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Cellularline AGM Information 2024
4473_rns_2024-12-12_14075270-f218-4e3a-b43a-ce6a4ee1ea63.pdf
AGM Information
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PRESS RELEASE
ORDINARY AND EXTRAORDINARY SHAREHOLDERS' MEETING OF CELLULARLINE S.P.A.
Ordinary Session
• Mauro Borgogno confirmed as Member of the Board of Directors.
Extraordinary Session
- Amendments approved to Clauses 3, 15 and 21 of the Articles of Association in order to attain the legal status of a 'benefit corporation'.
- Amendments approved to Clauses 8 and 9 of the Articles of Association in order to enable shareholders' meetings to occur exclusively with the participation of the designated representative and solely through telecommunication means.
Reggio Emilia, 12 December 2024 – The Shareholders' Meeting of Cellularline S.p.A. (hereinafter 'Cellularline' or the 'Company' or the 'Group'), a leading European smartphone and tablet accessories company listed on Euronext STAR Milan, which met today in ordinary and extraordinary sessions at the Company's registered office, approved all proposals on the agenda.
Ordinary Session
Appointment of a Board Director pursuant to Article 2386, paragraph 1, of the Italian Civil Code, and Article 11 of the Articles of Association
The Ordinary Shareholders' Meeting resolved to confirm Mauro Borgogno as a Member of the Company's Board of Directors, providing that he will remain in office until the term of the current Directors expires, specifically until the date of the Shareholders' Meeting that will approve the financial statements for the year ending 31 December 2025. Mauro Borgogno's curriculum vitae is available on the Company's website. As of today and to the knowledge of the Company, Mauro Borgogno holds no. 12,085 shares in Cellularline.
Extraordinary Session
Amendments to Clauses 3, 15 and 21 of the Articles of Association in order to attain the legal status of a 'benefit corporation'
The Shareholders' Meeting approved the amendment to Clauses 3, 15 and 21 of Cellularline's Articles of Association (the 'Articles of Association') in order to attain the legal status of a 'benefit corporation', in accordance with the provisions of Article 1 of Law 28 December 2015, No. 208, paragraphs 376-384 (the 'Benefit Legislation'), taking into account the latest regulatory developments (including Legislative Decree No. 125/2024 transposing the Corporate Sustainability Reporting Directive) and current market trends that place even greater emphasis on the management of environmental, social and governance (ESG) issues.
The common benefit goals, integrated into the corporate purpose, have been determined in alignment with the Company's strategic pillars, as described below:
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First Goal (Human Value): to foster the development of individuals' full potential by creating an environment that ensures their well-being, motivation, and engagement. Additionally, to maintain continuous cooperation with partners who share a common vision, ideas, and projects, to enhance the creation of social, environmental, and economic value across the entire ecosystem;
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Second Goal (Value for the Community through Products and Services): to prioritise the human dimension in innovation, aiming to design and develop the most effective products and services with minimal environmental impact, which fulfil people's needs, enhance and clarify the potential of technological experiences;
- Third Goal (Value for the Environment and Future Generations): to progressively adapt its business and operational model towards achieving a climate-neutral economy, aligning with European climate neutrality goals and national targets for ecological transition.
Amendments to Clauses 8 and 9 of the Articles of Association in order to enable shareholders' meetings to occur exclusively with the participation of the designated representative and solely through telecommunication means
The Shareholders' Meeting resolved to amend Clauses 8 and 9 of the Articles of Association in order to introduce the right to hold ordinary and extraordinary Shareholders' Meetings exclusively through the participation of the Company's designated representative, as provided for in the new Article 135-undecies.1 of Legislative Decree 24 February 1998 No. 58 ('TUF'), as well as the right to hold the Company's Shareholders' Meetings solely through telecommunication means (even where not provided for by law).
This press release is available on the Company's website www.cellularlinegroup.com, Investors/Press Releases section and on the authorised storage system .
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The summary report of votes and the minute of the shareholders' meeting will be made available on the Company's website www.cellularlinegroup.com, in the 'Corporate Governance' section, in accordance with the terms and conditions laid down by current legislation.
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Cellularline S.p.A., founded in Reggio Emilia in 1990, is, together with its brands Cellularline, Interphone, AQL, MusicSound, Ploos+, Skross, Q2Power, Nova, Coverlab, Allogio, Peter Jäckel, Newrban, Untags, Film&Go e Style&Go, the leading company in the smartphone and tablet accessories sector. The Group is at the technological and creative forefront of the multimedia device accessories industry, striving to deliver products synonymous with outstanding performance, ease of use and a unique user experience. The Group currently has 300 employees. Cellularline brand products are sold in over 60 countries
Cellularline S.p.A. - Investor Relations Close to Media – Press Office [email protected] Enrico Bandini +39 335 8484706
Alberto Selvatico +39 334 6867480 [email protected]
Davide Casi [email protected]