Brescia, 15 May 2017 – Earlier today, the ordinary meeting of the A2A S.p.A. shareholders:
1) approved the Company’s financial statements for the year of 2016;
2) approved the Board of Directors’ proposal to distribute a dividend per ordinary share equal to €0.0492 to be paid from 24 May 2017 (ex-dividend No. 20 date: 22 May 2017) and record date of 23 May 2017;
3) approved the Integrated Report 2016;
4) voted in favour of the first part of the 2017 Compensation Report;
5) authorized - subject to the revocation of the resolution adopted by the ordinary shareholders' meeting on 7 June 2016 for the purchase and sale, transfer or assignment of treasury shares - the administrative body to effect transactions covering the purchase and sale, transfer or assignment of treasury shares, in accordance with the objectives, conditions and terms set forth hereunder:
The Board of Directors with the broadest of powers for the execution, including through special proxies, of the resolutions set out above.
This authorization for the purchase and/or the sale, transfer or assignment has a validity, until provided by different resolution, and in any event, for a period not to exceed 18 months from the date of the resolution.
6) appointed for a three-year period, with the list-voting mechanism, the Board of Directors consisting of the following 12 directors:
Giovanni Valotti – Chairman; Alessandra Perrazzelli – Vice Chairman; Luca Camerano; Giovanni Comboni; Enrico Corali; Norberto Rosini; Alessandro Carlo Alvaro Fracassi; Maria Chiara Franceschetti and Gaudiana Giusti (taken from the list jointly filed by the majority shareholders, the Municipality of Brescia and the Municipality of Milan, owners in aggregate of an equity investment equal to approximately 50.000000112% of the share capital)
Giambattista Brivio (taken from the list jointly filed by minority shareholders, Valsabbia Investments S.p.A., Raffmetal S.p.A. and the Municipality of Bergamo, owners of an equity investment equal to approximately 1.6746% circa of the share capital) Luigi De Paoli and Secondina Giulia Ravera (taken from the list jointly filed by a group of minority shareholders consisting of a funds management company and institutional investors, owners in aggregate of an equity investment equal to approximately 1.0648% the share capital).
Giambattista Brivio, Enrico Corali, Luigi De Paoli, Alessandro Carlo Alvaro Fracassi, Maria Chiara Franceschetti, Gaudiana Giusti, Alessandra Perrazzelli, Secondina Giulia Ravera and Norberto Rosini have stated that they meet the requisites for independence provided by Article 148, Paragraph 3 of Legislative Decree No. 58/98 and Article 3 of the Corporate Governance Code.
Giovanni Comboni has stated that he meets the requisites for independence provided by Article 148, Paragraph 3 of Legislative Decree No. 58/98;
7) determined the annual compensation for each Director in the amount of Euro 80,000;
8) appointed for a three-year period, with the list-voting mechanism, the Board of Statutory Auditors consisting of the following three acting auditors and two substitute auditors: Maurizio Leonardo Lombardi – Acting Auditor; Chiara Segala – Acting Auditor and Stefano Morri – Substitute Auditor (taken from the list jointly filed by the majority shareholders, the Municipality of Brescia and the Municipality of Milan, owners in aggregate of an equity investment equal to approximately 50.000000112% of the share capital) Giacinto Gaetano Sarubbi – Chairman and Sonia Ferrero – Substitute Auditor (taken from the list jointly filed by a group of minority shareholders consisting of a funds management company and institutional investors, owners in aggregate of an equity investment equal to approximately 1.0648% the share capital);
9) determined the annual compensation for the Chairman of the Board of Statutory Auditors and for each Acting Auditor in the respective amounts of 130,000 Euro and 80,000 Euro.
The curricula vitae of the directors and acting statutory auditors may be consulted at the Company’s web site: www.a2a.eu.
Contacts
A2A - Media Relations
Giuseppe Mariano
Tel. +39-02 7720.4583
ufficiostampa@a2a.eu
Investor Relations
Tel. +39-02 7720.3974
ir@a2a.eu