Press Releases and Statements
Benetton Group Shareholders’ meeting approves the 2010 financial statements
Ponzano, April 28, 2011 – The Benetton Group Shareholders’ meeting, chaired by Luciano Benetton, approved the 2010 financial statements and the payment to Shareholders of a dividend totalling 43 million euro*, equivalent to 0.25 euro per share (0.23 euro per share in the previous year).
The shareholders’ meeting also appointed the Board of Statutory Auditors for the three year period 2011-2013: Angelo Casò, Chairman, Antonio Cortellazzo and Filippo Duodo, permanent auditors, Marco Leotta and Piermauro Carabellese, alternate auditors. All the statutory auditors appointed were selected from the only list lodged within the legal time limits, as submitted by the majority shareholder Edizione S.R.L. The auditors’ CVs are available on the Company website at:www.benettongroup.com/investors.
The Shareholders’ Meeting then authorised the Board of Directors to purchase and sell company shares. Although the programme to purchase treasury shares has been suspended since February 2009, the Board of Directors requested renewal of the authorisation with the objective of continuing to cover any necessary share operations, for an adequate time period, on the terms and conditions illustrated below.
Authorization was granted for the purchase of a maximum number of shares which, together with shares already held, does not exceed the limit of 10% of share capital, and for a period of 18 months. The minimum purchase price is envisaged as not being less than 30% under, and the maximum price not more than 20% over the reference price recorded by the share in the Stock Exchange session preceding each individual transaction; the selling price is envisaged as being not less than 90% of the reference price recorded by the share in the Stock Exchange session prior to each individual transaction.
Renewal of this authorization continues to enable the Company to acquire a portfolio of treasury shares, which may also be used to serve any share incentive schemes. The authorization also gives the Company the power to act on its own shares for the purposes and in the ways allowed by current legislative provisions, also taking advantage of any strategic investment opportunities.
The purchases will be made in markets regulated, organized and managed by Borsa Italiana S.p.A. and in accordance with its procedures. The Company currently holds 10,345,910 treasury shares, corresponding to 5.663% of share capital.
The Board of Direcapital convening after the Shareholders’ Meeting, among other items, identified, in compliance with the provisions of the Company’s “Internal Dealing Regulations”, the “Relevant Persons” and the blackout periods during which those Persons must refrain from carrying out any operations in Benetton shares, as being 15 and 30 days respectively prior to approval of the quarterly reports or of the half year report and the draft annual financial statements.
* The coupon clipping date for the dividend will be May 23, 2011 for ordinary shares listed on the Borsa Italiana S.p.A. (MTA) and for ADSs listed on the OTCQX. The right to receive the dividend will apply to holders of shares on May 20, 2011 and holders of ADSs on May 25, 2011. To be a holder of ADSs on May 25 and therefore to have the right to receive the dividend, the ADSs must be purchased by and no later than May 20, 2011.
Benetton Group will pay the dividend in euro on May 26, 2011, through Monte Titoli S.p.A., in favour of shareholders via authorised brokers.
For holders of ADSs, the dividend will be paid to Deutsche Bank Trust Company Americas, as depository bank of ordinary shares against which the ADSs were issued, through Deutsche Bank Milan, in its capacity as Italian sub-depositary. Deutsche Bank will pay the dividend on the ADSs in United States dollars on June 2, 2011, at the euro/US$ exchange rate in effect on or around May 26, 2011.
Declaration by the manager responsible for preparing the company’s financial reports
The manager responsible for preparing the company’s financial reports, Alberto Nathansohn, declares, pursuant to paragraph 2 of Article 154-bis of the Consolidated Law on Finance, that the accounting information contained in this press release corresponds to the document results, books and accounting records.