Verona, October 28, 2024. Creactives Group S.p.A. (“Creactives Group” or the “Company”) (ISIN IT0005408593 – ticker: CREG), an international company and Innovative SME, listed on Euronext Growth Milan – Professional Segment (“Euronext Growth Milan Pro”), that develops Artificial Intelligence technologies to address real-life business problems in the Supply Chain, announces that the Ordinary and Extraordinary Shareholders’ Meeting of the Company met today at the local unit in Verona, Via Enrico Fermi No. 4, or by means of telecommunication that ensured the identification of the participants, as indicated in the notice of the Shareholders’ Meeting published as an excerpt in “Italia Oggi” on October 9, 2024 and in full on the same date on its website www.creactivesgroup.com (Investor Relations/Shareholders’ Meetings section) and on the website of Borsa Italiana S.p.A., www.borsaitaliana.it.
The Shareholders’ Meeting of Creactives Group in ordinary session has:
– Approved the annual financial statements as of June 30, 2024 as proposed by the Board of Directors and acknowledged the Group’s consolidated financial statements as of June 30, 2024 and resolved to carry forward the loss for the year of Euro 454.701.
In compliance with current regulations and the EGM Issuers’ Regulations, the Creactives Group’s financial statements as of June 30, 2024 and the Group’s consolidated financial statements as of June 30, 2024, together with all relevant documents related thereto (including the report of the Board of Statutory Auditors and the report of the independent auditors), are made available to the public at the Company’s registered office, on the website of Borsa Italiana S.p.A. and on its website www.creactivesgroup.com (Investor Relations/Shareholders’ Meetings section).
– Approved to amend the shareholders’ resolution of October 25, 2023 by redetermining the compensation for the Board of Statutory Auditors as follows:
- a total gross emolument of Euro 38.000 for the Chairman (divided as follows: for fiscal year 2024-2025 a gross annual emolument of Euro 18.000 and for fiscal year 2025-2026 a gross annual emolument of Euro 20.000);
- an emolument of Euro 29.000 for each Statutory Auditor (divided as follows: for the fiscal year 2024-2025 a gross annual emolument of Euro 14.000 and for the fiscal year 2025-2026 a gross annual emolument of Euro 15.000).
– Approved the adjustment of the fee to be paid to the auditing firm BDO Italia S.p.A. for carrying out the statutory auditing of the accounts conferred by the Shareholders’ Meeting of October 25, 2023, amounting to Euro 30.800 gross per year for each financial year 2025 and 2026, under the conditions and terms indicated in the offer formulated by the aforementioned auditing firm.
The Shareholders’ Meeting of Creactives Group S.p.A. in extraordinary session has:
– Approved the plan for the merger by incorporation pursuant to Article 2505 of the Italian Civil Code of Creactives S.p.A. into Creactives Group, in the manner and with the effects indicated in the relevant merger plan available on the website creactivesgroup.com (Investor Relations section).
The Merger deed will be signed in accordance with the provisions of Articles 2503 and 2504 of the Italian Civil Code.
– Approved to amend Articles 13, 14 and 19 of the Company bylaws, in the text explained by the Board of Directors in the Directors’ Explanatory Report available on the Company’s website in the Investor Relations/Shareholder Meetings section at creactivesgroup.com.
The minutes of the Shareholders’ Meeting and the updated bylaws will be made available to the public on the Company’s website, www.creactivesgroup.com, Investor Relations section, as well as on the website of the Italian Stock Exchange www.borsaitaliana.it, Stocks/Documents section, within the terms and in the manner required by current regulations.
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