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Basic Net SpA

Pre-Annual General Meeting Information Mar 12, 2024

4229_rns_2024-03-12_2ad7ad7e-30b4-4a0d-b37e-4da3b5bdbe48.pdf

Pre-Annual General Meeting Information

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SHAREHOLDERS' AGM CALL NOTICE

Shareholders are called to the Ordinary and Extraordinary Shareholders' Meeting at the registered office in Turin – Largo Maurizio Vitale, 1, for 11.00 AM on April 16, 2024 in single call, to consider motions on the following Agenda:

Ordinary session

    1. Statutory Financial Statements at December 31, 2023, accompanied by the Directors' Report, the Independent Auditors' Report and the Board of Statutory Auditors' Report. Resolutions thereon. Presentation of the Consolidated Financial Statements of the BasicNet Group at December 31, 2023.
    1. Proposal for the allocation of the net profit for the year 2023 and the distribution of a dividend. Resolutions thereon.
    1. Remuneration Policy and Report:
    2. 3.1 Remuneration Report: motions relating to the First Section as per Article 123-ter, paragraphs 3-bis and 3-ter, of Legislative Decree No. 58/1998.
    3. 3.2 Remuneration Report: resolutions relating to the Second Section as per Article 123-ter, paragraph 6, of Legislative Decree No. 58/1998
    1. Authorisation of the purchase and utilisation of treasury shares. Resolutions thereon.
    1. 2024-2027 Stock Grant Plan involving BasicNet S.p.A. ordinary shares. Resolutions thereon.

Extraordinary session

  1. Proposal to amend Articles 9 (Shareholders' Meetings) and 16 (Powers of the Board of Directors' and Representation in Law) of the By-Laws. Resolutions thereon.

Share capital disclosure at the call notice date

The share capital of Euro 31,716,673.04 comprises 54,000,000 ordinary shares without par value. Voting rights pertain to ordinary shares in circulation, which at the publication date of the present notice (excluding 4,405,750 treasury shares held by BasicNet S.p.A.) total 49,594,250.

Each ordinary share entitles the holder to one vote, except as provided in the By-Laws for increased voting rights.

The total amount of voting rights as of the date of this notice is 69,153,984. Any changes will be published on the Company's website within the terms of Article 85-bis of the Issuers' Regulation.

Attendance and representation at the Shareholders' Meeting

Those holding voting rights at the end of the seventh open market trading day before that fixed for the Shareholders' Meeting (April 5, 2024 – record date) and who have sent to the Company the relative communication through the appointed intermediary have the right to attend and vote at the Shareholders' Meeting. Those who hold shares only after April 5, 2024 will not have the right to attend or vote at the Shareholders' Meeting.

Those with voting rights may appoint a proxy to represent them at the Shareholders' AGM, utilising the proxy form downloadable on the website www.basicnet.com in the "Shareholders' AGM/2024" section. If for technical reasons the proxy form is not available in electronic form, it may be sent through requesting such by telephoning +390112617787. Proxy notification, including electronically, must comply with the instructions on the form.

Right to supplement the Agenda and present proposals on matters on the Agenda

In accordance with Article 126-bis of Legislative Decree 58/98 (CFA), Shareholders who represent, even jointly, at least one-fortieth of the share capital may request, within ten days of publication of the present notice, supplementation to the matters on the Agenda, indicating in the request the further matters to be included on the Agenda, or proposals on matters already on the Agenda (it being understood, in the latter regard, that the person who is entitled to vote may, in any case, submit resolution proposals individually at the Shareholders' Meeting). Supplementation is not permitted for matters on which the Shareholders' Meeting will vote, in accordance with law, on proposals of the Directors or concerning projects or reports other than those prepared in accordance with Article 125 ter, paragraph 1 of Legislative Decree 58/98 (CFA).

Requests should be presented in writing and received by the above date through registered letter with proof of sending to BasicNet S.p.A. – Corporate Affairs - Largo Maurizio Vitale, 1, 10152 Turin, or through certified email to [email protected], accompanied by a report on the proposed matters or further proposals on existing matters.

The declaration of share ownership by requesting Shareholders, as well as the equity interest required, must result from a specific communication of the filing intermediary, with effective date of the request date itself, sent to [email protected].

Any supplementation of the matters on the Shareholders' Meeting Agenda, or further proposals on matters already on the Agenda, will be published at least 15 days before the date fixed for the Shareholders' Meeting through the same publication manners as the present notice.

Right to submit questions before the Shareholders' Meeting

Shareholders who have the right to attend the Shareholders' Meeting may submit questions on matters on the Agenda, also before the Shareholders' Meeting, by April 5, 2024, through communication sent to BasicNet S.p.A. – Corporate Affairs - Largo Maurizio Vitale, 1, 10152 Turin, by fax to +39 0112617354, or through certified e-mail to [email protected].

The questions must be accompanied by the personal details of the requesting shareholder (name and surname or name of entity or company, place and date of birth and tax code). Those who declare ownership of shares until April 5, 2024 (record date) have the right to obtain a reply. For this purpose, a communication must be produced, effective until the above-mentioned date, declaring ownership of the shares by the applicant, issued by the filing intermediary and sent to the e-mail address [email protected]. Where the shareholder has requested from their filing intermediary the communication declaring the right to participate at the Meeting, it will be sufficient to include in the request the references of this communication that may have been issued by the intermediary or, at least, the name of the intermediary.

For questions sent by April 5, 2024, following verification of their relevance and the validity of the requesting party, response will be provided at the link:

www.basicnet.com/contenuti/datifinanziari/assembleeazionisti.asp by April 14, 2024.

Documentation and other information

The illustrative Directors' reports with the full text of the proposed motions and the further Shareholders' Meeting documentation required by the applicable regulations will be made available at the registered office, on the authorised storage mechanism 1NFO () and on the Company's website (www.basicnet.com) in the terms specified under the legislation in force.

Turin, March 8, 2024

The Chairman of the Board of Directors Marco Daniele Boglione

This notice will be published in shortened form in the "Il Giornale" daily newspaper on March 13, 2024

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