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Maire Tecnimont AGM Information 2020

Mar 18, 2020

4221_rns_2020-03-18_27259403-4cf8-4197-857b-7b641e166a5d.pdf

AGM Information

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Maire Tecnimont - Società per azioni (Joint stock company) Registered office at Viale Castello della Magliana 27, Rome Operative office at Via Gaetano De Castillia 6A, Milan Share Capital Euro 19,920,679.32, fully subscribed and paid-in TAX ID VAT and Rome Companies Registration no. 07673571001 - R.E.A. (Economic Administrative Index) 1048169

INTEGRATION TO THE ORDINARY SHAREHOLDERS' MEETING CALL NOTICE

With reference to the ordinary Shareholders' Meeting to be held on 16 April 20 ,20 at 10:30 a.m. , at the operative office of Maire Tecnimont S.p.A. ("Maire Tecnimont" or the "Company") in Milan, Via Gaetano De Castillia 6A, on first call, and, if necessary, on second call on 17 April 20 ,20 at 10:30 a.m., same pla , ce as integration ot wha sha t alread bee y n state eth ni d Call Notic e publishe eth yb d Compan 71 no y Marc h 2020 , unde eth ni dan r term eth fo s curren t legislation eth ot edu dan , immediate effective entr oint y force , followin g publicatio eth ni n Gazzetta Ufficiale eth fo Italia n Republi eth fo ,c Decre La e w dated 71 Marc h 2020 ,81 .on , bearin g measure ot s strengthe eth n Nationa l Healt h Servic dan e economi c suppor rfo t families , worker dan s businesse s relate eth ot d epidemiologica l emergenc fro y m COVID " e(th 91- Legislati ev Decree Covid 19- eth ,") followin si g specified:

Participation in the Shareholders' Meeting

Pursuant to article 106, paragraph 2 of the Legislative Decree Covid-19, the Shareholders' Meeting will be held exclusively by telecommunication devices, which will ensure the identification of the attendees, their participation and the exercise of the right to vote, without the need for the chairman and the secretary to be in the same venue.

It is confirmed that there are no postal or electronic voting procedures.

Pursuant to article 106, paragraph 4 of the Legislative Decree Covid-19, the intervention in the Shareholders' Meeting of those entitled to vote will be made exclusively through Computershare S.p.A., the Company's Appointed Representative under article 135-undecies of CFA, to which proxy shall be granted under the following terms and conditions.

Instructions for attending the Shareholders' Meeting through telecommunication devices will be communicated by the Company to Computershare S.p.A., Directors and Statutory Auditors, as well as to anyone allowed to intervene, other than those who are entitled to vote.

Granting proxies and/or subdelegations to the Appointed Representative

Pursuant to article 106, paragraph 4 of the Legislative Decree Covid-19, those who are entitled to vote, should they decide to attend the Shareholders' Meeting, will have to choose between:

  • i) be represented, under art. 135-novies of the CFA, through proxy and/or subdelegation, by Computershare S.p.A, Appointed Representative of the Company under art. 135-undecies of the CFA. For this purpose, the proxy and/or subdelegation form available on the Company's website www.mairetecnimont.com ("Governance" section – "Shareholders' Meeting Documents" – "2020"), to be sent to Computershare S.p.A.'s certified e-mail address [email protected], can be used. Should the representative transmit a copy of the proxy and/or subdelegation to the Company, the former must certify that the proxy and/or subdelegation is a true copy of the original and the identity of the delegating/subdelegating party is confirmed. Proxies and subdelegations may be conferred by electronic document signed electronically under article 21, paragraph 2, of Legislative Decree n. 82/2005;
  • ii) confer, under art. 135-undecies of the CFA, with no charges for the delegating party except for transmission costs, proxy indicating voting instructions on all or some of the proposals on the agenda, to Computershare S.p.A., the Company's Appointed Representative. The proxy to the Appointed Representative, with the voting instructions, together with an identity document – and in the case of a proxy granted by a legal entity, a document proving the powers for release of the same – must be transmitted to Computershare S.p.A. at the certified e-mail address [email protected], by the end of the second open trade day preceding the date set for the Shareholders' Meeting, also in the calling following the first, and therefore also in the second calling (i.e. 14 April 2020 and 15 April 2020). The original proxy, relevant instructions and copy of the related documentation must be transmitted to Computershare S.p.A. (Ref. "Proxy Form Shareholders' Meeting Maire Tecnimont S.p.A."), Via Monte Giberto 33, 00138 Rome, as soon as the existing measures to contain the health emergency from COVID-19 (CoronaVirus) issued by the competent Authorities will not be in force anymore.

The proxy form is available on the Company's website www.mairetecnimont.com (section "Governance" – "Shareholders' Meeting Documents" – "2020"). Proxies take effect only for proposals in respect of which voting instructions are given. Proxies and voting instructions may always be revoked within the above deadline.

Without prejudice to all other information contained in the Call Notice published by the Company on 17 March 2020, under the current legislation - the parties involved can refer to - and, in particular, the information concerning:

  • the agenda;
  • the share capital of Maire Tecnimont S.p.A.;
  • the increased vote;
  • participation in the Shareholders Meeting;
  • the right to supplement the agenda or to submit further proposals for deliberation on matters already on the agenda;
  • the right to ask questions, and
  • the documentation.

The present integration to the Call Notice is published on the Company's website www.mairetecnimont.com ("Governance" section – "Shareholders' Meeting Documents" – "2020"), on the authorized storage device () and on the "Milano Finance" newspaper.

Rome, 18 March 2020

On behalf of the Board of Directors The Chairman (Fabrizio Di Amato)