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Moncler
AGM Information • Apr 22, 2021
4110_agm-r_2021-04-22_f0adb771-b5a8-4961-bedf-fb2b53b1e116.pdf
AGM Information
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| Informazione Regolamentata n. 1218-49-2021 |
Data/Ora Ricezione 22 Aprile 2021 12:26:25 |
MTA | |
|---|---|---|---|
| Societa' | : | MONCLER S.P.A. | |
| Identificativo Informazione Regolamentata |
: | 145713 | |
| Nome utilizzatore | : | MONCLERN03 - Bonante | |
| Tipologia | : | 1.1 | |
| Data/Ora Ricezione | : | 22 Aprile 2021 12:26:25 | |
| Data/Ora Inizio Diffusione presunta |
: | 22 Aprile 2021 12:26:26 | |
| Oggetto | : | Ordinary Shareholders' Meeting | |
| Testo del comunicato |
Vedi allegato.
MONCLER GROUP
THE ORDINARY SHAREHOLDERS' MEETING OF MONCLER S.P.A. APPROVED THE FINANCIAL STATEMENTS FOR FY 2020 AND A DIVIDEND DISTRIBUTION OF 0.45 EUROS PER SHARE
- · The Ordinary Shareholders' Meeting also:
- voted in favor of the second section of the Remuneration Report regarding the compensation paid;
- approved the request of authorization to purchase and dispose of treasury shares;
- approved the engagement of statutory audit to Deloitte&Touche for the financials years from 2022 until 2030;
- appointed Carlo Rivetti as new Director of Moncler S.p.A.
- · The Consolidated Non-Financial Statement for fiscal year 2020 was presented to the Shareholders' Meeting
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Milan, 22 April 2021 -The Ordinary Shareholders' meeting of Moncler") held today, in a single call led by the Company's Chairman Remo Ruffini.
Financial Statements
The Ordinary Shareholders' Meeting approved the Moncler Financial Statements for FY 2020 and approved the distribution of a gross dividend of 0.45 euros per share, with a coupon date of 24 May 2021, a payment date on 26 May 2021 and record date for determining the right to the dividend on 25 May 2021.
The Consolidated Financial Statements for the year ending 31 December 2020 were also presented during the session and showed consolidated revenues of 1,440.4 million euros, and net income of 300.4 million euros.
Consolidated Non-Financial Statement for Fiscal Year 2020
Today Moncler presented its 2020 Consolidated Non-Financial Statement, a report prepared separately from the Financial Statement.
Prepared in accordance with the provisions of Italian Legislative Decree 254/2016 and with the Global Reporting Initiative Sustainability Reporting Standards), the Consolidated Non-Financial Statement describes all the main social, environmental and economic activities performed during 2020. It also publicly updates the work in progress on the medium to long-term goals of the Sustainability Plan Moncler Born to Protect, which are the expression of the Group's commitment to a sustainable growth taking into consideration wider stakeholders' interests.
In this regard, it is worth noting that, in order to continue to improve the transparency of the ESG (Environmental Social Governance) performance and facilitate the comparability of the data and information provided to different stakeholders, starting from this year Moncler also started integrating some indicators provided by the Sustainability Accounting Standards Board (SASB) with the aim of gradually expanding disclosures in subsequent publications.
Report on the Policy regarding Remuneration and Fees paid
The Ordinary Shareholders' Meeting voted in favor of the Res paid contained in the second section of the Report on the policy regarding Remuneration and Fees paid prepared by the Board of Directors pursuant to art. 123-ter, paragraph 4, of the Legislative Decree no. 58 of 24 February 1998 (the "Consolidated Law on Finance").
The Report on the policy regarding Remuneration and Fees paid is available on the Company's website www.monclergroup.com, in the "Governance/Shareholders' Meeting" and "Governance/Remuneration" Sections.
Authorization to purchase and dispose of treasury shares
The Ordinary Shareholders' Meeting, having revoked - for the non-executed part - the authorization to purchase and dispose of ordinary shares held by the Company granted by the Shareholders' Meeting on 11 June 2020, has resolved to authorize the purchase and disposal of the Company's treasury shares, pursuant to the terms and conditions provided by the resolution proposal approved by the Board of Directors on 18 February 2021 and illustrated in the related report available on the Company's website www.monclergroup.com, in the "Governance/Shareholders' Meeting" Section.
Engagement of the Audit Firm for financials years 2022 - 2030
The Ordinary Shareholders' Meeting, acknowledging the Board of Statutory Auditors, as internal control and audit committee, containing its recommendation with respect to the entrustment of the statutory audit engagement for the financial years between 2022 and 2030, resolved to entrust the audit engagement to the auditing firm Deloitte&Touche S.p.A.
Composition of the Board of Directors
The Ordinary Shareholders' Meeting, amending the resolution taken on 16 April 2019, resolved to increase from 11 to 12 the number of members of the Board of Directors (which will remain in office until the date of the Shareholders' Meeting called for the approval of the financial statements as of 31 December 31 2021) as well as to appoint as new Director Carlo Rivetti. The curriculum vitae of Carlo Rivetti is available on the Company's website www.monclergroup.com, section "Governance / Board of Directors".
As disclosed to the market, the entry of Carlo Rivetti in the Board of Directors of Moncler is provided for in the investment and shareholders' agreement signed between Ruffini Partecipazioni Holding of shareholdings fully controlled by Remo Ruffini) and the shareholders of Sportswear Company S.p.A., that owns the Stone Island brand, on 23 February 2021, simultaneously to the agreements relating the acquisition by Moncler of the entire corporate capital of SPW. In respect to the appointment of Carlo Rivetti the slate voting procedure has not been applied and, therefore, as provided for by Art. 13.3 of the By-laws of Noncler, the Shareholders' Meeting has resolved with the majorities required by law. To the best knowledge of the Company, as of to date Carlo Rivetti holds no. 7,680,413 ordinary Moncler shares, equal to 2.806% of the share capital, through Rivetex S.r.1.
Following the appointment of Carlo Rivetti, the Shareholders' Meeting also resolved to determine the total remuneration to be granted to the Board of Directors, for the remaining duration of the office, in maximum Euro 555,000 gross per year (of which Euro 20,000 for each executive Director, Euro 40,000 for each non-executive Director and a further maximum of Euro 15,000 for attending individual Board internal committees), remuneration which does not include the remuneration of Directors holding specific offices.
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The summary account of the votes on the items of the agenda and the minutes of the Shareholders' Meeting will be made available to the public by the terms and conditions provided for by applicable law.
The manager in charge of preparate accounting documents Luciano Santel declares, pursuant to paragraph 2 of article 154-bis of the Consolidated Law on Finance, that the information previded in this press release corresponds to the accounting entries, ledgers and related documentation.
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FOR FURTHER INFORMATION:
Investors
Paola Durante
Moncler Strategic Planning, Intelligence and IR Director Tel. +39 02 42203560 [email protected]
Alice Poggioli Moncler Investor Relations Manager Tel. +39 02 42203658 [email protected]
Media
Moncler Press Office
Tel. +39 02 42203528 [email protected]
Carlotta Fiorani Moncler Investor Relations Tel. +39 02 42203569 [email protected]
About Moncler S.p.A.
Moncler was founded at Monestier-de-Clernont, Grenoble, France, in 1952 and is currently headquartered in Italy. Over the years the Brand has combined style with constant technological research assisted by experts in activities linked to the world of the mountain. The Moncler outerwear collections marry the extreme demands of nature with those of city tife. In 2003 Remo Ruffinitook over the company, of which he is currently Chairman and CEO. Moncler manufactures and directly distributes the clothing and accessories collections under through its boutiques and in exclusive international department stores and multi-brand outlets. At 31 March 2021 has been completed the acquisition of the entire share capital of Sportswear Company S.p.A., that owns the Stone Island brand.