Falck Renewables | Increased voting - Falck
Increased voting
Increased voting

The Shareholders’ Meeting on May 7, 2020 2019 approved the amendment of Article 9 of the Articles of Association, introducing - pursuant to Art. 127-quinquies, of the Consolidated Financial Act - the increased voting right mechanism.

The amendment aims to foster the long-term stability of the shareholder base and to increase the flexibility of the capital structure by mitigating possible dilutive effects, as better explained in the Explanatory Report to the Shareholders’ Meeting (www.falckrenewables.eu, Ethic and Governance Section – Shareholders’ Meeting 7 May 2020)

The Articles of Association of the Company provide the allotment of two votes for each share belonging to the shareholder requesting to be registered in the Special List — maintained and updated by the Company — provided that the said share is held for a period of no less than 24 subsequent months starting from the date of its registration in such Special List.

The interested Shareholders may present, through their intermediary, the request for registration in the relevant Special List using the application form here attached. Please kindly note that the application for registration cannot be sent directly by the Shareholder, but must be presented by the financial intermediary in which Falck Renewables shares are deposited.

All the details relevant to the procedure for the registration, maintenance and updating of the Special List, complying with the applicable laws, the Articles of Association and the market practices, are described in the Increased Voting Right Regulations hereby attached, approved by the Falck Renewables’ Board of Directors on May 7, 2020.

  1. Increased voting right regulations - Increased Voting Right Regulation approved by the BoD on May 7, 2020
  2. Articles of Association amended by SHM on May 7, 2020Amended Articles of Association approved by the Extraordinary Shareholders’ Meeting of Falck Renewables S.p.A. on May 7, 2020
  3. Request form for registration on special listRequest Form for Registration on the Special List in order to increase the voting right
  4. Explanatory Report of Directors concerning the Proposal to introduce the Increased Voting Right mechanismExplanatory Report of Directors pursuant to Article 125-ter of TUF and to Article 72 of RE concerning the Proposal to introduce the Increased Voting Right mechanism
  5. List of Relevant Shareholders who have requested the registration in the special list for the increased voting rightscommunication according to art. 127-quinquies TUF and art. 143-quater Issuers’ Regulation

Articles of Associations - changes applied on 17 November, 2020

Articles of Associations in force- changes applied on 14 December 2021, 2020