Second quarter 2013 results and interim financial report at June 30, 2012
The Shareholders' Meeting represents the institutional meeting point of the Company's management and its Shareholders. At these meetings, Shareholders may ask questions pertaining to items on the agenda or the Company's management at large. The information provided shall comply with the provisions applicable to inside information.
Ordinary Shareholders' Meetings are regulated by Article 2364 of the Italian Civil Code, Extraordinary Shareholders' Meetings by Article 2365. The Shareholders' Meeting of January 30, 2001 approved the Shareholders' Meetings regulations (posted on Saipem's website www.saipem.com) to ensure smooth and effective meetings proceedings and, specifically, to safeguard every Shareholder's right to intervene on items under discussion.
The Extraordinary Shareholders' Meeting of April 30, 2007 had approved the amendments to the Company's Articles of Association in order to comply with the provisions of Law 262/2005 on protection of investors and had granted the Board of Directors the power to approve amendments to the Articles of Association if required by law.
On December 13, 2010, the Board of Directors approved amendments to the Articles of Association in compliance with the new provisions of law in terms of Shareholders' rights (Law Decree 27 of January 27, 2010). At the proposal of the Board of Directors put forward at their meeting of March 8, 2011, the Extraordinary Shareholders' Meeting on May 4, 2011 approved amendments to the Articles of Association relating to shareholders' rights, i.e. amendments of a non-normative nature pursuant to Law Decree 27 of January 27, 2010, which assign the Company a right of choice.
Specifically, they provide that the Annual General Meeting be called through publication on the Company's website in addition to all other methods set forth in Consob Regulations and in compliance with the Law and current legislation.
The legitimate attendance at Shareholders' meetings and the exercise of voting rights is confirmed by a statement to the Company from the accredited intermediary in compliance with his/her accounting records, on behalf of the Shareholder entitled to vote.
This statement is based on the intermediary accounting records registered at the end of the seventh trading day prior to the date of the Shareholders' meeting on first call. Credit and debit records after this deadline shall not be considered for the purpose of legitimising the exercise of voting rights at the Shareholders' meeting. Statements issued by the intermediaries must reach the Company by the end of the third trading day prior to the Shareholders' meeting on first call.
The Board of Directors' meeting held on March 13, 2013 has amended the Articles of Association (articles 11, 13 and 19) to comply with Law Decree no. 91 (known as "Corrective Decree"), which in turns amended certain provisions of law Decree no. 27 of January 27, 2010 (implementing European Community Directive 2007/36/CE - "Shareholders' Rights"). Now, Shareholders representing at least 1/40th of the share capital have the right to propose resolutions on items already on the meeting agenda, using the same methods and deadlines currently regulating the right to make additions to the agenda.(art. 126 - bis TUF). Pursuant to art. 20 of Articles of Association and art. 2365, paragraph 2 of the Italian Civil Code, these changes are of a pure normative nature and can be implemented through a Board of Directors' resolution.
The notice of the General Meeting to be held on April 24 and 30, 2013 has been published on Il Sole 24 Ore newspaper on March 25, 2013; it can also be downloaded from the Companys website and Borsa Italiana S.p.A.(www.borsaitaliana.it). The documentation relating to the issues on the agenda, shall be available to the public - in accordance with the terms of the law - at the Companys registered office, at Borsa Italiana S.p.A. and on the relevant section of the Companys website www.saipem.com.
The notice of the Special Shareholders' Meeting of holders of saving shares to be held on April 30, May 2 and May 3, 2013 has been published in extract form on "Il Sole 24 Ore" newspaper on March 30, 2013; it can also be downloaded from the Company's website and Borsa Italiana S.p.A. (www.borsaitaliana.it). The documentation relating to the issues on the agenda, is available to the public - at the Company's registered office, at Borsa Italiana S.p.A. (www.borsaitaliana.it) and on the relevant section of the Company's website www.saipem.com.
for the approval of the financial statements of Saipem S.p.A. at December 31, 2009 and the allocation of net income; second call
Eni S.p.A., as owner of n 189,423,307 ordinary shares amounting to 42.935% of total Saipems ordinary shares with voting rights, has lodged the following voting lists at companys headquarters for the appointment of: