder must fill in the corresponding box on the ballot with an X to indicate his/her vote - in favour or against- the resolutions or to abstain.
The template ballot is also available to shareholders on this website.
The completed and signed ballot must be sent to the Company’s Offices at Calle Doctor Casal nº3-5, Oviedo (Spain), or to the email address shareholdersedpr@edpr.com). It is recommended that shareholders residing in Portugal use email address or the telematic application.
Electronic Voting
Shareholders who are entitled to attend the General Shareholders’ Meeting may vote electronically. To this end, they must express their intention to do so using the link on this website. Such intention, which must include an email address, must be received by the Company at least six (6) trading days in advance of the General Shareholders’ Meeting (by February 12th, 2021 for the meeting held on first call). The shareholder will then receive an email with a password and username which the shareholder must then insert in the appropriate places on the link in order to vote electronically.
Deadline for Receipt by the Company
Pursuant to the terms of Article 15 of the Articles of Association, mail-in votes and electronic votes must be received by the Company before midnight (24:00 hours) on the day before the scheduled meeting date on first call, i.e., before midnight (00:00 hours) on February 21st, 2021.
After that time, votes may only be cast in person at the General Shareholders´ Meeting by the shareholder or the shareholder’s proxy who has complied with the requirements for participation in the General Shareholders´ Meeting.