What is CIR?
CIR is the holding company of a leading Italian industrial group. It is controlled by COFIDE (Compagnia Finanziaria De Benedetti), the financial holding company of the De Benedetti family. CIR stands for Compagnie Industriali Riunite.
Is CIR a listed company?
CIR is listed on the Milan stock exchange (FTSE/MIB index).
Where are the headquarters of the company?
The company’s registered office is in Turin and its operating headquarters are in Milan.
What business sectors does the CIR Group operate in?
The CIR Group mainly operates in five business sectors: energy (Sorgenia), media (Espresso), automotive components (Sogefi), healthcare (KOS) and financial services.
What is Sorgenia?
Sorgenia was established in 1999 with the name of Energia as a joint venture between CIR, which holds a majority stake, and the Austrian multi-utility provider Verbund. Sorgenia operates in the new free market for electricity and gas in Italy. It is the first private company in the domestic market. The Sorgenia group has its own electricity generating facilities and is currently engaged in constructing new plants, particularly focusing on renewable energy.
What does the Espresso Group do?
The Espresso group operates in the media sector, specifically in the publication of newspapers and magazines, radio, digital television, the collection of advertising and in the internet. The parent company of the group, Gruppo Editoriale L'Espresso S.p.A. publishes the national newspaper Repubblica and the weekly news magazine l’Espresso. Through its subsidiaries it is also the publisher of 16 local newspapers, has three national radio stations, including Radio DeeJay (the number one private radio station in Italy in terms of number of listeners) and it has a significant presence in the internet sector (Kataweb). It is by far the most important newspaper publisher in Italy.
What does Sogefi do?
Sogefi is an Italian group that is a global leader in the production of automotive components.
It specializes in filters and suspension components and is present in 13 countries on three continents.
What is KOS?
KOS was established in 2003 and operates in the healthcare sector in Italy. The company is particularly active in the management of nursing homes and of physio and psychiatric rehabilitation centres.
What is the role of the Board of Directors?
The Board of Directors has full powers to deal with the running of the company and maintains the right to take any action it considers necessary to reach the objectives of the company (except for such rights reserved specifically for the shareholders’ meeting)
Who is the Chairman of the Board of Directors?
The chairman of the Board of Directors is Stefano Micossi. Carlo De Benedetti is the Honorary Chairman of the company.
Who is the Chief Executive Officer of the CIR Group?
The Chief Executive Officer of the CIR Group is Rodolfo De Benedetti.
How many Directors sit on the Board of Directors? How many of them are independent?
The Board of Directors has fourteen members, seven of whom are independent.
Where are the notices published informing of the Annual General Meeting of shareholders?
Notice of the meeting is published in the newspaper “la Repubblica”.
What does the notice say?
The notice gives the date, time, place and agenda of the shareholders’ meeting.
How many compulsory shareholders’ meetings are there according to the Bylaws of the CIR Group?
The Bylaws of the CIR Group stipulate that there shall be at least one compulsory shareholders’ meeting (Annual General Meeting) within four months of the close of the financial year.
Who can take part in a shareholders’ meeting?
Those who can take part are the shareholders, who can be present either in person or by proxy, the members of the Board of Directors, the statutory auditors, general managers, deputy general managers and executives of the company.
Any other individual whose presence is considered to be useful by the Chairman can also attend.
Financial analysts, journalists and guests may attend as “listeners” (without the right to vote).
What do you need to show to be allowed into the meeting?
People entitled to attend the meeting have to show a personal identity document, the certificate mentioned in the notice of the meeting and the document which shows that the person concerned has the right to attend either as legal or voluntary representative.
Can small shareholders take an active part in the discussion?
They can ask to speak on the subjects under discussion just once for each topic, making observations and asking for information.
Those who have the right to vote can also put forward proposals if they are related to the items on the agenda.
What is the dematerialization of shares?
The law provides that owners of shares listed on the Italian stock exchange must see that their shares are dematerialized, i.e. they must deposit them with an authorized intermediary who will see that they are put in the centralized management system of Monte Titoli SpA in electronic form.
Ownership of these dematerialized shares and the rights associated with them is attested by the certificate issued by the authorized intermediary with whom the shares have been deposited.