CONSOB, through Communication No. 3/2020 of 10 April 2020 (entitled “Covid-19 – Law Decree No. 18 of 17 March 2020 – Communication on shareholders’ meetings of listed companies), has provided operational indications on how to conduct shareholders’ meetings during the epidemic. Specifically, it addresses the methods introduced by the Cura Italia Decree to allow shareholders to exercise their voting rights at shareholders’ meetings in light of the limitations put in place to protect public health.
CONSOB first specifies that issuers with listed shares should seek to make use of at least one of the attendance/remote voting tools under Art. 106 of the Cura Italia Decree; it then suggests that appropriate operational measures be adopted in relation to the exercise of votes exclusively through an appointed representative or by post – i.e., without shareholders having to physically attend.
More specifically, CONSOB provides indications on the methods of attendance for those with the right to attend and those also with voting rights, also with regard to the solicitation of proxies and the granting of delegations and sub-delegations. CONSOB also highlights certain tools that allow shareholders to express an informed vote and to submit proposals and questions for shareholders’ meetings.
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