Pre-Annual General Meeting Information • Mar 25, 2015
Pre-Annual General Meeting Information
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Sabaf shareholders are called to the Ordinary Shareholders' Meeting at the registered office at Via dei Carpini 1, Ospitaletto (BS) at 10.30 am on 5 May 2015 (single call) to discuss and vote on the following.
The share capital of Sabaf S.p.A., fully subscribed and paid-in, is $\leq 11,533,450$ , consisting of 11,533,450 ordinary shares with a nominal value of $\in$ 0.00 per share. On the date of publication of this notice, the Company held 507 treasury shares, equal to 0.004% of the share capital.
Pursuant to article 126-bis of Legislative Decree 58/1998, shareholders who, also jointly, represent at least one fortieth of the share capital may request the inclusion of additional items on the agenda, indicating the proposed items within the request, within ten days of the publication of this notice, or present resolution proposals on items already on the agenda.
Within the aforementioned ten day period, proposing shareholders must present a report that sets out the reasons for the resolution proposals on the new items that they propose to discuss or the reason behind their submission of further proposals on items already on the agenda.
Additions are not permitted for items on which the Shareholders' Meeting votes, in accordance with the laws in force. on the proposal of the directors or based on a project or report prepared by the directors.
Via Dei Carpini, 1 - 25035 Ospitaletto - Brescia - Italia Cap. Soc. Euro 11.533.450 int.vers. - Reg. Imp. di Brescia N. 52821 Tel: +39 030 6843001 - Fax +39 030 6848249 - [email protected] - [email protected] - www.sabaf.it
Re dei acc and sha quests for ad i Carpini 1, companied b d the relativ areholding, an dditional item Ospitaletto y information ve percentag nd a report o ms to be discu (BS), or by n about the id ge of the sha on the propos ussed or new e-mail to th dentity of the are capital h ed issues to b w proposals m he certified e shareholder held, along w be discussed. must be sent b mailbox sab rs who submi with a certif . by registered [email protected] itted it, statin ficate attestin d mail to the baf.it. The re ng the total n ng to the ow Company at equest must number of sha wnership of Via be ares the
No acc day be sam otice of additi cording to th ys before the made availa me time as th ions to the ag e same proce e date set for able to the pu he publication genda or the edures set ou the meeting ublic accordin n of the prese presentation ut for the pub (single call). ng to the pro entation notic of further pr blication of th Further reso ocedures set o ce. roposals on it his notice call olution propos out in article ems already ing the Share sals for items 125–ter, par on the agend eholders' Mee s already on ragraph 1, of da shall be giv eting, at least the agenda s the TUF, at ven t 15 hall the
Pu Me pur tra dec Sha rsuant to arti eeting are th rsuant to app ading day pre creases of vo areholders' M icle 83-sexies hose with vo plicable legisl eceding the oting rights r Meeting. s of Legislativ oting rights b lation, on the date set for recorded in ve Decree 58 based on com e basis of acc the Meeting the accounts /1998 and ar mmunication ounting entri g (single call) s after this d rticle 9 of the n made to th ies as at the e ), that is 23 date shall hav e by-laws, par he Company end of the ac April 2015. ve no effect rties authoris by a licens ccounting day Registration on the right sed to attend ed intermedi y on the seve of increases t to vote at the iary enth s or the
Par Par the rties who bec rties entitled e laws and re come entitled to vote at th gulations in f d to vote after e Shareholde force, by sign r that date do ers' Meeting m ning the proxy o not have a r may be repre xy form availa right to attend esented by pr able at the reg d and vote at oxies, within gistered offic t the Shareho the limits of ce at Via dei C lders' Meetin and pursuan Carpini 1, 25 ng. nt to 035
OS SPITALETTO O (BS), or in th he Investor R Relations sect tion of the we ebsite www.s abaf.it.
Pro of rep un oxies may be the Adminis presentative d der his/her o e sent by regi stration and delivers or se own responsib istered mail t Finance Dep ends to the Co bility the con to Sabaf S.p.A partment) or ompany a cop formity of the A., Via dei Ca r by e-mail py of the pro e copy to the arpini 1, 2503 to the certif oxy form, also e original and 35 OSPITALE fied mailbox: o in electronic the identity o ETTO (BS) ( : sabaf@lega c format, he/ of the delega for the attent al.sabaf.it. If /she must cer nt. tion the rtify
Th he proxy shall l only be effec ctive with reg gard to the pr roposals for w which voting instructions h have been giv ven.
Th 58/ he Company h /1998. has not appoi inted any Sha areholder Rep presentative, pursuant to a article 135-un ndecies of Le egislative Dec cree
It w will not be po ossible to vote e by mail or e electronically y.
Pu on rsuant to arti the agenda, icle 27-ter of also prior to f Legislative D the Sharehold Decree 58/19 ders' Meeting 998, holders g. of voting righ hts may subm mit questions regarding ite ems
Qu to uestions must the certified m t be sent in w mailbox saba writing by reg [email protected] gistered mail af.it. to the Comp pany at Via d ei Carpini 1, Ospitaletto ( (BS), or by em mail
Sha aft aut aut inc areholders pr er submitting thorised inter thorised inter clude in the re roviding proo g a question rmediary reg rmediary issu equest the ref of of ownersh n and follow arding their s ue communic ference detai hip have the wing the sam share owners cation of their ls of any com right to rece me procedure ship, valid as r entitlement mmunication eive a respon e as establish of that date. t to attend the issued by the nse: to this e hed for that, If the shareh e Shareholde e intermediary end, they mu , certification holder has re ers' Meeting, y. st produce, a n issued by quested that it is sufficien also the the nt to
Fo req res r questions d questing part serves the righ delivered by ty have been ht to provide 6.00 pm on n established, e a single resp 2 May 2015 , responses w ponse to ques 5, once the p will be provi stions with th pertinence of ided at the la he same conte f the question atest during ent. n and the en the Meeting ntitlement of g. The Comp the any
Pu Sta Me ow sha day rsuant to art atutory Audit eeting (single wners of ordi areholding m y on which th ticles 12 and tors is based e call), i.e. by inary shares must be shown he lists are su 18 of the co on the list of y 10 April 20 representing n in the appr ubmitted, at le ompany by-la f candidates s 015. Only tho g not less th ropriate comm east 21 days b aws, the app submitted to ose holding v han 2.5% of munications before the M ointment of the company voting rights f the ordinar that must re eeting (and th the Board of y headquarter who, alone ry share cap ach the Com herefore by 1 f Directors a rs at least 25 or together pital may su mpany, if not 14 April 2015 nd the Board days before with others, ubmit lists. T available on ). d of the are This the
Fo eac by ord r the appoint ch other in ac 13 April 201 dinary shares tment of the ccordance w 15. In this cas s. Board of Sta with applicable se, the minim atutory Audito e regulations mum percenta ors, if only o are submitte age of owner ne list is sub ed by 10 Apr rship necessa mitted or onl il 2015, addit ary to submit ly lists that a tional lists m a list is lowe are connected may be submit ered to 1.25% d to tted % of
Fo res of ww No com ww r the terms spectively in Statutory Au ww.sabaf.it. A ote that the li mpany head ww.sabaf.it. relating to t articles 12 an uditors, as w Any lists or in sts furnished dquarters, at the submittin nd 18 of the well as the in ndividual can with the doc Borsa Italia ng of lists an company bynstructions g ndidatures w cumentation ana S.p.A. a nd accompan -laws for the given in the which do not required by t and in the I nying docum appointment Investor Rel comply with the by-laws w nvestor Rela entation, refe t of the Board lations sectio h all legal pro will be made ations section fer to the pro d of Director on of the Co ovisions are available to t on of the co ovisions set rs and the Bo ompany web considered n the public at ompany web out oard bsite null. the bsite
Th pro law reg he documenta oposals on th ws in force. S gistered office ation relating he agenda item Shareholders e of the Comp g to the Sha ms, will be m and holders pany and in t areholders' M made available of voting righ the Investor R Meeting, inclu e to the public hts may obta Relations sect uding the Bo c by the dead ain copies. Th tion of the co oard of Direc dline and in th his document ompany webs ctor's report he manner es tation will be site www.sab and the vot stablished by e available at af.it. ting the the
Os spitaletto, 24 March 2015
Chairman o SABAF of the Board o Giusep F S.p.A. of Directors ppe Saleri
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