Verona, 29 June 2020. The Board of Directors, chaired by Paolo Bedoni, in today's meeting - in connection with the strategic partnership between the Generali Group and the Cattolica Group, in line with the agreement signed on June 24, 2020 already widely communicated to the public but also in view of the launch of a capitalization path in accordance with the Regulator’s indications - resolved to proceed with the calling of the Ordinary and Extraordinary General Meeting for July 30 and 31, 2020 respectively, on the first and second call.
In particular, on the basis of today's Board resolutions, the Extraordinary General Meeting will be asked to decide on:
(i) the proposal to transform Cattolica into a joint-stock company and the adoption of an entirely renewed text of the Articles of Association, typical of this model, with identification of the methods of exercising the right of withdrawal granted to Shareholders and Members upon approval of the resolution;
(ii) the proposal for certain amendments to the Articles of Association relating to Cattolica's current governance, however having application in the previous phase to the effectiveness of the resolved transformation of Cattolica into a joint-stock company. The proposed amendments to the articles of association, if approved, are subject to the prescribed legal authorizations.
In the ordinary session, the General Meeting will be called to resolve, with candidates on the basis of lists in accordance with current legislative and statutory provisions, the appointment of a director to replace a terminated representative.
The Company will, in accordance with the practice, the law and the Articles of Association, comply with the information obligations relating to the summoning of the General Meeting, which, in the persistent emergency situation, will see the intervention of the Members exclusively through the Designated Representative.