The shareholders are called to the shareholders’ meeting to resolve on various issues of corporate life, and the decisions taken are binding. The methods and topics on which the shareholders’ meeting is called to express themselves are indicated by law and by the Articles of Association.
Convocations can take place in ordinary and extraordinary sessions, depending on the issues on which the shareholders are called to express their views.
In the ordinary session, the assembly decides on:
- appointment and revocation of directors, statutory auditors and the auditing firm and their fees;
- budget approval and profit distribution;
- personnel remuneration policies and compensation plans based on financial instruments;
- fixing of the remuneration to be agreed in the event of early termination of the employment relationship or early termination of office;
- setting a ratio higher than 1:1 (in any case not higher than the ratio 2:1) between the variable and fixed component of the individual personnel remuneration.
In extraordinary session, the shareholders’ meeting resolves on:
- statutory changes;
- operations of an extraordinary nature, such as capital increases, mergers and demergers.
The ordinary shareholders’ meeting is called at least once a year within 120 days of the close of the financial year. Those who have the right to vote and for whom the company has been notified in the manner and within the terms established by current legislation can participate in the meeting.