Mondadori Group: filing of documentation for AGM
Arnoldo Mondadori Editore S.p.A. announces that the following documents relating to the Shareholders’ Meeting called for 24 April 2024 on first call (26 April 2024 on possible second call) are available to the public at the Company’s registered office, at the authorized storage mechanism 1info (www.1info.it) and on the website www.gruppomondadori.it (Governance section):
- Directors’ explanatory reports, pursuant to article 125-ter of Legislative Decree 24 February 1998 n. 58, on the following items on the agenda:
Ordinary session
- Separate financial statements as at and for the year ended 31 December 2023, Directors’ Report on Operations and Reports of the Board of Statutory Auditors and the Independent Auditing Firm of Arnoldo Mondadori Editore S.p.A.
Resolutions on the approval of the separate financial statements as at and for the year ended 31 December 2023. - Resolutions on the appropriation of the profit for the 2023 financial year.
- Resolutions concerning the proposed dividend distribution.
- Approval of the first section of the Report on Remuneration Policy and Fees paid pursuant to art. 123-ter, paragraphs 3-bis and 3-ter of Lgs.Decree no. 58 of 24 February 1998.
- Resolutions on the second section of the Report on Remuneration Policy and Fees Paid pursuant to art. 123-ter, paragraph 6, of Lgs.Decree no. 58 of 24 February 1998.
- Authorisation to buy back and dispose of treasury shares pursuant to the combined provisions of arts. 2357 and 2357-ter of the Italian Civil Code.
- Resolutions, pursuant to art. 114-bis of Lgs.Decree 58/1998, on the adoption of a Performance Share Plan for the three-year period 2024-2026.
- Resolutions, pursuant to art. 114-bis of Lgs.Decree 58/1998, on the adoption of a Short-Term Incentive Plan (MBO) 2024.
- Separate financial statements as at and for the year ended 31 December 2023, Directors’ Report on Operations and Reports of the Board of Statutory Auditors and the Independent Auditing Firm of Arnoldo Mondadori Editore S.p.A.
Extraordinary session
- Proposal to grant powers to the Board of Directors, in accordance with articles 2443 and 2420-ter of the Italian Civil Code.
- Information documenti, pursuant to art. 114-bis of Legislative Decree 58/1998 and art. 84 bis of the Consob Issuers Regulation 11971/1999, relating to the Performance Share Plan for the three-year period 2024-2026.
- Information document, pursuant to art. 114-bis of Legislative Decree 58/1998 and art. 84 bis of the Consob Issuers Regulation 11971/1999, relating to the 2024 Short-Term Incentive Plan (MBO).
- “Report on the Remuneration Policy and compensation paid” pursuant to art. 123-ter of Legislative Decree 58/1998.
- “Report on Corporate Governance and ownership structures”, pursuant to art. 123-bis of Legislative Decree 58/1998, referring to the 2023 financial year.