|Shareholders’ Meeting of 29/30.04.2013|
Entitlement to participate in the Shareholders’ Meeting:
Those holding voting rights at the end of the accounting day of the seventh trading day before the date set for the meeting in first call, which coincides with 18 April 2013 (record date), and for whom the Company has received the required communication from the authorised intermediary, are entitled to participate and vote in the Shareholders’ Meeting. Those who shall only become holders of shares after this date shall not be entitled to participate and vote in the meeting. The communication from the intermediary must reach the Company by the end of the third trading day before the date set for the meeting in first call. Holders are still entitled to participate and vote if the communications reach the Company after the aforesaid deadline, but before the start of the meeting’s business.
Procedure for participating and voting by proxy:
Each person entitled to participate in the Shareholders’ Meeting may be represented by written proxy pursuant to applicable provisions of the law, signing this form for proxy, which is also available in paper format at the registered office.
In compliance with Article 16 of the Articles of Association, no provision has been made for designation of a representative by the Company, pursuant to Article 135 undecies of Italian Legislative Decree 58/98 (Consolidated Finance Act).
Right to ask questions before the shareholders’ meeting:
Pursuant to Article 127-ter of Italian Legislative Decree 58/98 (Consolidated Finance Act) those entitled to vote may ask questions on the items on the agenda even before the shareholders’ meeting.
Questions must reach the Company three days prior to the date of the Shareholders’ Meeting in first call, together with the personal details of the asker (surname and name or corporate name in the case of entity or company, place and date of birth and tax code) and the certificate issued by the authorised intermediary, proving ownership of the shares as at 18 April 2013. Questions must be forwarded, to the attention of the Investor Relator, by registered letter with return receipt to the registered office or by fax to the number +3902528682238. Questions received prior to the Shareholders’ Meeting, within the aforesaid deadline, shall be answered at the latest during the meeting, with the Company being entitled to provide a single answer to questions with the same content. Questions that are not forwarded in compliance with the established procedures shall not be taken into consideration, unless they are reformulated during the meeting by attending Shareholders entitled to vote pursuant to applicable legislative and regulatory provisions.
Right to supplement the agenda:
Pursuant to Article 126-bis of Italian Legislative Decree 58/98 (Consolidated Finance Act) Shareholders who, even collectively, represent at least one fortieth of the share capital may request, within ten days of publication of the notice of call of the shareholders’ meeting, integration of the list of items to be discussed or submit proposals for resolution for items already on the agenda, indicating the additional matters or proposals for resolution in the request.
Integration is not permitted for matters on which the Shareholders’ Meeting deliberates upon proposal from the directors or on the basis of a project or a report that they have prepared, other than those indicated in Article 125-ter (1) of Italian Legislative Decree 58/98 (Consolidated Finance Act).
Requests must be submitted in writing by registered letter with return receipt to the registered office, to the attention of the Corporate Affairs Office, together with the certificate issued by the authorised intermediary, proving that the shares are owned by the requesting Shareholders, valid as at the date of the request.
Shareholders requesting integration of the agenda must draw up a report stating the reasons for the proposals to deliberate on the new items proposed for discussion, or the reasons for the additional proposals for resolution submitted on items already included in the agenda. The report must be delivered to the administrative body by the deadline for the submission of requests for integration.
Notice of any integrations to the agenda or of the submission of additional proposals for resolution on items already included in the agenda of the Shareholders’ Meeting shall be provided in the same forms established for publication of this notice, at least 15 days prior to the date set for the Shareholders’ Meeting in first call. On the same date, the Company shall make available to the public, according to the procedures set forth in Article 125 ter (1) of Italian Legislative Decree 58/98, the additional proposals for resolution on items already included in the agenda, the reports submitted by the Shareholders and any assessments by the Board of Directors. Anyone entitled to vote may individually submit proposals for resolution during the Shareholders’ Meeting.
The subscribed and paid-in share capital is EUR 1,700,000.00 divided into 34,000,000 ordinary shares, without nominal value, each of which entitling to a vote in the shareholders’ meeting.
|Last Updated on Friday, 17 May 2013 13:27|