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Cellularline — AGM Information 2020
Apr 24, 2020
4473_rns_2020-04-24_e113d28e-787a-4b20-8386-5c1f8c8e5585.pdf
AGM Information
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CELLULARLINE S.p.A.: ORDINARY SHAREHOLDERS' MEETING
- Approval of the Financial Statements as at 31 December 2019.
- Approval of allocation of profit and distribution of dividend.
- Approval of Report on the Remuneration Policy and fees paid.
- Appointment of the Board of Directors.
- Appointment of the Board of Auditors.
Reggio Emilia, 24 April 2020 - The Shareholders' Meeting of Cellularline S.p.A. (hereinafter "Cellularline" or "the Company") a leader in smartphone and tablet accessories, listed on the Mercato Telematico Azionario, STAR Segment, which met today at the registered office, approved all proposals on the agenda and appointed the new Board of Directors and Board of Auditors.
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Approval of the Financial Statements as at 31 December 2019
The Shareholders' Meeting approved the Financial Statements as at 31 December 2019 as proposed by the Board of Directors on 11 March 2020. The Company closed the year with revenues from sales of Euro 131,438 thousand, profit of Euro 17,920 thousand and shareholders' equity of Euro 203,614 thousand. The Company's consolidated financial statements for the year ended 31 December 2019 report revenues from sales of Euro 140,440 thousand, a Group profit of Euro 18,209 thousand and Group shareholders' equity of Euro 202,518 thousand.
Approval of allocation of profit for the year and dividend distribution
The Shareholders' Meeting approved the distribution of a dividend of Euro 0.33 per share, for total dividends of Euro 7.2 million, to be paid with an ex-dividend date, record date and payment date of 18, 19 and 20 May 2020, respectively.
Approval of Remuneration Report
The Shareholders' Meeting examined the Report on the Remuneration Policy and fees paid (the "Remuneration Report") drafted by the Company's Board of Directors in accordance with Art. 125-ter of Legislative Decree No. 58 of 24 February 1998 and Articles 72 and 84-ter of Consob Regulation No. 11971 of 14 May 1999, as amended.
The Shareholders' Meeting resolved in favour of the first section of the Remuneration Report and approved the remuneration policy for members of the Company's governing body, general managers and key management personnel.
The Shareholders' Meeting also resolved in favour of the second section of the Remuneration Report.
Appointment of the Board of Directors
The Shareholders' Meeting appointed a new Board of Directors, whose term of office coincided with the approval of the 2019 financial statements. The new Board of Directors will remain in office for three financial
years, until the Shareholders' Meeting to be convened to approve the financial statements as at 31 December 2022.
The Directors elected from list no. 1 filed by the outgoing Board of Directors are listed below: • Antonio Luigi Tazartes (Chairman) • Christian Aleotti • Marco Cagnetta • Giorgina Gallo (Independent Director) • Alberto Grignolo (Independent Director) • Paola Schwizer (Independent Director) • Stefano Cerrato • Cristian D'Ippolito • Carlo Moser.
The following Director was elected from list no. 2 filed by S.L.M.K. S.r.l: • Gaia Marisa Carlotta Guizzetti.
The Shareholders' Meeting also resolved to set the maximum total remuneration of the Board of Directors, including Directors with particular duties and members of Board committees, at Euro 350 thousand.
Appointment of the Board of Auditors
The Shareholders' Meeting appointed a new Board of Auditors, whose term of office coincided with the approval of the 2019 financial statements. The new Board of Auditors will remain in office for three financial years, until the Shareholders' Meeting to be convened to approve the financial statements as at 31 December 2022.
The members of the Board of Auditors elected from list no. 1 filed by shareholder Christian Aleotti are listed below: Standing Auditors: • Cristiano Proserpio (Chairman) • Daniela Bainotti • Paolo Chiussi; Alternate Auditors: • Stefania Bettoni • Guido Prati.
The Shareholders' Meeting resolved in favour of gross annual emoluments for the members of the Board of Auditors, for their entire term of office, of Euro 30 thousand for the Chairman and of Euro 22 thousand for each standing auditor.
The financial report approved by the Shareholders' Meeting, containing the financial statements as at 31 December 2019 and accompanied by the reports of the Board of Auditors and Independent Auditing Firm, together with the curricula vitae and positions currently occupied by the Directors and Auditors, is available from the website at the address www.cellularlinegroup.com, in the Investor Relations section.
Founded in Reggio Emilia in 1990, Cellularline S.p.A. has a brand portfolio comprising Cellularline, PLOOS, AQL, MusicSound and Interphone and is the leading company in the smartphone and tablet accessory sector. The Group is at the technological and creative forefront of the multimedia device accessory industry, striving to deliver products synonymous with outstanding performance, ease of use and a unique user experience. The Group currently has 220 employees. Cellularline brand products are sold in over 60 countries.
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E-mail: [email protected] Tel. +39 02 72023535
Cellularline S.p.A. - Investor Relations Barabino & Partners - Media Relations Federico Vercellino Email: [email protected] Mobile: +39 331 5745171