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Maria Pinelli is qualified to serve on our Board of Directors due to her previous leadership roles, international business experience, financial acumen and extensive experience in advising growth companies. Pinelli not only possesses a solid financial and business background but also a significant experience in strategic initiatives and innovation projects involving large multinational companies at a global level.

Maria Pinelli. For this multi-billion dollar business, Ms. Prior to leading this global business of EY, Ms. In this role, Ms. Pinelli led a team of over 5, professionals serving high growth private, pre IPO companies, public and private equity backed businesses.

Globant S.A. 6-K Mar. 3, AM | Seeking Alpha

As a recognized expert commentator on the trends that are driving global activity in the IPO market, entrepreneurship and innovation, and economic growth, Ms. Following her global role, from Ms. After careful review of the merits of Ms. Pinelli as a director of the Company for a term to expire on the date of the annual general meeting of shareholders of the Company to be held in Approval and ratification of the adoption and implementation of the Globant S. Draft resolution Resolution XII. The Compensation Committee notes that the purpose of the Plan is to advance the interests of the Company and its shareholders by providing an incentive to attract, retain and reward certain eligible employees of the Company and by motivating such persons to contribute to the growth and profitability of the Company.

Further, the Compensation Committee notes that the Company seeks and hires talent from different markets globally and that the adoption of the Plan is necessary for the Company to be able to offer similar benefits as other competing companies that already have employee stock purchase plans in place which are similar to the Plan. The Compensation Committee notes that pursuant to a benchmark executed by the Company, the terms of the Plan are within market practice for this type of benefits.

The main terms of the Plan are outlined below, and a copy of the Plan has been made available as material for this Annual General Meeting of Shareholders along with this convening notice:. Common Shares Subject to the Plan:. Common Shares issued under the Plan may consist of Common Shares reacquired in open market purchases.

The Company intends to adopt a 10b plan in furtherance of such share repurchases. The authorization is valid for a period ending five years from the date of the general meeting or the date of its renewal by a subsequent general meeting of shareholders. Each employee of a participating company is eligible to participate in the Plan except a with respect to the Section Plan, any employee who is customarily employed by the participating company group for 20 hours or less per week or for not more than five months in any calendar year, and b that with respect to the Non Plan, the Compensation Committee may determine that only certain categories of employees of a participating company may be eligible to participate in the Plan, excluding all other employees of such participating company.

However, an employee may not be granted rights to purchase Common Shares either under the Section Plan or the Non Plan, if such employee immediately after the grant would own Common Shares or options to purchase Common Shares possessing 5. Operation of the Plan; Participant Contributions:. The Plan will typically be implemented through consecutive six-month offering periods, and permits participants to purchase Common Shares through payroll deductions of up to The Non-United States Offering shall provide another method for payment of the purchase price with such terms and conditions as shall be administratively convenient and comply with applicable local law.

Purchase Price; Timing of Purchases:. Amounts deducted and accumulated from participant compensation will be used to purchase Common Shares at the end of each offering period. Under the terms of the Plan, with respect to participants in the Section Plan, the purchase price of the shares shall not be less than On the offering date of each offering period, each participant in such offering period will be automatically granted an option to purchase the lesser of a that number of whole Common Shares determined by dividing the Dollar Limit as defined below by the fair market value of a Common Share on such offering date or b the Share Limit as defined below.

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The Compensation Committee may, in its discretion and prior to the offering date of any offering period, i change the method of, or any of the foregoing factors in, determining the number of Common Shares subject to purchase rights to be granted on such offering date, or ii specify a maximum aggregate number of Common Shares that may be purchased by all participants in an offering or on any purchase date within an offering period. For purposes of the preceding sentence, the fair market value of Common Shares purchased during a given offering period shall be determined as of the offering date for such offering period.

If insufficient Common Shares remain available under the Plan to permit all participants to purchase the number of Common Shares to which they would otherwise be entitled, the Compensation Committee will make a pro rata allocation of the available Common Shares in as uniform a manner as practicable and as the Company determines to be equitable.

Any amounts withheld from participants' compensation in excess of the amounts used to purchase Common Shares will be refunded, without interest.

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Administration, Amendment or Termination of the Plan:. In accordance with the terms of the Plan, the Compensation Committee will administer the Plan, including, but not limited to, have full authority to interpret the terms of the Plan, have the discretion to determine from time to time which subsidiaries shall be participating companies in the Plan, designate from time to time those participating companies whose eligible employees may participate in the Section Plan and those participating companies whose eligible employees may participate in the Non Plan, establish additional or alternative offering periods, different durations for offering periods or different commencing or ending dates for offering periods.

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Further, the Compensation Committee, as administrator of the Plan, may at any time amend, suspend or terminate the Plan, except that a no such amendment, suspension or termination shall affect purchase previously granted under the Plan unless expressly provided by the Compensation Committee, and b no such amendment, suspension or termination may adversely affect a purchase right previously granted under the Plan without the consent of the participant, except to the extent permitted by the Plan or as may be necessary to qualify the Plan as an employee stock purchase plan pursuant to Section of the Code or to comply with any applicable law, regulation or rule.

In addition, to the extent required under Section of the Code or other applicable law, regulation or rule , an amendment to the Plan must be approved by the shareholders of the Company within 12 months of the adoption of such amendment if such amendment would authorize the sale of more Common Shares than are then authorized for issuance under the Plan or would change the definition of the corporations that may be designated by the Compensation Committee as "Participating Companies" as defined in the Plan.

Notwithstanding the foregoing, in the event that the Compensation Committee determines that continuation of the Plan or an offering would result in unfavorable financial accounting consequences to the Company, the Compensation Committee may, in its discretion and without the consent of any participant, including with respect to an offering period then in progress: i terminate the Plan or any offering period, ii accelerate the purchase date of any offering period, iii reduce the discount or the method of determining the purchase price in any offering period e.

If the acquiring or successor corporation does not assume or substitute for outstanding purchase rights, then the purchase date of the offering periods then in progress will be accelerated to a date prior to the change in control. The Plan will continue in effect until terminated by the administrator.

After careful review and consideration, the Compensation Committee recommends a vote FOR the approval and ratification of the adoption and implementation of the Globant S. Each of the items to be voted on the Meeting will be passed by a simple majority of the votes validly cast, irrespective of the number of common shares present or represented at the Meeting.

Right to Amend the Content of the Agenda. Kennedy L, Luxembourg or by e-mail to: gcoffice globant. The request shall be further accompanied by a certificate evidencing the shareholding of such shareholder s on the Record Date and the mailing address or e-mail address of the shareholder which the Company may use in order to deliver the acknowledgment of receipt of such request. Share Capital of the Company.

On the date of this Convening Notice, the Company has forty million thirty-nine thousand seventy-eight 40,, common shares, of which one hundred thirty-eight thousand one hundred fifty-two , are treasury shares held by us. Each common share is entitled to one vote. Right to Participate in the Meeting. Any shareholder who holds one or more common shares s of the Company on March 2, , at Upon request to gcoffice globant.

The health and well-being of our shareholders is our top priority. In view of the ongoing COVID pandemic and the related limitations on travel and large gatherings, the Company is taking precautionary measures in line with the guidance from public health authorities and therefore encourages you to opt for voting by ballot paper or submitting your votes through a broker, as detailed below. All shareholders wishing to participate in person or by voting through a proxyholder in the Meeting shall notify the Company thereof at the latest on March 29, , in writing by mail or by e-mail.

Shareholders whose common shares are held in book-entry form through the operator of a securities settlement system or with a professional depositary or sub-depositary designated by such depositary should request from their operator or depositary or sub-depositary a certificate certifying the number of common shares recorded in their account on the Record Date. In addition to the aforementioned notification, to participate and vote in the Meeting, such shareholders whose common shares are held in book-entry form through the operator of a securities settlement system or with a professional depositary or sub-depositary designated by such depositary shall submit a copy of the certificate via their custodian bank by mail or by e-mail to the Company at the latest on March 29, , at If you wish to attend the Meeting you must notify the Company thereof no later than on March 29, Shareholders need not be present at the Meeting in person, they may appoint a proxyholder.

Such appointment shall be made in writing and it shall be notified to the Company no later than In the case of common shares owned by a corporation or any other legal entity, individuals representing such entity who wish to attend the Meeting in person and vote at the Meeting, on behalf of such entity must present evidence of their authority to attend and vote at the Meeting, by means of a proper document such as a special power-of-attorney issued by the entity represented. A copy of such power-of-attorney or other proper document should be filed not later than Address for filing powers-of-attorney:.

Attention: Sol Mariel Noello. Email: gcoffice globant. To vote by ballot paper, holders of common shares other than through a brokerage account must complete ballot papers. In order for the votes to count, ballot papers must be received by AST at the return address or email indicated on the ballot papers, no later than If you hold your shares through a brokerage account, please contact your broker to receive information on how you may vote your shares.

In order for the votes to count, votes shall be received by AST before Yours faithfully,. For the Board of Directors of the Company. Title: Chairman of the Board of Directors. When shares are held jointly, each holder should sign. When signing as executor, administrator, attorney, trustee or guardian, please give full title as such. If the signer is a corporation, please sign full corporate name by duly authorized officer, giving full title as such.

If signer is a partnership, please sign in partnership name by authorized person. To change the address on your account, please check the box at right and indicate your new address in the address space above. Please note that changes to the registered name s on the account may not be submitted via this method. The undersigned acknowledges receipt of the Convening Notice from the Company in advance of the execution of this proxy. Vote on discharge quitus of the members of the Board of Directors for the proper exercise of their mandate during the financial year ended December 31, With e-Consent, you can quickly access your proxy material, statements and other eligible documents online, while reducing costs, clutter and paper waste.

Enroll today via www. MAIL - Sign, date and mail your proxy card in the envelope provided as soon as possible.