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Cellularline — AGM Information 2023
Mar 17, 2023
4473_rns_2023-03-17_51afa574-b7ce-4135-be4e-b6938d309211.pdf
AGM Information
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EXTRACT TAKEN FROM THE NOTICE CONVENING THE ORDINARY SHAREHOLDERS' MEETING OF CELLULARLINE S.P.A.
Shareholders are invited to attend the Ordinary Shareholders' Meeting of Cellularline S.p.A. ("Cellularline", the "Company" or the "Issuer"), convened for 28 April 2023, at 10:00, at its registered office in Reggio Emilia, Via G. Lambrakis no. 1/A, to discuss and resolve on the following
AGENDA
- 1. Approval of the financial statements for the year ended on 31 December 2022, complete with the Report by the Board of Directors on Operations, the Report by the Board of Auditors and the Report by the Independent Auditing Firm; presentation of the consolidated financial statements as at 31 December 2022. Related and consequent resolutions.
- 2. Allocation of the net result for the year: Related and consequent resolutions.
- 3. Proposal to distribute an extraordinary dividend through the allocation of treasury shares held in portfolio. Related and consequent resolutions.
- 4. Report on the Policy on Remuneration and Compensation Paid: approval of the Policy on Remuneration and Compensation Paid in accordance with Art. 123-ter, paragraph 3-ter of Italian Legislative Decree no. 58/1998.
- 5. Report on the Policy on Remuneration and Compensation Paid: resolutions on "section two" of the report, in accordance with Art. 123-ter, paragraph 6-ter of Italian Legislative Decree no. 58/1998.
- 6. Appointment of the Board of Directors.
- a. Determination of the number of members of the Board of Directors;
- b. Determination of the term of office of the Board of Directors;
- c. Appointment of the members of the Board of Directors;
- d. Appointment of the Chairman of the Board of Directors;
- e. Determination of the remuneration of the members of the Board of Directors;
- 7. Appointment of the Board of Auditors.
- a. Appointment of the members of the Board of Auditors;
- b. Determination of the remuneration of the members of the Board of Auditors.
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All information concerning (i) the share capital (ii) the entitlement to attend and vote at the Shareholders' Meeting, including all indications concerning the record date (19 April 2023); (iii) the procedures for attending and voting at the Shareholders' Meeting, exclusively through the designated representative and for the conferral of the proxy; (iv) the procedure for requesting the inclusion of additional items on the agenda and presenting proposed resolutions; (v) the procedure for exercising the right to ask questions about the agenda (by 19 April 2023); (vi) the appointment of the corporate bodies; (vii) the terms and procedures for the availability of documents to be submitted to the Shareholders' Meeting is indicated in the call notice published in full on the Company's website (www.cellularlinegroup.com in the Governance/Shareholders' Meeting section).
The documents relating to the Shareholders' Meeting, including the explanatory reports on the items on the agenda and the related resolution proposals, as well as the annual financial report, the report of the Board of Auditors, the report of the independent auditors, the report on the remuneration policy and compensation
paid will be made available to the public, within the terms and according to the procedures provided for by applicable regulations, at the registered office and in the section of the Company's website (www.cellularlinegroup.com, Governance/Shareholders' Meeting section) dedicated to this Shareholders' Meeting as well as at the authorised storage mechanism called "storage" of Computershare S.p.A. (**).
Reggio Emilia, 17 March 2023
For the Board of Directors The Chairman of the Board of Directors Antonio Luigi Tazartes