BANCA MPS: EXTRAORDINARY SHAREHOLDERS' MEETING CALLED ON 4 OCTOBER 2020
Siena, 4 September 2020 - Following the press release of 2 September 2020 with which Banca Monte dei Paschi di Siena S.p.A. (hereinafter referred to as "BMPS" or the "Bank") announced that it received the final authorization from the European Central Bank to go ahead with the non-proportional partial demerger plan of BMPS in favour of AMCO - Asset Management Company S.p.A. ("AMCO"), we are hereby informing that the Extraordinary Shareholders' Meeting of the Bank will take place in Siena, Piazza Salimbeni no. 3, on 4 October 2020 at 10:30 a.m. (single call), according to the following agenda:
- Approval of the partial proportional demerger plan pursuant to art. 2505 and 2506-bis of the Italian Civil Code of MPS Capital Services Banca per le Imprese S.p.A. in favor of Banca Monte dei Paschi di Siena S.p.A. Related and consequent resolutions.
- Approval of the partial non-proportional demerger plan pursuant to art. 2501-ter and 2506-bis of the Italian Civil Code of Banca Monte dei Paschi di Siena S.p.A. in favor of AMCO - Asset Management Company S.p.A. with attribution of asymmetric option to the shareholders of Banca Monte dei Paschi di Siena S.p.A., other than the Ministry of Economy and Finance. Related and consequent resolutions.
- Amendments to the by-laws resulting from point no. 2.
In consideration of the COVID-19 epidemiological emergency and in compliance with the provisions of art. 71 of DL 14 August 2020, n. 104 "Urgent measures for the support and relaunch of the economy", and art. 106 of DL 17 March 2020, n. 18, as converted and amended by Law 24 April 2020, n. 27, participation in the Shareholders' Meeting and the exercise of voting rights may only take place through the granting, by the persons entitled to vote, of a proxy to the Appointed Representative pursuant to Article 135-undecies of Legislative Decree no. 58/98 ("Consolidated Financial Act"). Therefore, the participation, either physically or through audio-conferencing systems, of the Shareholders in the meetings will not be allowed. The members of the Bank's Board of Directors and Control Bodies, the Appointed Representative, the Notary Public, as well as - in accordance with the law, the By-Laws and the Shareholders' Meeting regulations – the managers, employees of the Bank and of the companies of the Montepaschi Group, the managers (“dirigenti”), employees of the Bank and the companies belonging to the Montepaschi Group, the representatives of the Independent Auditors and other parties whose presence at the Shareholders' Meeting is deemed useful by the Chairperson in relation to the matters to be discussed and the regular conduct of the Shareholders’ Meeting, will be allowed to participate in the Shareholders' Meeting also by means of audio-conferencing systems that guarantee, among other things, the identification of the participants and the possibility of exchanging documents in real time. Shareholders may participate exclusively through the Designated Representative.
The notice of call of the Shareholders' Meeting, together with the Shareholder Reports relating to the items on the agenda, will be published in accordance with the terms and conditions established by the law on the Bank's website www.gruppomps.it and made available to the public on the authorized storage mechanism www.emarketstorage.com, as well as in the other ways provided for by applicable regulations.
This press release will be available on the Bank's website at www.gruppomps.it.