The Board of Directors takes the appropriate measures to facilitate the Shareholders’ attendance to the Annual Meeting. According to By-Laws -Article 8-, shareholders with voting rights holding appropriate certification, may attend the Shareholders' Meeting, provided the Company has received notice from the intermediary within the two days before the date of the Shareholders' Meeting. Notice of call may be published in the Italian daily newspaper "Il Sole 24ORE", in addition to the Official Gazette.

 

As the Shareholders’ Meetings are easy conducting and without criticism, the adoption of meeting regulations has not been proposed till now. Moreover, with regard to the Meeting’s chairing, it should be noted that Article 2371 of the Italian Civil Code explicitly requires the Chairman to verify the proper convening of the meeting as well as the identity and the right to attend of participants, to ensure the orderly conduct of the discussion and to verify the voting results. In accordance with the abovementioned Article 2371 of the Italian Civil Code, Article 12 of the Company’s By-Laws provides for the Chairman of the Shareholders’ Meeting shall verify, also through delegates, the right to take part in the discussion, compliance of proxies with the effective laws, the proper constitution of the meeting, and the identity and legitimacy of the attendants; he shall direct the proceedings and adopt the appropriate measures to make the discussion and the voting run smoothly, setting procedures and verifying results.

 

Pursuant to Article 154 ter of Italy’s Consolidated Law on Finance (D.lgs. 58/98), introduced by the so-called Transparency Decree (Legislative Decree no. 195 of November 6, 2007), Article 10 of the Company By – laws provides that the Ordinary Shareholders’ Meeting for approval of year-end financial statements must be held within 120 days after the end of the company’s fiscal year. Shareholders’ meetings are also held whenever the Board deems it necessary or when so required by law.