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Ordinary and Extraordinary Shareholders' Meeting

  • 27

March 2025
1 / 3

The Shareholders' Meeting in ordinary and extraordinary session is convened in Milan, at "Allianz MiCo", viale Lodovico Scarampo (reserved entrances "A" and "B" between Gate 6 and Gate 7), on 27 March 2025, in a single call. 


The Shareholders' Meeting documentation is available on this section; moreover, general information on the process is available on the Shareholders page, in the Shareholders' Meeting section.


Notice of call

Shareholders' Meeting Documentation

ORDINARY PART

 

1. Approval of the 2024 Financial Statements

 

2. Allocation of the net profit of the year 2024

 

3. Elimination of negative reserves for the components not subject to change by means of their definitive coverage

 

4. Authorisation to purchase treasury shares aimed at remunerating the shareholders. Consequent and inherent resolutions

 

5. INTEGRATION OF THE BOARD OF DIRECTORS

 

6. 2025 Group Remuneration Policy

 

7. Remuneration REPORT

 

8. 2025 Group Incentive System

EXTRAORDINARY PART

 

 

1. Proposal to grant the Board of Directors, pursuant to Art. 2443 of the Italian Civil Code, with the power, to be exercised within 31 December 2025, to increase the share capital, in one or more tranches and in a divisible form, without pre-emption right pursuant to Art. 2441, paragraph 4, first sentence, of the Italian Civil Code, and with issuance of maximum no. 278,000,000 ordinary shares, with ordinary rights and the same characteristics as the shares already outstanding on the issue date, whose issuance price shall be determined by the Board of Directors pursuant to applicable laws, to be paid up by way of contribution in kind functional to a voluntary public exchange offer (offerta pubblica di scambio volontaria) on all the ordinary shares of Banco BPM S.p.A.; subsequent amendment of Art. 6 of the Company's by-laws; related and subsequent resolutions

 

2. Cancellation of treasury shares with no reduction of share capital; consequent amendment of ARTICLE 5 of the Articles of Association. related and consequent resolutions

 

3. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 1,540 UniCredit ordinary shares to service the 2019 Group Incentive System and consequent integration of clause 6 of the Articles of Association

 

4. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 250,000 UniCredit ordinary shares to service the 2020 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association

 

5. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 850,000 UniCredit ordinary shares to service the 2022 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association

 

6. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 600,000 UniCredit ordinary shares to service the 2023 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association

 

7. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 3,300,000 UniCredit ordinary shares to service the 2024 Group Incentive System and other forms of variable compensation and consequent integration of clause 6 of the Articles of Association

 

8. Delegation to the Board of Directors to carry out a free capital increase by a maximum of 650,000 UniCredit ordinary shares to service the 2020-2023 LTI Plan and consequent integration of clause 6 of the Articles of Association

Other documents

 

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