Servizi Italia

AGM Information • Mar 7, 2024

Informazione Regolamentata n. 0868-24-2024	Data/Ora Inizio Diffusione 7 Marzo 2024 16:20:23		Euronext Star Milan
Societa'	:	SERVIZI ITALIA
Identificativo Informazione Regolamentata	:	187002
Utenza - Referente	:	SERVIZIITAN03 - Giliotti
Tipologia	:	REGEM; 3.1
Data/Ora Ricezione	:	7 Marzo 2024 16:20:23
Data/Ora Inizio Diffusione	:	7 Marzo 2024 16:20:23
Oggetto	:	The Board of Directors of Servizi Italia calls the Ordinary and Extraordinary Shareholders' Meeting
Testo del comunicato

Vedi allegato

7 March 2024

The Board of Directors of Servizi Italia calls the Ordinary and Extraordinary Shareholders' Meeting

Castellina di Soragna (PR), Italy, 7 March 2024

Servizi Italia S.p.A. (the "Company") announced today that the Board of Directors has resolved to call the Ordinary and Extraordinary Shareholders' Meeting at the Company's registered office, Via San Pietro 59/b, 43019 Castellina di Soragna (PR, Italy), on first call on 22 April 2024 at 10:30 a.m. and, if necessary, on second call on 23 April 2024, at the same place and time, to discuss and resolve on the following agenda:

ORDINARY PART

• 1. Separate financial statements as at 31 December 2023; Board of Directors' management report; Board of Statutory Auditors' Report and Independent Auditors' Report; allocation of the profit for the year; related and consequent resolutions; presentation of the consolidated financial statements as at 31 December 2023:
• 1.1 approval of the separate financial statements as at 31 December 2023 and of the Directors' Report on Operations of the Board of Directors;
• 1.2 allocation of the result for the year.
• 2. Remuneration policy pursuant to Article 123-ter of Legislative Decree No. 58 of 24 February 1998; Report on the remuneration policy and compensation paid pursuant to Article 123-ter of Legislative Decree No. 58 of February 24, 1998; related and consequent resolutions;
• 2.1 approval of the remuneration policy outlined in the first section of the Report on Remuneration Policy and Compensation Paid;
• 2.2 advisory vote on the second section of the Report on Remuneration Policy and Compensation Paid.
• 3. Authorization to purchase and dispose of treasury shares and to perform transactions on them, subject to revocation of the previous resolution, with regard to the unused portion; related and consequent resolutions.
• 4. Renewal of the Board of Directors; inherent and consequent resolutions:
• 4.1 determination of the number of members of the Board of Directors;
• 4.2 determination of the term of office of the Board of Directors;
• 4.3 appointment of the members of the Board of Directors and the President;
• 4.4 determination of the compensation in total terms of the members of the Board of Directors.

5. Appointment of statutory auditors for the period 2024-2032 and determination of the corresponding fee; resolutions pertaining thereto.

EXTRAORDINARY PART

1. Proposal to amend Articles 2 and 11 of the Articles of Association; inherent and consequent resolutions.

At the extraordinary session, the proposed amendments that will be submitted to the Shareholders' Meeting concern the inclusion of certain formal and non-substantive clarifications in the corporate purpose and the attribution to the Company's Board of Directors, in light of recent regulatory approaches, of the power to provide in the notice of call of the Shareholders' Meeting that attendance and the exercise of voting rights may take place, even exclusively, through the representative designated by the Company pursuant to Article 135-undecies of Legislative Decree No. 58/1998.

Regarding the third item on the agenda of the ordinary part of the Shareholders' Meeting relating to the proposed renewal of the authorization of the Shareholders' Meeting regarding the purchase and disposal of treasury shares, subject to the revocation of the resolution adopted by the Shareholders' Meeting on 20 April 2023 to the extent not used, it should be noted that the reasons underlying the request for authorization are specified in detail in the aforementioned Explanatory Report pursuant to Article 125-ter of the TUF, which will be made available to the public, within the terms of applicable laws and regulations, at Company's registered office, on the website ir.servizitaliagroup.com and on the authorized storage mechanism eMarket Storage www.emarkestorage.com.

The proposal provides that: the maximum number of shares that can be purchased (taking into account the shares already held by the Company from time to time) corresponds to the fifth part of the Company's share capital; the authorization to purchase would be valid for a period of 18 months, while the duration of the authorization to dispose of treasury shares would be without time limits; the purchase transactions may be carried out in accordance with the terms and conditions, to be identified from time to time by the Board of Directors in compliance with Art. 5 of EU Reg. no. 596/2014, art. 132 of the TUF, art. 144-bis of the Regulations adopted by Consob resolution no. 11971/99, accepted market practices and/or the guidelines of the Supervisory Authority (so as to benefit, where applicable, from the protection provided by EU Reg. No. 596/2014 or accepted market practices), in any case in such a way as to ensure equal treatment among Shareholders and compliance with any applicable regulations, including European standards (including, in particular, the regulatory technical standards adopted to implement MAR). The unit purchase price of the shares may not be 20% higher or 20% lower than the weighted average of the official share prices recorded by the Italian Stock Exchange in the 3 days prior to the purchase or announcement of the transaction, depending on the technical methods used.

We herewith inform that, as of 1 March 2024, the Company holds 2,562,102 treasury shares, representing approximately 8.05% of the share capital. On the other hand, the Company does not hold any of its own shares through subsidiaries, trusts or intermediaries.

PUBLICATION OF DOCUMENTATION

The notice of the Ordinary and Extraordinary Shareholders' Meeting will be published within the terms of applicable laws and regulations on Company's website ir.servizitaliagroup.com, as well as on the authorized eMarket Storage system and, in extract, in the daily newspaper Italia Oggi on 8 March 2024.

The illustrative Reports of the Board of Directors drafted pursuant to Article 125-ter of the TUF will be made available to the public within the terms of applicable laws and regulations at Company's registered office, published on ir.servizitaliagroup.com (Corporate Governance > Shareholder Meeting > 2024), as well as at the authorized eMarket Storage system www.emarkestorage.com.

In the same way, the following documentation will be available within 1 April 2024: the Annual Financial Report as at 31 December 2023 (including, inter alia, the Separate Financial Statements as at 31 December 2023, the Directors' Management Report and the proposed resolutions on the first item on the agenda), Reports of the Board of Statutory Auditors and Independent Auditors, the Consolidated Non-Financial Statement pursuant to Legislative Decree No. 254/16, the Annual Report on corporate governance and ownership structure and the Report on remuneration policy and remuneration paid drafted pursuant to Article 123-ter of the TUF together with the lists presented for the renewal of the Board of Directors will be made available to the public by the same means.

The remaining useful documentation for the Shareholders' Meeting will be published within the terms and in the manner required by law and regulations.

This press release is disclosed using emarket SDIR system and it is now available on Company's website (www.servizitaliagroup.com) as well as on eMarket STORAGE system ().

Servizi Italia S.p.A., a company based in Castellina di Soragna (PR) and listed on Euronext STAR Milan., has been a leader in Italy in the field of integrated rental, washing and sterilization services for textile materials and medical devices in the healthcare sector for over 35 years. The company, which together with its Italian and foreign subsidiaries forms the Servizi Italia Group, has a highly technological production platform, articulated in over 50 production plants in 6 countries and counts about 3,700 employees and collaborators: these are the numbers with which Servizi Italia contributes daily to the health and safety of professionals, patients and workers, respecting ethics and the environment in which it operates.

For further information:

Investor Relations Media Relations Servizi Italia Axelcomm S.r.l. Pietro Giliotti Arturo Salerni Tel: +39 0524598511 Tel. +39 338 52 20 260 investor@servizitaliagroup.com arturo.salerni@axel-comm.it

LinkedIn | Facebook | Web | YouTube

Fine Comunicato n.0868-24-2024	Numero di Pagine: 5
--------------------------------	---------------------