ITEM 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On July 23, 2020, the Board of Directors of Southern Copper Corporation (the "Corporation" or the "Company") amended the Corporation's By-Laws to add provisions allowing virtual or remote stockholder meetings or hybrid meetings. In view of the mandatory quarantines worldwide caused by the Covid-19 pandemic, the Board of Directors of the Company deemed it advisable to amend the Company's By-Laws to allow the Company to hold future annual meetings of stockholders by remote or virtual means or to hold hybrid meetings. The new amendments will enable stockholders to participate either in person or remotely. The Board of directors also amended the Corporation's By-Laws to add conforming changes for virtual meetings of the Board of Directors or of the Board Committees.

The foregoing description of the amendments to the By-Laws is qualified in its entirety by reference to the full text of the Company's By-Laws, a copy of which is attached hereto as Exhibit 3.2 and incorporated herein by reference.

ITEM 5.07 Submission of Matters to a Vote of Security Holders

On July 24, 2020, Corporation held its 2020 Annual Meeting of Stockholders. The total outstanding voting securities eligible to vote were 773,058,869 shares of Common Stock. 749,255,039 shares, constituting approximately 96.92 % of the total outstanding shares eligible to vote at the meeting, were present in person or by proxy. The stockholders were asked to take the following actions:





1.   To elect our ten directors, who will serve until the 2021 annual meeting.

2. To ratify the selection by the Audit Committee of the Board of Directors of Galaz,Yamazaki, Ruiz Urquiza S.C., a member firm of Deloitte Touche Tohmatsu Limited, as our independent accountants for calendar year 2020.





3.   To approve, by non-binding advisory vote, our executive compensation.

PROPOSAL 1 - ELECTION OF DIRECTORS

The results of the vote were as follows:





                                                    Number of Shares
              Name                       For          Withheld      Broker Non-Votes
Germán Larrea Mota-Velasco            682,610,942     27,976,203        38,667,894
Oscar González Rocha                  678,956,971     31,630,174        38,667,894
Vicente Ariztegui Andreve             692,069,761     18,517,384        38,667,894
Alfredo Casar Pérez                   688,251,031     22,336,114        38,667,894

Enrique Castillo Sánchez Mejorada 683,431,033 27,156,112 38,667,894 Xavier García de Quevedo Topete 678,306,711 32,280,434 38,667,894 Rafael Mac Gregor Anciola

             692,097,438     18,489,707        38,667,894

Luis Miguel Palomino Bonilla 682,196,575 28,390,570 38,667,894 Gilberto Perezalonso Cifuentes 674,365,124 36,222,021 38,667,894 Carlos Ruiz Sacristán

                 682,173,659     28,413,486        38,667,894

PROPOSAL 2 - APPROVAL OF THE APPOINTMENT OF THE CORPORATION'S INDEPENDENT PUBLIC ACCOUNTANTS

The results of the vote were as follows:





               Number of Votes (1 vote per share)
  In Favor          Against        Abstain      Broker Non-Votes
  747,171,977       1,917,113       165,949                 0




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PROPOSAL 3 - APPROVAL, BY NON-BINDING VOTE, OF THE CORPORATION'S EXECUTIVE COMPENSATION

The results of the vote were as follows:





                Number of Votes (1 vote per share)
  In Favor          Against
 of Adoption       Adoption        Abstain       Broker Non-Votes
  705,006,244       5,351,435       229,466          38,667,894


ITEM 9.01  Financial Statements and Exhibits



(d)      Exhibits:



  Exhibit     3.2 By-Laws of the Corporation as last amended on July 23, 2020.

104         Cover Page Interactive Data File (embedded within the Inline XBRL document)


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