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FAQ

867x372_FAQ_2020_02

Notice of call: where and when it is published

The Shareholders' Meeting's notice of call is published on the UniCredit's website and also on the IT platforms of Borsa Italiana and published on the authorised storage mechanism "eMarket STORAGE" managed by Spafid Connect S.p.A.; an excerpt is published on at least one national newspaper. In order to ensure best dissemination, the Company also publishes the notice on newspapers (generally "Il Sole 24 Ore", "MF") included foreign newspapers (generally "Financial Times" and "Handelsblatt").

The deadlines for publishing the notice depend on the matters the Shareholders' Meeting has to decide upon.

More specifically, the notice of call has to be published at least 30 days before the date set for the Shareholders' Meeting for approval of the financial statements and in general for all the cases where any different deadline is provided.

If the Shareholders' Meeting is called to appoint the members of the Board of Directors and the Board of Statutory Auditors, the required deadline is 40 days before the date of the Shareholders' Meeting.

When the Shareholders' Meeting has to authorise the Board of Directors to carry out actions or transactions to counter a public purchase offer, the deadline for publication is 15 days before the Shareholders' Meeting.

 

 

Attendance and voting at the Shareholders' Meeting: what has to be done 

In order to attend and vote at the Shareholders' Meeting, the authorised financial intermediaries holding the Shareholders' accounts where the UniCredit shares are deposited must be asked to notify the Company about the attendance at the Shareholders' Meeting. This notice will be given on the basis of the shares that have been deposited at the end of the business day of the seventh trading day prior to the date set for the Shareholders' Meeting on first or single call (the "record date").

Those who hold shares after the record date will not have the right to attend and vote at the Shareholders' Meeting. The notice must be received by UniCredit by the end of the third trading day prior to the date set for the Shareholders' Meeting on first or single call. In any case, it will be possible to attend and vote at the Shareholders' Meeting even if the notification is made by the authorised intermediary after the deadline, provided that it is before the Shareholders' Meeting starts.

 

 

What is the "record date"?

The record date is the date on which the party asking to attend the Shareholders' Meeting has to be registered as owner of UniCredit shares. 

The right to attend the Shareholders' Meeting and the exercise of the voting right is indeed given to those who own the shares on the basis of the accounts' records of the authorised intermediary with respect to the end of the business day of the seventh trading day before the date set for the Shareholders' Meeting.

The records (credit or debit) carried out on the accounts of the intermediary after said deadline will not be considered for the purpose of having the right to vote at the Shareholders' Meeting. 

 

 

Who is the Company's Designated Proxy Holder 

Pursuant to Section 135-undecies of Legislative Decree no. 58/98, the Company can appoint a party ("Designated Proxy Holder") to whom shareholders no later than the end of the second trading day prior to the actual date set for the Shareholders' Meeting may grant a proxy inclusive of voting instructions regarding all, or some of, the items on the Agenda. 

The proxy has to be given by signing the applicable form which is available on the Company's website and does not involve any additional cost for the shareholders.

 

 

Reports on the items on the Agenda of the Shareholders' Meeting: where and when they are made available

The reports are made available to the public at the registered office of the Company, on the Company's website and on the authorised storage mechanism "eMarket STORAGE" managed by Spafid Connect S.p.A. (www.emarketstorage.com) within the publication deadline provided pursuant to the items on the Agenda or by any other deadline expressly provided by law.

 

 

Minutes of the Shareholders' Meeting: when they are available on the Company's website

The minutes of the Shareholders' Meeting must be made available on the Company's website 30 days from the date of the Shareholders' Meeting. Within 5 days from the date of the Shareholders' Meeting, a summary report of the voting must be made available on the Company's Internet site, containing the number of shares represented at the Shareholders' Meeting and the number of shares for which a vote was cast, the percentage of the capital represented by said shares and the number of votes in favour and against the decisions and the number of abstentions.

 

 

Updated on 24 August 2020.