FILING OF SLATES OF CANDIDATES BOARD OF STATUTORY AUDITORS – PROPOSAL OF DETERMINATION STANDING STATUTORY AUDITORS’ REMUNERATION
16 May 2020
Trieste, May 16, 2020 – FINCANTIERI S.p.A. (“Fincantieri” or the “Company”) announces that the following slates of candidates for the appointment of the Standing Auditors and the Alternate Auditors have been filed, pursuant to Article 30 of the By-laws:
- the slate submitted on 6 May 2020 by the shareholders ARCA Fondi SGR S.p.A. fund manager of Fondo Arca Economia Reale Bilanciato Italia 30; Eurizon Capital S.A. fund manager of Eurizon Fund comparto Italian Equity Opportunities; Eurizon Capital SGR S.p.A. fund manager of: Eurizon Azioni PMI Italia, Eurizon PIR Italia 30, Eurizon PIR Italia Azioni, Eurizon Progetto Italia 20, Eurizon Progetto Italia 40, Eurizon Progetto Italia 70; Kairos Partners SGR S.p.A. as management company of Kairos International SICAV – comparto Key; Mediolanum Gestione Fondi SGR S.p.A. fund manager of Mediolanum Flessibile Sviluppo Italia; Mediolanum International Funds Limited – Challenge Funds – Challenge Italian Equity, owners of no. 17,248,441 ordinary shares representing 1.01482% of Fincantieri share capital, which shows: (i) in the section of the slate relating to the Standing Auditors, candidate Silvia Muzi, while (ii) in the section of the slate relating to the Alternate Auditors, candidate Mario Matteo Busso;
- the slate submitted on 7 May 2020 by the shareholder INARCASSA, owner of no. 37,413,215 ordinary shares representing 2.201% of Fincantieri share capital, which shows: (i) in the section of the slate relating to the Standing Auditors, candidate Gianluca Ferrero, while (ii) in the section of the slate relating to the Alternate Auditors, candidate Alberto De Nigro;
- the slate submitted on 15 May 2020 by the shareholder CDP Industria S.p.A., owner of no. 1,212,163,614 ordinary shares representing 71.318% of Fincantieri share capital, which shows: (i) in the section of the slate relating to the Standing Auditors, candidates Rossella Tosini and Pasquale De Falco, while (ii) in the section of the slate relating to the Alternate Auditors, candidates Valeria Maria Scuteri and Aldo Anellucci.
Following the filing of the slates submitted by minority shareholders, the terms of the filling of the minority slates will not be reopened pursuant to Article 144-sexies, paragraph 5, of Consob Regulation No. 11971 of May 14, 1999.
The Board of Statutory Auditors will be appointed on the basis of slate voting and in accordance with the laws in force and with Article 30 of the Company’s By-laws.
The slates, along with the documents including the information required by the By-laws and by applicable law, will be made available to the public in the ways and according to the terms laid down by the regulations in force.
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Pursuant to Article 126-bis, paragraph 1, third sentence, of the Legislative Decree No. 58 of 24 February 1998, the shareholder CDP Industria S.p.A. submitted, together with the slate, the following resolution proposal relating to point 3, sub 3.3, on the Shareholders’ Meeting’s agenda, “Determination of the remuneration of the Standing members of the Board of Statutory Auditors”: determination of the gross annual remuneration for the Chairman of the Board of Statutory Auditors as EUR 37,000 and the annual gross remuneration for each of the other Standing Auditors as EUR 26,000, in addition to the reimbursement of expenses incurred in the context of their office.