Unalbe to show flash video

The shareholders-meeting

The Shareholders’ Meeting represents the institutional meeting point of the Company’s management and its Shareholders. At these meetings, Shareholders may ask questions pertaining to items on the agenda or the Company’s management at large. The information provided shall comply with the provisions applicable to inside information.
Ordinary Shareholders’ Meetings are regulated by Article 2364 of the Italian Civil Code, Extraordinary Shareholders’ Meetings by Article 2365.
A notice of Shareholders’ Meeting is also published on the Company’s website to promote Shareholder attendance. The Shareholders’ Meeting of January 30, 2001 approved the Shareholders’ Meetings regulations (posted on Saipem’s website www.saipem.com) to ensure smooth and effective meetings proceedings and, specifically, to safeguard every Shareholder’s right to intervene on items under discussion.
The Extraordinary Shareholders’ Meeting of April 30, 2007 had approved the amendments to the Company’s Articles of Association in order to comply with the provisions of Law 262/2005 on protection of investors and had granted the Board of Directors the power to approve amendments to the Articles of Association if required by law.
On December 13, 2010, the Board of Directors approved amendments to the Articles of Association in compliance with the new provisions of law in terms of Shareholders’ rights (Law Decree 27 of January 27, 2010).
Specifically, they provide that the Annual General Meeting be called through publication on the Company's website in addition to all other methods set forth in Consob Regulations and in compliance with the Law and current legislation.
The legitimate attendance at Shareholders’ meetings and the exercise of voting rights is confirmed by a statement to the Company from the accredited intermediary in compliance with his/her accounting records, on behalf of the Shareholder entitled to vote.
This statement is based on the intermediary accounting records registered at the end of the seventh trading day prior to the date of the Shareholders’ Meeting on first call. Credit and debit records after this deadline shall not be considered for the purpose of legitimising the exercise of voting rights at the Shareholders’ Meeting. Statements issued by the intermediaries must reach the Company by the end of the third trading day prior to the Shareholders’ Meeting on first call.
Shareholders who, solely or jointly, represent at least one fortieth of the share capital may request, within ten days from publication of the calling of the Shareholders’ Meeting, detailing items they wish to be added to the meeting agenda.
Shareholders entitled to vote may delegate others to represent them at the Shareholders’ Meeting pursuant to the law; to do so, they must present a request either in writing or electronically. The electronic proxy can be filled in on Saipem’s website and sent via certified e-mail, under the terms advised in the notice of Shareholders’ Meeting and in compliance with current legislation and regulations.
Pursuant to Article 135-undecies of Law 58/1998, the Company shall appoint a representative for the next Shareholders’ Meeting, upon whom shareholders may confer a proxy, with voting instructions on all or a number of items on the agenda, by the second trading day prior to the date established on first call of the Shareholders’ Meeting. The proxy is conferred by signing a proxy form, the content of which is governed by Consob regulation.
At the Shareholders’ Meeting called to approve the financial statements, the Board of Directors reports on activities that  occurred during the year, both through reports in the financialstatements, which have been released prior to the meeting, through methods as provided by the law and current regulations and by answering questions and requests for clarification posed by the Shareholders.
At the Shareholders’ Meeting, votes are cast using remote controls, which facilitate the Shareholders in exercising their rights and ensure that the voting results are immediately available.
The Board of Directors’ Meeting held on March 8, 2011, resolved to submit to the Shareholders’ Meeting amendments of a non normative nature to the Articles of Association, i.e. those which, based on Law Decree 27 of January 27, 2010, empower the Company to make choices.
Specifically, amendments concern the opportunity to hold Ordinary and Extraordinary Shareholders’ Meetings in single call (Article 19 of Articles of Association), the opportunity to provide in the notice of meeting the option to participate in the Shareholders’ Meeting remotely and cast votes electronically (Article 13 of Articles of Association), and the power to appoint a Shareholders’ representative (Article 13 of Articles of Association).