Notice to convene the Shareholders` Meeting

Transcript

Notice to convene the Shareholders` Meeting
PRESS RELEASE
NOTICE TO CONVENE THE SHAREHOLDERS’ MEETING
Vicenza, 26 May 2016 – Banca Popolare di Vicenza announces that the extraordinary and ordinary
Shareholders’ Meeting is convened, on single call, at the Ente Fiera di Vicenza, in Viale
dell’Oreficeria n. 16, Vicenza, at 9.00 a.m. on Thursday 7 July 2016, to resolve on the following:
Extraordinary agenda:
1) proposal to modify Articles of Association with regards to the following articles: 4 (Share Capital),
12 (Convocation of Shareholders’ Meetings), 13 (Attendance and Representation in Shareholders’
Meetings), 15 (Formation and Validity of the Resolutions), 18 (Composition, Appointment and
Revocation of Members of the Board of Directors), 19 (Appointment of the Board of Directors) and
31 (Appointment of the Statutory Auditors); cancellation of the “Transitional Provisions”. Inherent and
resulting resolutions, assignment of relative powers to office.
Ordinary agenda:
1) appointment of the Board of Directors, pursuant to art. 18 and 19 of the Articles of Association
also - where appropriate - taking into account any amendments in the first item on the agenda of the
extraordinary session:
i) possible definition of the number of components;
ii) determining the term of office pursuant to art. 20 of the Articles of Association;
iii) appointment of its members;
iv) set the annual remuneration of the Directors and the attendance fees for attending meetings
of the Board of Directors, pursuant to art. 23 of the Articles of Association;
v) inherent and resulting resolutions;
2) appointment, for the 2016-2017-2018 financial years, of the Board of Statutory Auditors and its
Chairman:
i) appointment of its members, statutory and alternate, and the Chairman of the Board;
ii) determining, for a full term, the related annual fee and any attendance fees for attending
meetings of the Board;
iii) inherent and resulting resolutions;
3) early consensual termination of the mandate for legal audit and assignment of a new mandate for
legal audit for the financial years 2016-2024, both included, and then for nine years:
(i) proposal for early termination of the external auditing of the accounts with the company KPMG
S.p.A. - having received the observations of the said independent auditors and heard the
supervisory body and in compliance with any provision of law - with a delayed effect from the
day following the release by KPMG of the same certification concerning the Interim Financial
Report June of the Bank as at 30, 2016. Inherent and resulting resolutions;
(ii) proposal for appointment of the mandate for legal audit - for the financial years from 2016 to
2024 - to new auditing firms and on a reasoned proposal of the supervisory body and with a
delayed effect, in continuation of the consensual resolution referred to in that point 3.1. Inherent
and resulting resolutions;
(iii) determining the fee payable to new independent auditors. Inherent and resulting resolutions;
4) approval of the regulations governing Shareholders’ Meeting procedures. Inherent and resulting
resolutions.
Subject to the terms and with the procedures required by the current law and regulations, the full
version of the Notice of Convocation - as well as the documentation relating to various issues on the
agenda - are deposited and made available to the public at the registered office of the Bank, on its
website (www.popolarevicenza.it, Section "Corporate Governance – Documenti Assemblea Documenti Assemblee 2016 - Assemblea 7 luglio 2016"), and published at the authorized storage
device "1Info" (www.1info .com).
Pursuant to the applicable regulations, a Notice of Convocation extract is published on the daily
newspapers "MF" and "Il Giornale di Vicenza" of May 27, 2016.
This press release has been prepared in accordance with art. 114 of Legislative Decree no. 24
February 1998, n. 58, is available on www.popolarevicenza.it site and is also published at the
authorized storage device "1Info" (www.1info.it).
Banca Popolare di Vicenza (www.popolarevicenza.it) is also on Twitter: sign in at http://twitter.com/popolarevicenza to be
informed of all group initiatives, news and events.
Media Contacts Banca Popolare di Vicenza:
Giampiero Beltotto
Head of Media Relations
Mob. 340 0577895
[email protected]
Fabio Pelati
Investor Relations
Tel +39 0444 339159
[email protected]
Silvia Pillan
Media Relations
Tel +39 0444 339645
mob +39 335 7647397
[email protected]
Image Building
Cristina Fossati, Luisella Murtas,
Federica Corbeddu
Tel. +39 02 89011300
[email protected]
Mara Deganello
Media Relations
Tel + 39 0444 339651
mob +39 335 7761946
[email protected]