The appointment of the Board of Directors will be made on the basis of slates presented by shareholders who, jointly or separately, hold shares representing at least 1% of the ordinary share capital.
Pursuant to article 13 of the Company’s by-laws, each shareholder may present a single slate and each candidate may be presented in a single slate, on penalty of ineligibility.
The slates must be presented by 21 March 2025 at the registered office or via the e‐mail address assemblea@pec.inwit.it with valid exhibition of the certificates proving entitlement to exercise this right by 25 March 2025.
Registration of increases or decreases in the number of shares held in the accounts of the presenting shareholder after the date of filing of the slate shall have no effect on their entitlement to the exercise of their right.
The following documents must be filed with each slate:
- for each candidate, (i) acceptance of candidacy, (ii) a declaration certifying the non-existence of causes of ineligibility and incompatibility, as well as the possible possession of the independence requirements provided for by Legislative Decree No. 58/1998 (the Consolidated Law on Finance) and/or the Corporate Governance Code, (iii) an exhaustive report on personal and professional characteristics with an indication of the administration and control positions held in other companies. Any changes that may occur up to the day of the Shareholders’ Meeting shall be promptly notified to the Company;
- by the shareholders submitting the slate, information on their identity, with an indication of their total shareholding.
Consob recommends that shareholders filing “a minority slate” file together with the slate itself a declaration certifying the absence of affiliation relations, also indirectly, as specified in art. 147-ter, section 3 of the Consolidated Law on Financial Intermediation and art. 144-quinquies of Consob Regulation n. 11971/1999.
Shareholders intending to formulate proposals the term of office or the remuneration to be assigned to the Board being elected or intending to present a slate are invited to contact the Company’s Legal & Corporate Affairs office in advance to define all the necessary details.