The CAD IT BoD approves the 2010 draft financial statements, appoints a new director by co-option and calls the Shareholders' Meeting

  • 11 marzo 2011, 17:18

The CAD IT Board of Directors approves the 2010 draft financial statements, appoints a new director by co-option and calls the ordinary and extraordinary Shareholders’ Meeting

The Board of Directors of CAD IT S.p.A. (www.cadit.it), leader in the Italian financial software market and quoted in STAR, today approved the Draft Financial Statements and the Consolidated Financial Statements as at 31st December 2010.

The Consolidated Financial Statements at 31st December 2010 shows:

  • Production Value of Euro 52.5 million compared to Euro 54.3 million in 2009; internal work capitalised under fixed asset stood at Euro 4.3 million compared to Euro 4.2 million in 2009;
  • Gross Operational Result (EBITDA) of Euro 4.5 million (8.6% of Production Value) compared to Euro 7.3 million in 2009 (equal to 13.4% of Production Value);
  • Operational Result (EBIT) of Euro 0.7 million (1.4% of Production Value), compared to Euro 3.5 million in 2009 (equal to 6.5% of Production Value). The intangible fixed asset amortization went from Euro 2.8 million in 2009 to Euro 3 million in 2010;
  • Pre-tax and pre-third party share result stood at Euro 0.8 million (1.4% of Production Value) compared to Euro 3.8 million in the previous financial period (7% of Production Value);
  • Net Result of Euro -0.6 million, equal to -1.2% of Production Value compared to Euro 2 million in the previous year (3.7% of Production Value). The negative result is due to tax payment of Euro 1.4 million.

The Parent Company CAD IT S.p.A. recorded a Production Value of Euro 49.8 million compared to Euro 50.5 million in the previous financial period with a net result of Euro -0.4 million compared to Euro 2.4 million at 31st December 2009.

CAD IT announces that the cash generated from operating activities amounts to Euro 6.3 million compared to Euro 1.5 million generated in 2009. Thanks to this increased cash flow the Net short-term Consolidated Financial Position at 31st December 2010 was in credit at Euro 4.2 million compared to Euro 1.3 million at 30th September 2010 and to Euro 5.1 million compared to 31st December 2009 despite a payment of Euro 2.2 million for dividends during 2010.

On the basis of the 2010 results, the Board of Directors has decided to propose a non-distribution of dividends at the Shareholders’ Meeting.

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The manager responsible for preparing the company’s financial reports, Maria Rosa Mazzi, declares, pursuant to paragraph 2 of Article 154-bis of the Consolidated Law on Finance, that the accounting information contained in this press release corresponds to the document results, books and accounting records.

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CAD IT informs all parties that Matthias Sohler, non-executive director, having resigned from the Xchanging Group has also resigned his position with immediate effect from the Board of Directors of the CAD IT Group.

Matthias Sohler, non-executive and non-independent director, did not belong to any internal committee. According to the statement made to the Company by the resigning director, Matthias Sohler at the date of his resignation did not hold, directly or indirectly, any share in CAD IT’s capital stock.

The Board of Directors thanks Matthias Sohler for his positive contribution during his interactions with the Company.

To replace the resigning Matthias Sohler, CAD IT’s Board of Directors has appointed, by co-option, in accordance with art. 18 of the Company’s by-laws and with art. 2386 of the Civil Code, Jörg Karsten Brand, director in Xchanging Group and with vast experience in the financial business.

Jörg Karsten Brand has been appointed a non-executive and non-independent Director within CAD IT’s Board of Directors and will not belong to any internal committee. The appointed director, who will be in charge until the first Shareholders’ Meeting, according to the statement rendered to the Company, holds, direct or indirect, 2,000 shares at the date on appointment in CAD IT S.p.A..

The curriculum vitae and the statements made by the new director Jörg Karsten Brand (concerning: (i) his availability to accept the position; (ii) the lack of ineligibility and foreclosure conditions; (iii) the possession of the requirements provided by laws and regulations currently in force) are available on the Company’s website www.cadit.it.

Following the above mentioned changes, the Board of Directors is now composed of the following members:

  • Giuseppe Dal Cortivo, Chairman and Executive Director
  • Giampietro Magnani, Vice-chairman and Executive Director
  • Luigi Zanella, Vice-chairman and Executive Director
  • Paolo Dal Cortivo, Executive Director
  • Maurizio Rizzoli, non-executive Director
  • Jörg Karsten Brand, non-executive Director
  • Francesco Rossi, non-executive and Independent Director
  • Lamberto Lambertini, non-executive and Independent Director.

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CAD IT’s Board of Directors has also called the ordinary and extraordinary Shareholders’ Meeting on April 27th and April 28th, for the first and second call respectively.
The Shareholders’ Meeting will be called to deliberate over (i) in the ordinary part, the approval of 2010 Financial Statements, the proposal of integration to the Board of Directors of a new director in accordance with art. 2386 of the Civil Code and the proposed amendment of the Shareholders’ Meeting Regulations in order to adapt to the new provisions introduced by D. Lgs. n. 27/2010; (ii) in the extraordinary part, the proposed amendment and insertion of some articles in the Company’s by-laws concerning:

  • D. Lgs. n. 27/2010, transposing directive 2007/37/CE, regarding the exercising of some shareholders’ rights;
  • D. Lgs. n. 39/2010, transposing directive 2006/43/CE, regarding statutory audit on annual and consolidated accounts;
  • Consob resolution n. 17221/2010, setting rules regarding the operations with related parties, as amended by Consob resolution n. 17389/2010.

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Note that the auditing of the draft financial statements has not yet been completed and that the annual financial report together with statutory and external auditors’ report will be made available to the public within the deadlines set at law.
CAD IT also reports, in accordance with art. 89 bis of the Issuer Regulations, to have approved the annual Corporate Governance report which will be published, within law terms, on the company’s internet site and made available at its head offices and at the Borsa Italiana.

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