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Tinexta AGM Information 2022

Mar 28, 2022

4493_egm_2022-03-28_59221415-c047-4f97-8b1d-5d6fa619727b.pdf

AGM Information

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Informazione
Regolamentata n.
20053-14-2022
Data/Ora Ricezione
28 Marzo 2022
12:07:04
Euronext Star Milan
Societa' : TINEXTA
Identificativo
Informazione
Regolamentata
: 159193
Nome utilizzatore : TINEXTANSS01 - MASTRAGOSTINO
Tipologia : 3.1
Data/Ora Ricezione : 28 Marzo 2022 12:07:04
Data/Ora Inizio
Diffusione presunta
: 28 Marzo 2022 12:07:05
Oggetto : Notice of Calling of the Ordinary
Shareholders' Meeting
Testo del comunicato

Vedi allegato.

Notice of Calling of the Ordinary Shareholders' Meeting on 28 aprile 2022

Rome, 28 March 2022. The following is an excerpt of the Notice of Calling of the Ordinary Shareholders' Meeting of Tinexta S.p.A. published today in Il Sole 24 Ore::

TINEXTA S.p.A.

Registered Office in Roma at Piazza Sallustio, 9 Subscribed and paid-up share capital €47.207.120,00 divided into 47.207.120 ordinary shares Tax code and Rome Registry of Companies number 10654631000 Rome Economic and Administrative Index (REA): 1247386

NOTICE OF CALLING OF ORDINARY SHAREHOLDERS' MEETING

Shareholders entitled to attend and exercise voting rights are called to the Shareholders' Meeting in ordinary session in Milan, at Via Agnello 18, at the offices of Studio Notarile Marchetti on 28 April 2022 at 12:00 (CET) in single calling, to discuss and pass resolutions on the following

AGENDA

    1. Appointment of a director following resignation and subsequent co-option pursuant to Article 2386 of the Italian Civil Code and the current Articles of Association. Related and consequent resolutions.
    1. Approval of the financial statements as at 31 December 2021; Directors' management Report; Board of Statutory Auditors' Report and the Independent Auditors' Report. Presentation of the consolidated financial statements as at 31 December 2021 and the consolidated statement of non-financial information pursuant to Legislative Decree no. 254 of 30 December 2016 relating to the financial year 2021. Related and consequent resolutions.
    1. Allocation of net profit for the year. Related and consequent resolutions.
    1. Report on Remuneration Policy for the fiscal year 2022 and Compensation Paid in 2021:
  • 4.1 approval of the first section of the report pursuant to Article 123-ter, paragraphs 3-bis and 3-ter, of Legislative Decree no. 58/1998;
  • 4.2 resolutions relating to the second section of the report pursuant to Article 123-ter, paragraph 6, of Legislative Decree no. 58/1998.
    1. Authorisation to purchase and dispose of treasury shares pursuant to articles 2357 et seq. of the Italian Civil Code, as well as article 132 of Legislative Decree no. 58 of 24 February 1998 and article 144-bis of the Consob Regulations adopted by resolution no. 11971/1999 and subsequent amendments. Related and consequent resolutions.

* * *

As permitted under Article 106, paragraph 4 of Decree-Law No. 18 of 17 March 2020, converted with

amendments into Law 24 April 2020 and whose application was last extended by Decree-Law No. 228 of 30 December 2021, in compliance with the fundamental principles of health protection, shareholders' participation in the Shareholders' Meeting may take place exclusively through the Designated Representative pursuant to article 135-undecies of Legislative Decree No. 58/98 and subsequent amendments and supplements (the "TUF") in accordance with the provisions of law and regulations in force (i.e., Computershare S.p.A., the "Designated Representative"), to whom proxies and/or sub-proxies may also be conferred pursuant to article 135-novies of the TUF.

For information on the share capital, on the right to attend and vote at the Shareholders' Meeting (record date April 19, 2022) and on representation at the Shareholders' Meeting, exclusively through the Designated Representative (Computershare S.p.A.), on the right to add to the agenda and to submit new resolution proposals, as well as on the right to ask questions before the Shareholders' Meeting and on the organisational aspects of the Shareholders' Meeting, please refer to the full text of this notice published on the Company's website at www.tinexta.com, Governance/Shareholders' Meeting section.

The documentation relating to the Shareholders' Meeting, including the illustrative reports of the Board of Directors and the proposals for resolutions on the items on the agenda, will be made available to the public within the terms and according to the procedures provided for by the regulations in force, with the right of shareholders and those with voting rights to obtain a copy. Such documentation will be made available to the public at the Company's registered office, on the Company's website www.tinexta.com, in the Governance/Shareholders' Meeting section, as well as at the eMarket SDIR-Storage mechanism and in accordance with the additional procedures provided for by applicable laws and regulations.

The Company reserves the right to communicate any changes to the information contained in this notice as a result of new information in the interests of the Company and its shareholders.

Rome, 28 March 2022

On behalf of the Board of Directors The Chairman Enrico Salza

TINEXTA S.p.A.

Tinexta, listed on the STAR segment of the Milan Stock Exchange, reported the following Consolidated Results as at 31 December 2021: Revenues of € 375.4 million, EBITDA of € 93.0 million and Net Profit of € 39.6 million. Tinexta Group is one of Italy's leading operators in its four business areas: Digital Trust, Cyber Security, Credit Information & Management, Innovation & Marketing Services. The Digital Trust Business Unit provides, through the companiesInfoCert S.p.A., Visura S.p.A., Sixtema S.p.A. and the Spanish company Camerfirma S.A., products and services for digitisation, ature, digital identity, customer onboarding, electronic invoicing and certified e-mail (PEC) for large companies, banks, insurance and financial companies, SMEs, associations and professionals. The Cyber Security Business Unit operates through the companies Yoroi, Swascan and Corvallis and constitutes one of the national poles in the research and provision of the most advanced solutions for data protection and security. In the Credit Information & Management Business Unit, Innolva S.p.A. and its subsidiaries offer services to support decision-making processes (Chamber of Commerce and real estate information, aggregated reports, synthetic ratings, decision-making models, credit assessment and recovery) while RE Valuta offers real estate services (appraisals and evaluations). In the Innovation & Marketing Services Business Unit, Warrant Hub S.p.A. is a leader in consultancy in grants, loans and tax relief as well as industrial innovation, while Co.Mark S.p.A. provides Temporary Export Management consultancy to SMEs to support them in their commercial expansion. As at 31 December 2021, the Group had 2,393 employees.

Website: www.tinexta.com, Stock ticker: TNXT, ISIN Code IT0005037210

CONTACTS

Chief Investor Relations Officer Media Advisor Specialist
Josef Mastragostino Barabino & Partners S.p.A. Intermonte SIM S.p.A.
[email protected] Foro Buonaparte, 22 - 20121 Milan Corso V. Emanuele II, 9 - 20122 Milan
Chief External Relations & Communication Tel.: +39 02 7202 3535 Tel.: +39 02 771151
Officer Stefania Bassi: +39 335 6282 667
Alessandra Ruzzu [email protected]
[email protected]
Press Office
Carla Piro Mander
Tel. +39 06 42 01 26 31
[email protected]