- At its first meeting the Board of Directors names Laura Zanetti as Chair and confirms Carlo Pesenti as company Chief Executive Officer and Chief Operating Officer.
- Giampiero Pesenti appointed Honorary Chairman.
- AGM approves distribution of an ordinary dividend of 1 euro per share (0.4 euro for 2015), for an overall dividend of 22.9 million euro (16.3 million euro for 2015) to be paid on May 10, 2017.
- Shareholders approve 1:2 stock split taking the 23,816,900 ordinary shares representing share capital to 47,633,800 shares, effective as from next May 15
- After approval of the project by the shareholders, the Board of Directors decides to execute the partial voluntary public tender offer, announced last March 2, on Italmobiliare shares for a maximum amount of 100 million euro. Once the necessary approvals have been obtained, the offer should be launched after the stock split and be completed by the end of July.
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At today’s annual general meeting, the shareholders of Italmobiliare S.p.A. elected the new Board of Directors and Board of Statutory Auditors, to hold office for three years (until approval of the 2019 financial statements). Giampiero Pesenti was appointed company Honorary Chairman by acclamation.
The new Board of Directors, which again has 14 members, sees the entry of new directors Vittorio Bertazzoni, Mirja Cartia D’Asero, Valentina Casella, Chiara Palmieri, Livia Pomodoro, who join the re-elected directors Giorgio Bonomi, Sebastiano Mazzoleni, Luca Minoli, Carlo Pesenti, Clemente Rebecchini, Livio Strazzera, Massimo Tononi and Laura Zanetti (all from the list presented by Compagnia Fiduciaria Nazionale) and the newly elected Antonio Salerno (from the list presented by RWC European Focus Fund).
The majority of the 14 directors elected today, with application of the Consolidated Law on Finance [TUF] and the valuation parameters of the Code of Conduct, qualify as “independent directors” (Vittorio Bertazzoni, Mirja Cartia D’Asero, Valentina Casella, Chiara Palmieri, Livia Pomodoro, Antonio Salerno, Livio Strazzera, Massimo Tononi). Clemente Rebecchini and Livia Zanetti are independent with application of TUF. The AGM also elected the new Board of Statutory Auditors, confirming the previous members Francesco Di Carlo (Chairman, from the minority listed presented jointly by the shareholders RWC Asset Management, Amber Global Opportunities and Fidelity Funds), Angelo Casò and Luciana Ravicini (acting auditors, from the list presented by Compagnia Fiduciaria Nazionale). 2 At its first meeting, held immediately after the AGM, the Board of Directors ascertained the independence of the directors and statutory auditors, and named the company officers. Laura Zanetti was named Chair and Carlo Pesenti was confirmed as Chief Executive Officer and Chief Operating Officer. Livia Pomodoro and Livio Strazzera are the new Deputy Chair. The members of the Executive Committee are Laura Zanetti, Livia Pomodoro, Livio Strazzera, Carlo Pesenti, Luca Minoli, Massimo Tononi.
In compliance with the Code of Conduct promoted by the Corporate Governance Committee, the directors named, for the three-year period 2017-2019, the Risks Committee (Giorgio Bonomi, Mirja Cartia D’Asero, Valentina Casella), the Committee for Transactions with Related Parties (Mirja Cartia D’Asero, Valentina Casella, Livia Pomodoro), the Remuneration Committee (Vittorio Bertazzoni, Chiara Palmieri, Massimo Tononi). The members of the Supervisory Body are Paolo Sfameni, Dino Fumagalli, Delia Strazzarino. Carlo Pesenti was named executive director responsible for the internal control and risk management system. Guido Biancali was confirmed as “Manager in charge of preparing the financial reports”. The curriculum vitae of each director is available on the website www.italmobiliare.it
