Telecom against Fossati, with Telefonica a bone of contention. Findim group, led by Marco Fossati and shareholder of Telecom with 5%, has requested the revocation of the directors appointed by Telco given "the immediate influences on management" that the increase in Telefonica's share will have on Telecom's strategies, in particular in Latin America. But Telecom Italia's board of directors is against it and, "while fully respecting the determination of the shareholders when selecting and maintaining the administrative body", does not share "the arguments formulated by Findim Group" since "they are based on the alleged conditioning to which the directors in office would be potentially exposed due to the well-known corporate events that affected the shareholder Telco", while the board "has always operated in full compliance with the principles that oversee the correct management function".
This is what emerges from the reports published by the board of directors of Telecom Italia and by Findim group, a company headed by Marco Fossati, in view of the shareholders' meeting of 20 December, which has on the agenda, as requested by Fossati, the revocation of directors appointed by Telco, a shareholder of the TLC group with 22,4% and the eventual appointment of a new board. and the "inevitable effects, in particular, on the methods of managing the stake in the company and on the definition of strategic guidelines".
According to Findim group, Telefonica, which in January has the possibility of increasing to 100% of Telco, "appears destined to become owner of the absolute majority of the share capital with voting rights of Telco itself", thus entailing a radical change in the "conditions of representativeness of all the directors nominated by Telco or subsequently co-opted", with the risk that the new ownership structure of Telco may condition the "determinations of the directors nominated by Telco in the management of the shareholdings held by the Company in the markets - Brazil and Argentina - on which there is a strong presence of Telefonica”. This therefore justifies the "proposal to refer to the shareholders' meeting the evaluation of the suitability of directors nominated by Telco (or subsequently co-opted) to maintain their office in the face of changed circumstances and to therefore evaluate their possible revocation".
