THE EXTRAORDINARY SHAREHOLDERS' MEETING OF BANCO DESIO APPROVES AMENDMENTS TO THE BY-LAWS IN COMPLIANCE WITH THE LAW ON SAVINGS
The Extraordinary Shareholders' Meeting of Banco di Desio e della Brianza S.p.A., meeting today in a first call, approved the draft amendment to the corporate by-laws aimed at implementing the provisions introduced by the "Law on Protecting Savings."
The provisions of the by-laws that were amended may be summarized as follows:
- articles 16 (Board of Directors - Composition - Requirements and appointment) and 17 (replacement of directors) were supplemented to implement the provisions of Art. 147-ter of the TUF (Consolidated Financial Act) on the minimum number of independent directors and appointment of the Board of Directors through a slate vote;
- articles 20 (Board of Directors' meetings) and 23 (Steering Committee) were amended to give every Auditor, instead of only two of them, the power to convene the Board of Directors and the Steering Committee, in compliance with the new Art. 151 of the TUF.
- Article 24 (Managing Director - General Manager - Responsible Manager for preparation of company accounting documents) was supplemented with appointment rules and requirements for the ""Responsible Manager," set forth in Art. 154-bis of the TUF
- articles 26 (Board of Auditors - Composition - Remuneration and requirements) and 27 (Appointment of the Board of Auditors and Chairman) were supplemented to implement the provisions of Art. 148 of the TUF on appointment of the Board of Auditors and its Chairman.
The statutory changes have already been examined by the Bank of Italy pursuant to Art. 56 of the TUB (Consolidated Banking Act); once the procedure for entry into the business registry has been completed, the meeting minutes and text of the new corporate by-laws will be available for consultation online at the Bank's website at www.bancodesio.it.
The new provisions on the appointment of corporate organs will go into effect with the next General Meeting.
Desio, June 28, 2007
BANCO DI DESIO E DELLA BRIANZA SPA