The challenge on Tim is enriched with new twists, the last of which - in chronological order - was launched by the Board of Directors of the telephone company. Although resigned, but still in office for ordinary management, Tim's Board of Directors rejected by majority (Vivendi's directors) the decision of the board of statutory auditors to integrate the agenda of the shareholders' meeting of April 24 with the request presented by Elliott Fund to dismiss the 6 directors of the French shareholder and integrate the board with 6 new independents. The communiqué issued late Monday evening speaks clearly and “believes to undertake any legal action to protect the rights and interests of all shareholders and of the Company". Which, translated, means appealing to the Court of Milan to get it to decide who is right or wrong between the two duelists and establish whether, on April 24, the Telecom Italia shareholders' meeting will have to rule on the revocation of the directors as the fund would like by Paul Singer or not, as Vincent Bolloré would like, who moved the discussion to the meeting on May 4th. A race against time given that the appeal should be presented today Tuesday, just 14 days before the fateful meeting date. Vivendi itself is considering whether to appeal directly.
Such a clear vertical rift between the board of directors and the board of statutory auditors had not yet been seen in the long and troubled history of Telecom Italia. On the other hand, long and exhausting legal battles have already been experienced with damage for the company and for the shareholders, especially the small ones. Vivendi, through the majority directors, defines the mayors' decision as "wrong and particularly serious"; "confirms the passing of the request for integration of the agenda of the meeting of 24 April 2018 and the validity of the convocation of the meeting of Tim for 4 May". The minority directors Assogestioni (Borsani, Calvosa, Cornelli, Frigerio and Vivarelli) opposed the decision.
And here is the response from the board of statutory auditors which "reaffirms that it has acted, today as in the past, solely and exclusively with a view to carrying out its duties scrupulously and seriously and its supervisory function on compliance with the laws, regulations and statutory and always with the aim of protecting the interests of all shareholders, individual or qualified, and of stakeholders in general".
PRESENTED THE 10 NAMES OF ELLIOTT
However, the battle continues and the battle excites the Stock Exchange where purchases on Telecom Italia shares continue, leading the FTSE Mib with an increase of 2,32% (0,874 euro) at 10:24. Investors are moved by the prospects of new surges also due to the purchases that CDP is underway to present itself at the shareholders' meetings with 5% of the capital, as announced. Elliott also announced to the SEC on Monday of raking in 13,7% between ordinary share capital and put and call options and, at the end of a long day in which Assogestioni clarified that it will not present any lists and many funds have already openly declared themselves in favor of the US Fund, Elliott confirmed its 10 names – anticipated by rumors in recent days – for the meeting of 4 May: confirmed the first six names already indicated for the meeting of 24 (Fulvio Conti, Massimo Ferrari, Paola Giannotti De Ponti, Luigi Gubitosi, Dante Roscini and Rocco Sabelli), the other 4 names are Alfredo Altavilla (Fca, close collaborator of Sergio Marchionne), Paola Bonomo (ex Vodafone and Facebook, now on the Axa board as an independent) , Lucia Morselli (ex CEO Telepiù now on the boards of Luxottica and Snam) and Maria Elena Cappello (advisor of Saipem, A2A and Cdp) who represents a new entry with respect to the rumors circulated. All, Tim's note specifies, declare themselves independent.
AND CORCOS SIDES WITH THE US FUND
The president, Tommaso Corcos (CEO of Eurizon), intervened to explain Assogestioni's position, urged by journalists on the sidelines of the Salone del Risparmio in Milan. Within Telecom's shareholders "there is clearly a struggle - he replied - it was right that our role should be that of defending the interests of subscribers and, at this moment, this interest favors a change in governance". “It was easy not to submit a list – he continued – because we all knew that improving the company's governance was an obligation. So we moved thinking that our contribution was that”.
To read the documents made available in view of the Telecom Italia 2018 shareholders' meetings, click here
To read the Elliott Fund filings on TransformingTim, click here
(Updated 13:58pm Tuesday April 10)
