Extract of notice of call for Ordinary and Extraordinary AGM of 14 April 2022
An Ordinary and Extraordinary Shareholders’ Meeting of Immobiliare Grande Distribuzione Società di Investimento Immobiliare Quotata S.p.A. (abbreviated “IGD SIIQ S.p.A.”) is convened in Bologna (BO), in Via Trattati Comunitari Europei 1957-2007, no. 13, on 3rd floor, on 14 April 2022, at 10:00 a.m., in first call and, if necessary, on 15 April 2022, at the same place and time, in second call, to discuss and resolve on the following
AGENDA
Ordinary session
- Separate financial statements at 31.12.2021; Directors’ report on operations; External auditors’ report; Report of the Board of Statutory Auditors; Presentation of the consolidated financial statements at 31.12.2021; related and consequent resolutions.
- Allocation of the net income and distribution of the dividend to Shareholders; related and consequent resolutions.
- Report on the remuneration policy and compensations paid pursuant to art. 123-ter, paragraphs 3-ter and 6, of Legislative Decree 58/98:
3.1 First section: remuneration policy. Binding resolution
3.2 Second section: compensations paid. Non-binding resolution.
- Granting of the financial audit assignment for 2022-2030 and determination of the relative remuneration; related and consequent resolutions.
Extraordinary session
- Granting to the Board of Directors of the faculty, in accordance with Art. 2443 of the Italian Civil Code, to increase share capital against payment, divisible, on one or more occasions, by up to 10% of the Company’s pre-existing share capital, without pre-emption rights pursuant to Art. 2441.4, second section, of the Italian Civil Code. Subsequent amendment of Art. 6 of the Company’s bylaws. Related and consequent resolutions.
- Granting to the Board of Directors of the faculty, in accordance with Art. 2443 of the Italian Civil Code, to increase share capital against payment, divisible, on one or more occasions, without pre-emption rights pursuant to Art. 2441.4, second section, of the Italian Civil Code. Subsequent amendment of Art. 6 of the Company’s bylaws. Related and consequent resolutions.
- Proposals to amend articles 10 and 20 of the Company’s bylaws; related and consequent resolutions.
COVID-19 EMERGENCY– Participation in the Shareholders’ Meeting
In consideration of the protracted COVID-19 epidemiological emergency and for the pursuit of the maximum protection of the health of Shareholders, corporate officers, employees and consultants, the Company has decided to make use of the option originally provided by art. 106, paragraph 4, of the Law Decree of 17 March 2020, no. 18, converted with amendments, by Law 24 April 2020, no. 27, as lastly extended by Law Decree 30 December 2021, no. 228, providing that the participation in the Shareholders’ Meeting by the entitled parties can only take place through the representative appointed by the Company pursuant to art. 135-undecies of Legislative Decree no. 58/98, identified in Computershare S.p.A., with registered office in via Lorenzo Mascheroni no. 19 – 20145 Milan (the “Appointed Representative”), as specified below.
For information on the right to add additional items to the meeting’s agenda and to present new resolutions, on the right to exercise voting rights and proxies in the Annual General Meeting, as well as on the right to ask questions before the meeting, please refer to the full text of this notice of call published on the Company’s website at www.gruppoigd.it .
The documentation related to the Shareholders’ Meeting will be made available to the public in accordance with the deadlines and modalities set by law, on the Company’s website, www.gruppoigd.it, in Governance – Shareholders’ Meeting section at the following link https://www.gruppoigd.it/en/governance/shareholders-meeting/ as well as on the authorized storage system eMarket STORAGE www.emarketstorage.com, managed by Spafid Connect S.p.A. and in accordance with the further modalities set by law.
The documentation will be also made available at the Company’s registered office.
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