The Extraordinary and Ordinary Shareholders' Meeting of Credito Valtellinese:
has approved amendments to its articles of association in connection with the Savings Protection Law and the new rules and procedures for the shareholders' meeting
has approved the financial statements as at 31 December 2006
and the distribution of a dividend of € 0.40 per share
has extended the Board of Directors' authorisation to purchase and sell own shares up to a maximum of 4 million shares and a value of € 50 million
has appointed the Board of Directors, Board of Statutory Auditors, and the Board of Arbitrators for the three-year period 2007-2009
GIOVANNI DE CENSI RE-ELECTED CHAIRMAN
GIULIANO ZUCCOLI APPOINTED DEPUTY CHAIRMAN
EXECUTIVE COMMITTEE AND OTHER GOVERNANCE COMMITTEES APPOINTED
Sondrio, 21 April 2007 - A meeting of the shareholders of Credito Valtellinese was held today with an extraordinary and an ordinary session, chaired by Giovanni De Censi, and attended by more than one thousand shareholders.
During the extraordinary session, the meeting approved the amendments to the articles of association aimed at bringing them into full compliance with the savings protection law.
In particular, the articles pertaining to the appointment of the Board of Directors were restated in order to incorporate the provisions concerning independent directors, appointment of directors by voting by list, and replacement of directors who leave office before their term is up.
Changes were made to the text of the articles of association pertaining to the appointment of the Board of Statutory Auditors by voting by list, the election of the Chairman of the Board of Statutory Auditors, and the replacement of Auditors who leave office before their term is up; provisions were added regarding the requirements for serving as Statutory Auditor in relation to other positions filled.
A new article was introduced governing the methods of appointment and requirements for the Manager charged with preparing accounting documents, and a temporary provision was added stating that the efficacy of the amendments to the articles of association is contingent upon their compliance with the provisions of law or regulations in force at the time, considering that the secondary legal context is still under development.
During the ordinary session:
Lastly, the new members of the Governance Committee were appointed for the three-year period 2007-2009:
- Strategic Committee: Giovanni De Censi - Chairman, Angelo Palma, Valter Pasqua, Alberto Ribolla, Vico Valassi and Giuliano Zuccoli.
- Nomination Committee: Mario Cotelli - Chairman, Paolo De Santis and Valter Pasqua.
- Remuneration Committee: Giovanni Continella - Chairman, Michele Colombo and Alberto Ribolla.
- Internal Oversight Committee: Maurizio Quadrio - Chairman, Franco Bettini, Franco Moro and Valter Pasqua.
| Name | Executive Committee | Independent | Strategic Committee | Appointment Committee | Remuneration Committee | Internal Oversight Committee |
| DE CENSI GIOVANNI (*) | X | NO | C | |||
| ZUCCOLI GIULIANO (*) | X | NO | X | |||
| COTELLI MARIO (*) | X | NO | C | |||
| BETTINI FRANCO | NO | X | ||||
| BRESESTI FABIO | X | YES | ||||
| COGLIATI GABRIELE | X | YES | ||||
| COLOMBO MICHELE | YES | X | ||||
| CONTINELLA GIOVANNI | NO | C | ||||
| DE SANTIS PAOLO | YES | X | ||||
| MORO FRANCO | X | YES | X | |||
| PALMA ANGELO | NO | X | ||||
| PASQUA VALTER | YES | X | X | X | ||
| QUADRIO MAURIZIO | YES | C | ||||
| RIBOLLA ALBERTO | YES | X | X | |||
| VALASSI VICO | YES | X |
(*) Executive Director.
C= Chairman
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