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Filing of the Merger plan - Merger by incorporation of Cerved Group S.p.A. into Cerved Information Solutions S.p.A. and Consit Italia S.p.A. into Cerved Information Solutions S.p.A.
San Donato Milanese, 28 November 2017 – Today the merger plan (the “Merger Plan”) was filed with the company’s registry of Milan with reference to (i) the merger by incorporation into Cerved Information Solutions S.p.A. (“CIS” or the “Company”) of Cerved Group S.p.A. (the “First Merger”) and, subsequently to the effectiveness of the First Merger, (ii) the merger by incorporation into CIS of Consit Italia S.p.A. (the “Second Merger”).
Considering that the Board of Directors of CIS, pursuant to Article 2505, paragraph 2, and Article 2505-bis, paragraph 2, of the Italian civil code, as well as Article 19.2 of the Company bylaws, is responsible for adopting the resolutions on the mergers pertaining, respectively, the Fist Merger and the Second Merger, CIS’ shareholders representing at least five percent of the share capital are entitled to request, in accordance with Article 2505, paragraph 3 and Article 2505-bis, paragraph 3, of the Italian civil code, with request submitted to CIS within eight days from the filing of the Merger Plan with the company’s register, that the resolution approving the First Merger and the Second Merger is passed by the extraordinary shareholders’ meeting of CIS as provided for by Article 2502 of the Italian civil code.