Tessellis

AGM Information • Jun 27, 2019

Informazione Regolamentata n. 0260-42-2019		Data/Ora Ricezione 27 Giugno 2019 18:34:28	MTA
Societa'	:	TISCALI
Identificativo Informazione Regolamentata	:	120123
Nome utilizzatore	:	TISCALIN07 - Ilenia Loi
Tipologia	:	3.1
Data/Ora Ricezione	:	27 Giugno 2019 18:34:28
Data/Ora Inizio Diffusione presunta	:	27 Giugno 2019 18:34:30
Oggetto	:	Tiscali S.p.A. - Outcome of today's Shareholders' Meeting and BoD
Testo del comunicato

Vedi allegato.

The Ordinary Shareholders' Meeting of Tiscali held today in Cagliari in single call approved all the items on the agenda, in particular:

• appointed the Board of Directors with a female majority.

Cagliari, June 27 2019

Appointment of the Board of Directors

The ordinary Shareholders' Meeting of Tiscali, after determining the number of members of the Board of Directors at 7, has appointed the new Board of Directors.

The Shareholders' Meeting resolved that the Directors of the Company will remain in office until the approval of the financial statements for the year that will close at 12/31/2021.

The new Board of Directors, with a female majority, appointed on the basis of the single list presented jointly by the shareholders Renato Soru and Amsicora srl (jointly holding a 29.9% stake in the share capital), which obtained 99.99% of the votes of those attending the meeting, consists of: Alberto Trondoli Renato Soru Manilo Marocco Sara Polatti Anna G. Belova (Independent ex art. 148 TUF and Code of Conduct)

Patrizia Rutigliano (Independent ex art. 148 TUF and Code of Conduct)

Federica Celoria (Independentex art. 148 TUF and Code of Conduct)

It should be noted that the Directors Alberto Trondoli and Manilo Marocco hold an indirect stake in Tiscali S.p.A. through Amsicora Srl, which holds 22.0627% of the Company's share capital, and that the Director Renato Soru holds a direct and indirect stake in Tiscali S.p.A. for a total of 7.9372% of the aforementioned capital.

The curricula of the members of the Board of Directors are available on the Company's website (www.tiscali.com).

The minutes of the Shareholders' Meeting will be filed within the terms established by law.

First decisions of the new Board of Directors

The new Board of Directors, which met today after the Shareholders' Meeting, has appointed Alberto Trondoli as Chairman and confirmed Renato Soru as CEO of Tiscali S.p.A. The President Alberto Trondoli and the CEO Renato Soru will work closely together to guarantee the Company the best conditions for its relaunch.

Based on information received by the directors, the Board Members Rutigliano, Celoria and Belova meet the independence requirements as provided by the Corporate Governance Code of the Italian Stock Exchange and applicable regulations. The Board of Statutory Auditors verified the correct application of the criteria and procedures adopted by the Board to evaluate the independence of its members. Furthermore, the Board acknowledged the selfassessment activity concerning the independence of the members of the Board of Statutory Auditors.

Today's Board meeting appointed the Head of Internal Audit, in the person of Francesca Marino, the Supervisory Body, composed of Maurizio Piras (President) and Francesca Marino, and the Executive in charge of drawing up the company's accounting documents, in the person of Roberto Lai.

Furthermore, the following committees internal to the Board have been appointed:

• Control and Risk Committee, composed by Federica Celoria (Chairwoman), Manilo Marocco e Patrizia Rutigliano

• Appointing and Remuneration Committee, composed by Patrizia Rutigliano (Chairwoman), Federica Celoria e Sara Polatti

• Committee for Transactions with Related Parties, composed by Anna Belova (Chairwoman), Federica Celoria e Patrizia Rutigliano

Press Office Ilenia Loi +39 0704601799 iloi@tiscali.com

Information on Tiscali

Tiscali S.p.A. (Borsa Italiana. Milan: TIS) is one of the leading alternative telecommunications companies in Italy and provides its private and business customers with a wide range of services: in particular, Internet access in UltraBroadBand mod with Wireless Fiber To The Home (WFTTH) and FIBER technology, as well as VoIP services, MVNO, media and other technologically advanced products. As at 31 December 2018, Tiscali reported recorded a customer portfolio of about 640.1 thousand units. The Tiscali website may be accessed at www.tiscali.it