(Finance) – After approval and publication in the Official Gazette of Capital Bill, Amplifon intends to strengthen the increased vote. The Board of Directors of the company, a leader in hearing solutions which is part of the FTSE MIB, has in fact approved propose to the extraordinary meeting the amendment of the Articles of Association in order to allow the strengthening of the increased voting system in line with the new legal provisions.
“From a strategic point of view, with the introduction of an increased voting mechanism, strengthened compared to the one already adopted, Amplifon intends encourage a capital structure capable of supporting its path to further growth long-term at a global level, in a highly competitive market characterized by technology and innovation”, we read in a note.
“In this way the company – that maintains its registered office, tax and listing in Italy – it could in fact pursue any further significant growth opportunities also along external lines such as, for example, acquisitions or strategic alliances, where appropriate, to be achieved through the issue of new shares or share exchanges with third parties, as well as more effectively promoting a solid equity base with a long-term investment horizon”, it is added.
The statutory changes for which approval is requested by the Extraordinary Assembly are the following: proposal to strengthen the increased voting system currently in force; proposal to introduce the possibility of holding meetings through exclusive participation through the so-called designated representative; proposal to assign to the Board of Directors a delegated to increase the share capital up to a maximum of approximately 20% of the share capital (906 million euros).
The shareholders of the Company who, on the effective date of the statutory amendment relating to the Enhancement of Increased Voting, have already accrued 2 votes per share (double vote) will be entitled to accrue the third vote after a further year from that date and subsequent ones (fourth, fifth vote and so on) from year to year up to a maximum of 10 votes per share 8 years after that date.
Regarding the proposal to introduce into the Articles of Association the possibility of holding meetings through exclusive participation through the designated representative, the company states: “Practice has in fact demonstrated that the information, debate and discussion function of the shareholders’ meeting in person, for the purpose of defining the voting decision to be expressed, has been progressively reduced participation in the meeting is now reduced to the mere exercise of the right to voteon the basis of the knowledge base which is also and above all formed through continuous dialogue between the Company and shareholders and which intensifies in the period immediately preceding the meeting event”.