Ordinary Shareholders’ Meeting
STAR7 – Ordinary Shareholders’ Meeting
2023 annual report approved and consolidated financial statements for the year ended 31 December 2023 reviewed
Allocation of the profit for the year approved
New Board of Directors appointed
New Board of Statutory Auditors appointed
Mandate awarded for the legal audit of the accounts for the 2024-2026 period
Appointment of Lorenzo Mondo as Chief Executive Officer and appointment of the Supervisory Board by the Board of Directors
Criteria for assessing independence of directors pursuant to art. 6-bis of Euronext Growth Milan Regulation approved.
Verification of fulfilment of independence requirements
STRONG REVENUE GROWTH AND SOLID FUNDAMENTALS
Valle San Bartolomeo (Alessandria, Italy), 07 May 2024
STAR7 SpA (“STAR7” or the “Company”) (EGM: ticker STAR7) held its Ordinary Shareholders' Meeting today in Valle San Bartolomeo (Italy), at second call, under the chairmanship of Lorenzo Mondo. STAR7 provides an integrated range of product-information services, from product and process engineering support to the creation and management of technical and marketing content, translation, printing and virtual experience.
The Shareholders' Meeting approved the annual report for the year ended 31 December 2023, which closed with a net profit of €614,175, and resolved to allocate STAR7’s net profit for 2023 of €614,175 to the Extraordinary Reserve.
The Shareholders' Meeting also reviewed the STAR7 Group's consolidated financial statements for the year 2023, which show Revenues of €104.4 million, up 25.4% from €83.3 million as at 31 December 2022, Group net profit of €1.8 million with an EBITDA Margin recovering in the second half of 2023 compared to the first half. The net financial position was negative at €37.8 million.
Lorenzo Mondo, Chairman and Chief Executive Officer of STAR7, commented: “In 2023, STAR7 reached an important milestone in its business development. Thanks to the Integrale7 business model, the company recorded significant results in terms of revenues, mainly through upselling and cross-selling. The integration of LocalEyes and the lease of the CAAR Group business division helped to strengthen STAR7's position in Global Content services and open up opportunities in new regions, such as India. Despite the challenges related to the integration and scalability of the offshoring system in Albania, the Group saw an increase in EBITDA Margin from 13.6% in the first half of 2023 to 14.3% in the second half of the year.”
The Ordinary Shareholders’ Meeting of STAR7 resolved:
- to set the number of members of the Board of Directors at seven (7);
- to set the term of office of the Board of Directors at three financial years, with the term to expire on the date of the shareholders’ meeting called to approve the annual report for the year ended 31 December 2026;
- to appoint the members of the Board of Directors, which will remain in office until the date of the Shareholders’ Meeting called to approve the annual report for the year ended 31/12/2026, with the election of all members forming part of the single list presented jointly by shareholders Dante Srl, which holds 41.6% of STAR7’s share capital, and STAR AG, which holds 33.33%.
The members of the Board of Directors will be as follows:
- Lorenzo Mondo,
- Josef Zibung,
- Andrea Farina,
- Maria Luisa Vada,
- Isabella Mondo,
- Paolo Rebaudengo,(*)
- Roberto Manzoni.
The Shareholders’ Meeting also appointed Lorenzo Mondo as Chairman of the Board of Directors.
Profiles of the directors are available at the registered office, as well as on the Company's website www.star-7.com in the "Company/Corporate Governance" section.
The Ordinary Shareholders’ Meeting of STAR7 resolved to appoint the members of the Board of Statutory Auditors, which will remain in office from 2024 to 2026, with the election of all members forming part of the single list presented jointly by shareholders Dante Srl, which holds 41.6% of STAR7’s share capital, and STAR AG, which holds 33.33%.
The members of the new Board of Statutory Auditors are therefore as follows:
Standing Statutory Auditors
- Fabio Maria Venegoni
- Alberto Bodiglio
- Vincenzo Gambaruto
Alternate Auditors
- Stefano Cernuschi
- Roberto Todisco
Fabio Maria Venegoni has been appointed Chairman of the Board of Statutory Auditors.
The respective profiles of the auditors are available at the registered office, as well as on the Company's website www.star-7.com in the "Company/Corporate Governance" section.
The Shareholders' Meeting resolved to award the mandate for the legal audit of the accounts for the 2024-2026 financial years to auditing firm BDO Italia SpA, in accordance with the offer issued by said company, approving the related fees.
Following the STAR7 Shareholders' Meeting, the new Board of Directors of the Company met for the first time and, as per the previous management structure, confirmed Lorenzo Mondo as Chief Executive Officer.
The Board of Directors also appointed the Supervisory Board, which is responsible for ensuring that the Model 231 Compliance Programme is correctly implemented, effective and observed within the Company, and that the Programme is updated. Giordano Balossi was appointed Chairman of the Supervisory Board.
In compliance with the provisions of art. 6-bis of the Euronext Growth Milan Issuer Regulation – as last amended on 4 December 2023 – the Board of Directors has set out the quantitative and qualitative criteria relating to the significance of potentially relevant relationships for the purposes of assessing the independence of directors (the "Criteria ”). These form the basis on which the Board of Directors itself is required to assess relationships that could, or could appear to, compromise the autonomous judgment of directors classed as independent.
The Criteria are available to the public on the Company's website at www.star-7.com, in the “Company/Corporate governance/Corporate documents and procedures” section.
Pursuant to art. 6-bis of the Euronext Growth Milan Issuer Regulation, the Board of Directors determined at its meeting today that director Paolo Rebaudengo fulfilled the independence requirements (including in relation to the Criteria) based on the declarations made by the individual in question and the information available to the Company.
FILING OF DOCUMENTATION
The Minutes of the Shareholders' Meeting and the Summary Voting Report will be made available to the public within the terms of the law at the company's registered office in Valle S. Bartolomeo (Alessandria, Italy), as well as by publication on the company website www.star-7.com, in the "Investor Relations/Shareholders' Meetings" section and on the authorised storage mechanism www.1info.it.
STAR7
For more than 20 years, STAR7 has served its customers as a leader in the product information sector. Support for product and process engineering, creating and managing technical content, as well as marketing, translation, printing and virtual experience: STAR7’s range of services means it can assist its customers throughout the product life-cycle – from design to aftersales.
STAR7’s hallmark has always been an approach combining specific know-how, technology and vision to offer the best possible solutions to the needs of customers and the global market. This approach has seen STAR7 strike major partnerships with leading international companies, establishing it as a reliable and credible global partner.
STAR7 is part of the STAR Group network.
www.star-7.com
FOR MORE INFORMATION:
INVESTOR RELATIONS
investorrelations@star-7.com
Pierluigi Valletta, CFO and Investor Relations Manager
Mob: +39 342 860 6566
E-mail: pierluigi.valletta@star-7.com
Blue Arrow - IR Advisor
Maria Grazia Mantini
Mob: +41 78 723 6840
E-mail: mariagrazia.mantini@bluearrow.ch
MEDIA RELATIONS
mediarelations@star-7.com