Telecel will hold a General Assembly of Shareholders on Wednesday, 31 March 1999, in Lisbon, Portugal, at 10:00 a.m., at Telecel’s headquarters, in its auditorium.
The agenda is the following:
1. Approval of the General Council activity report;
2. Approval of proposal of distribution of results;
3. To assess the management and fiscalization of the Company;
4. To alter the denomination of the share capital to euros and to redenominate the shares, the nominal value of each share being of 4,99 euros and the registered capital in the amount of 107.285.000 euros, the respective increase (for rounding purposes) being made through the incorporation of reserves (i) increase of the registered capital, through the incorporation of reserves, to 107.500.000 euros – the respective increase being in the amount of 215.000 euros – by increasing the nominal value of each share to 5 euros; (ii) alteration of the nominal value of each shares with the issuance of new shares to be distributed to the shareholders and (iii) amendment of article 4 paragraph 1 of the company’s by-laws. In sequence of the above mentioned, the Board of Management proposed that the share capital of the company is represented by 215,000,000 shares with the unitary nominal value of 0.50 euros, representing a split of 10 to 1.
5. To amend partially the company’s by-laws by altering articles 3, 4, 7, 11 and 12, deleting article 12, no. 4, and inserting a new article 3º-A.