PRELIOS: RENEWAL OF BOARD OF DIRECTORS AND BOARD OF STATUTORY

Apr 14 2013
Price sensitive

SINGLE LISTS FOR THE BOARD OF DIRECTORS AND BOARD OF STATUTORY AUDITORS HAS BEEN FILED
Milan, 14 April 2013 – With reference to Prelios S.p.A. Sharholders’ Meeting called, also in ordinary session, for 8 May 2013 to resolve – among other things – on the appointment of the members of the Board of Directors and of the Board of Statutory Auditors, Prelios announces that – within the terms of, pursuant to and in accordance with the applicable regulation on balanced gender participation - Camfin S.p.A., Intesa Sanpaolo S.p.A. and Massimo Moratti filed the following single lists of candidates for the office of member of the Board of Directors and of the Board of Statutory Auditors.

List of candidates for the office of member of the Board of Directors
The following is the list of candidates:
1. Giorgio Luca Bruno, born in Milan, on 23 February 1960.
2. Sergio Iasi, born in Salerno, on 23 January 1958.
3. Massimo Caputi, born in Chieti, on 11 December 1952.
4. Francesco Umile Chiappetta, born in Rome, on 13 September 1960.
5. Massimo Tezzon (*), born in Rome, on 18 June 1946.
6. Davide Mereghetti, born in Milan, on 30 April 1966.
7. Giovanni Jody Vender (*), born in Milan, on 17 September 1950.
8. Carlo Croce (*), born in Genoa, on 9 September 1945.
9. Andrea Mangoni (*), born in Terni, on 5 June 1963.
10. Moroello Diaz della Vittoria Pallavicini, born in Rome, on 15 August 1970.
11. Marina Brogi (*), born in Rome, on 15 July 1967.
12. Rosa Cipriotti (*), born Cariati (CS), on 14 December 1974.
13. Claudia Bugno (*), born in Rome, on 16 September 1975.
14. Anna Chiara Svelto, born in Milan, on 29 October 1968.
15. Alessandra Patera, born in Rome, on 25 October 1970.

*) Candidates who declared that they were in a position to be appointed as independent directors, pursuant to art. 148, par.3, of Legislative Decree n. 58 of 24 February 1998, and to the Corporate Governance Code of Listed Companies.

In addition, the following proposals have been made:

 

  • to establish that there shall be 15 members of the Board of Directors;
  • to establish that the term of the Board of Directors to be appointed shall be three years, i.e. until the date of the Shareholders’ Meeting called to approve the financial statements as at 31 December 2015;
  • to establish a maximum of € 650,000.00 as total annual compensation of the Board of Directors (pursuant to art. 2389, par. 1, of the Italian Civil Code), which amount shall be divided up amongst its members in compliance with the resolutions adopted by the Board in this respect.

 

 


List of candidates for the office of member of the Board of Statutory Auditors

 

 

The following is the list of candidates:
Section 1 – Standing Statutory Auditors:
1. Enrico Laghi, born in Rome, on 23 February 1969.
2. Michela Zeme, born in Mede (PV), on 2 January 1969.
3. Marco de Ruvo, born in Milan, on 8 November 1962.
Section 2 – Alternate Statutory Auditors:
1. Luca Aurelio Guarna, born in Milan, on 20 December 1972.
2. Flavia Daunia Minutillo, born in Milan, on 24 May 1971.
 

Concurrently with the filing of the list a proposal has been made to establish the gross annual compensation of the Standing Statutory Auditors in € 37,000.00 and the gross annual compensation of the Chief Statutory Auditor in € 55,000.00, which will be submitted to the Shareholders’ Meeting for approval.

It should also be noted that, as only one list has been filed, pursuant to the currently applicable regulatory provisions the term for the submission of the lists of candidates for the appointment of the members of the Board of Statutory Auditors is extended to 16 April 2013 and the minimum stake in Prelios S.p.A. share capital requested for the list filing decreases from 1.5% to 0.75%.

The shareholders who intend to file any list within the new term referred to above shall submit, together with the documents required by the Company By-Laws and the currently applicable legislative and regulatory provisions, also a declaration certifying the lack of any relation with anyone who already submitted the aforesaid list.

 

 

The documentation required by the currently applicable regulations – filed together with the lists of candidates for the office of member of the Board of Directors and of the Board of Statutory Auditors – shall be made available to the public on 17 April 2013 at the Company’s offices and at the offices of Borsa Italiana S.p.A. and advertised on the Company website at www.prelios.com.