Investor Relations - Gruppo DigiTouch

The objective of this section is to offer to investors a complete overview of information relating to Gruppo DigiTouch, with a view to understanding its strategy, its business model, its market positioning and its financial results; communicating strategic and operational developments in a timely and transparent way; and sharing the calendar of corporate events.

Corporate Governance

Board Member Directors

SIMONE RANUCCI BRANDIMARTE (Board Member Director – Executive President)
Born in Rome on March 24, 1973, he has over 20 years of international experience in the digital business and technological innovation sector. He was one of the founders of Buongiorno, a leading company in mobile marketing and digital entertainment, where he held the role of managing director, also holding the positions of CEO and COO at Buongiorno Hong Kong until 2010, a joint venture between Mitsui and Good morning. In 2010 he founded Glamoo, a company active in the so-called “Mobile SoLo” (social & location) and mobile couponing. Simone Ranucci Brandimarte is also co-founder, business angel and advisor of various start-ups active in Europe and Asia, including WithFounders and he holds the role of CEO of GoSwiff, a company active in the payment services on portable devices (so-called mobile payment ). He is the founder and president of Yolo Group, a company operating in the Insurtech sector and is President of the Italian Insurtech Association – IIA. He has worked with DigiTouch since 2007, of which he became president of the Board of Directors in March 2014.

DANIELE MEINI (Non Executive Board Member Director)
Born in Rome on September 8, 1970, he graduated in Economics and Commerce, cum laude, from La Sapienza University in 1994 and an MBA from LUISS in 1996. Daniele Meini worked from 1996 to 2000 as a business consultant in Strategic Services division of Andersen Consulting and subsequently at Buongiorno Group among its founders since 2000, as financial and administrative manager until 2004 and as CFO until 2007. Later, from 2007 to 2011 he was business development manager for Autostrade for Italy SpA (where he followed several M&A and development projects in South America, Middle East and South Africa). Since 2011 he has been CEO of Ecomouv and since 2015 of the Italian Mont Blanc Tunnel Company and GEIE-TMB. He is also active as a business angel on various start-up projects in the digital sector and a member of the Board of Directors of Withfounders. From July 2019 Daniele Meini is New Venture Leader in PWC Advisory.

MARCO TROMBETTI (Independent Board Member Director)
Born in Rome on March 14, 1976, he is founder and CEO of Translated, the leading player in internet translation. Recently founded Pi Campus, a seed stage venture capital. Previously founded Memopal, one of the first cloud storage technologies.

BARBARA FALCOMER (Independent Board Member Director)
Born in Portogruaro (VE) on July 5, 1965, she graduated from the Venice Ca ‘Foscari University in Foreign Languages and Literatures. He has decades of experience as CEO and general manager in the luxury market. He has gained a solid and varied experience in multinational companies, from B2B (Mediaset) to consumer goods (Beiersdorf) to cosmetics (Lancaster) and luxury (Montblanc). Since 2014 she has been a business angel and investor in start-ups. Since 2017 she has been the general manager of Valore D, a non-profit association of companies that promotes gender balance, cultural, generational diversity and inclusive culture in organizations.

RICCARDO JELMINI (Non Executive Board Member Director)
Born in Catania on September 22, 1969, he has more than 10-years of experience in Telecom Italia Group where he covered a wide range of roles of responsibility in marketing, sales and operations, both in Consumer and Business segment. Moreover he has more than 5 years of consultancy experience as Value Partners senior manager in strategic, organizational, turnaround assignments mainly in Technology, Media and Telco industries focused on growth strategy, operations optimization, industrial processes re-design and go to market improvement.

Auditing Committee

PAOLO FLAMINIO STORTI (Chairman)
Paolo Flaminio Storti is registered in the Association of Certified Accountants and Accounting Experts of Milan as well as in the Book of Certified Auditors. Moreover, since 2013, he is certified as “Chartered Accountant” in the United Kingdom and in Wales and is registered in the “Institute of Chartered Accountants in England and Wales”.

ROBERTO COLARUSSO (Statutory Auditor)
Roberto Colarusso is registered in the Book of Registered Accountants and Accounting Experts of Rome and in the Book of Certified Auditors since 1999. As from that date, he has been working as a tax, corporate and financial advisor. He had also covered positions bothe of control and of administrationin different companies.

MARIA FRANCESCA TALAMONTI (Statutory Auditor)
Maria Francesca Talamonti is registered in the Book of Registered Accountants and Accounting Experts of Rome and in the Book of Certified Auditors. She gives expert advice in the ambits of accounting, corporate and finance. She fulfills job positions of control and administrative authority in different companies. She has a Ph.D. in Economia Aziendale and she is teacher at the University LUISS Guido Carli in Rome and at Unitelma Sapienza.

STEFANO VITTADINI (Alternate Auditor)
Stefano Vittadini is registered in the Book of Chartered Accountants of Monza since 2006 and in the book of Auditors pursuant to Ministerial Decree of 7 November 2006. Since 2005 is partner of Co.Re.As. consulting firm and provides business, tax, and corporate advice and legal defense in tax litigation. He is a member of corporate consultancy committees at the Association of Business Experts and Chartered Accountants

LUCA LAURINI (Alternate Auditor)
He carries out the profession of Chartered Accountant and Legal Auditor within the Cerati Laurini & Ampollini Associate Firm. He is an expert in tax, insurance and supplementary pension matters. He holds various positions in numerous industrial and commercial companies of national importance, including the chairmanship of the Board of Directors of Parametrica Pension Fund Spa, the Board of Statutory Auditors of the listed company Tecnoinvestimenti SpA and the Board of Statutory Auditors of LineaPelle. He is Vice President of the Order of Chartered Accountants and Accounting Experts of Parma

Surveillance Entity (d. lgs. ex 231/2001)

The Surveillance entity, which has a monocratic composition, was elected by the Board of Directors on June, 26th 2017. The office has been renewed to Nicola Corsico Piccolino for another year by the Board of Directors’ deliberation dated 24th July 2020.
Here following the contact:
odv.digitouch@gruppodigitouch.it

Code of Conduct and Behavioural

Model of organization, management and control according to Italian Law D.LGS. n 231/2001 (Synthesis)

As stated in art. 6 comma 2-bis of D. Lgs. 231/01, DigiTouch allows all the recipients of Modello 231 to report any illegal/irregular conducts even anonymously or confidentially (Whistleblowing); these conducts do not necessarily include potential crimes, but also misconducts that are against the Regulation, Code of Conduct, in the Modello231 and/or company procedures
Warnings can be sent to the following email address: whistleblowing.gruppodigitouch@gmail.com

Auditing Company

Corporate Documents

Articles of Association
Internal Dealing Procedure
Procedure Requirements of Communication to Nomad
Procedure for the Management and Communication of Privileged Information
Procedures for Operations with Related Parties

Corporate Events

Wednesday 31th March 2021 – Board of Directors’ Meeting for the approval of the draft of the Financial Statement and the Consolidated Financial Statement at 31st December 2020
Wednesday 31th March 2021 – Conference call – Mr. Simone Ranucci Brandimarte (President) will comment DigiTouch financial results at December 31, 2020
Friday 30th April 2021 – First call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2020
Monday 3rd May 2021 – Second call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2020
Thursday 30th September 2021 – Board of Directors’ Meeting for the approval of the half-yearly Financial Report at 30th June 2021 voluntarily audited
Thursday 30th September 2021 – Conference call – Mr. Simone Ranucci Brandimarte (President) will comment DigiTouch financial results at 30th June 2021

Thursday 23rd January 2020 – Board of Directors’ Meeting for the examination of the 2019 FY results, consolidated and unaudited
Tuesday 31th March 2020 – Board of Directors’ Meeting for the approval of the draft of the Financial Statement and the Consolidated Financial Statement at 31st December 2019
Tuesday 31th March 2020 – Conference call – Mr. Simone Ranucci Brandimarte (President) and Miss Virginia Scardia (CFO) will comment DigiTouch financial results at December 31, 2019.
Thursday 30th April 2020 – First call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2019
Monday 4th May 2020 – Second call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2019
Monday 28th September 2020 – Board of Directors’ Meeting for the approval of the half-yearly Financial Report at 30th June 2020
Monday 28th September 2020 – Conference call – Mr. Simone Ranucci Brandimarte (President) and Miss Virginia Scardia (CFO) will comment DigiTouch financial results at 30th June 2020

Wednesday 27th March 2019 – Board of Directors’ Meeting for the approval of the draft of the Financial Statement and the Consolidated Financial Statement at 31st December 2018
Wednesday 27th March 2019 – Conference call – Mr. Simone Ranucci Brandimarte (President) and Miss Virginia Scardia (CFO) will comment DigiTouch financial results at December 31, 2018. Timing: 16.00 CET and 15.00 GMT.
Tuesday 30th April 2019 – First call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2018 – 10.00 a.m. DigiTouch office in Milan, viale Vittorio Veneto 22 (entrance: via Zarotto 2/A)
Thursday 2nd May 2019 – Second call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2018 – 10.00 a.m. DigiTouch office in Milan, viale Vittorio Veneto 22 (entrance: via Zarotto 2/A)
Monday 16th September 2019 – Board of Directors’ Meeting for the approval of the half-yearly Financial Report at 30th June 2019

Friday 30th March 2018 – Board of Directors’ Meeting for the approval of the draft of the Financial Statement at 31st December 2017
Friday 27th April 2018 – First call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2017 – 09.00 a.m. DigiTouch office in Milan, viale Vittorio Veneto 22 (entrance: via Zarotto 2/A)
Wednesday 2nd May 2018 – Second call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2017 – 10.00 a.m. DigiTouch office in Milan, viale Vittorio Veneto 22 (entrance: via Zarotto 2/A)
Friday 28th September 2018 – Board of Directors’ Meeting for the approval of the half-yearly Financial Report at 30th June 2018

Below are the dates scheduled by the BoD for the corporate events:

Thursday 30th March 2017 – Board of Directors’ Meeting for the approval of the draft of the Financial Statement at 31st December 2016
Friday 28th April 2017 ? First call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2016, at DigiTouch office in viale Vittorio Veneto 22 (the entry is in via Zarotto 2/A), 20124 Milan, at 9 a.m.
Tuesday 2nd May 2017 ? Second call of Ordinary Shareholders’ Meeting for the approval of the Financial Statement at 31st December 2016, at DigiTouch office in viale Vittorio Veneto 22 (the entry is in via Zarotto 2/A), 20124 Milan, at 10 a.m.
Friday 29th September 2017 – Board of Directors’ Meeting for the approval of the half-yearly Financial Report at 30th June 2017

Conferences

Financial Reports

Informations for shareholders

Nomad

Global Cordinator and Bookrunner

Specialist

Auditor

Body of Shareholders

Simone Ranucci Brandimarte*	2.347.136	16,89%
Daniele Meini	1.757.000	12,64%
Roberto Italia	717.492	5,16%
Carlo Francesco Dettori	700.000	5,04%
Owned shares	334.400	2,41%
MARKET	8.040.667	57,86%
TOTAL SHAREHOLDINGS	13.896.695	100,00%

Updated to February 25, 2021

*163.500 shares are hold in fiduciary trust

Significant Shareholders

Pursuant to the provisions of AIM Italia Issuer Regulations for Companies, whoever holds at least 5% of any one category of financial instruments in DigiTouch S.p.A. is a “Significant Shareholder”.span>
When a shareholding exceeds the threshold of 5% and reaches or surpasses the thresholds of 5%, 10%, 15%, 20%, 25%, 30%, 35%, 40%, 50%, 66,6%, 75%, 90% or 95%, or when a holding falls below any of these thresholds, a “Substantial Change” has occurred, which has to be notified by the Significant Shareholders to the administrative body of DigiTouch S.p.A.

To this end, within five days of the share-dealing, counting from the day of performance of an operation which has brought about at Substantial Change, the Significant Shareholder must notify DigiTouch S.p.A. of the following:

the identities of the Significant Shareholders involved;
the date on which DigiTouch S.p.A. was notified;
the date on which the Substantial Change in shareholdings took place;
the price, the total and the category of financial instruments concerned;
the nature of the operation;
the nature and the size of the shareholding of the Significant Shareholder in the operation.

Notification shall be made using the attached form, with prior notification by email to the address: investor.relator@digitouch.it and, subsequent to this, by sending the original copy by registered mail with return receipt requested to the administrative body, care of the company’s registered offices, or by communication to the company’s certified email address (digitouchspa@legalmail.i>

Significant Shareholders’ Communication Form

Buy-Back Communications

Here after, there are Buy-Back communications, released on Emarketstorage.com, concerning the operations done in consequence of the shareholders’ meeting deliberation of 4 May 2020.
3 March 2021 – COMMUNICATION BUY BACK OPERATIONS run on 25 of February 2021

23 February 2021 – COMMUNICATION BUY BACK OPERATIONS run from 18 to 22 of February 2021

15 February 2021 – COMMUNICATION BUY BACK OPERATIONS run on 9 of February 2021

8 February 2021 – COMMUNICATION BUY BACK OPERATIONS run on 2 of February 2021

2 February 2021 – COMMUNICATION BUY BACK OPERATIONS run on 27 of January 2021

21 January 2021 – COMMUNICATION BUY BACK OPERATIONS run from 19 to 21 of January 2021

13 January 2021 – COMMUNICATION BUY BACK OPERATIONS run from 8 to 13 of January 2021

8 January 2021 – COMMUNICATION BUY BACK OPERATIONS run from 4 to 5 of January 2021

22 December 2020 – COMMUNICATION BUY BACK OPERATIONS run from 16 to 17 of December 2020

16 December 2020 – COMMUNICATION BUY BACK OPERATIONS run from 10 to 15 of December 2020

10 December 2020 – COMMUNICATION BUY BACK OPERATIONS run from 4 to 9 of December 2020

4 December 2020 – COMMUNICATION BUY BACK OPERATIONS run from 1 to 3 of December 2020

Shareholders Meeting 27 April – 2 May 2018

Shareholders Meeting 14-15 December 2017

Shareholders Meeting 28 April - 2 May 2017

Shareholders Meeting’s Official Convocation Document published on Italia Oggi
Project of Gruppo DigiTouch’s financial statement at 31.12.2016
Board of directors’ Indicative Report on the daily agenda
Shareholders Meeting’s delegation mandate

Shareholders Meeting 25-27 July 2016

Shareholders Meeting?s Official Convocation Document
Auditor Candidates List
Auditor Candidates Documents
Meeting Minutes

Shareholders Meeting 29-30 April 2016

Shareholders Meeting’s Official Convocation Document – updated
Shareholders Meeting’s Official Convocation Document
Meeting Minutes
Candidate Marco Trombetti’s documentation

Shareholders Meeting 30 April – 4 May 2015

Shareholders Meeting’s Official Convocation Document
Meeting Minutes

Stock Market Data

View DGT Share Trend

Admission Document

In order to gain access to this website, to the Prospectus, and to any of the other information contained in the following pages, it is necessary to read and to accept the briefing set out below, which the reader must carefully consider before reading, accessing or using in any way whatsoever the information provided in what follows. By accessing this website, you accept that you are subject to the terms and conditions set out below, which may be changed or updated and which must therefore be carefully read in full each time you access this website. This website, the Prospectus and any other information contained in the following pages is accessible only to persons who: are resident in Italy and who are neither domiciled in nor in any case presently located in the United States of America, Australia, Japan, Canada or in any other country in which the circulation of this information requires approval by the competent local authority or is in violation of local legislation or regulations (Other Countries); are not U.S. Persons according to the definition contained within Regulation S of the United States Securities Act of 1933, with subsequent modifications. All U.S. Persons in the sense stated above are barred in advance from any opportunity to access this website, to download the Prospectus or any other information contained in the following pages. The information contained in the following pages may not be copied or forwarded. On no grounds and under no circumstances is it permitted to cause the Prospectus or any other information contained in the following pages to be circulated either directly or indirectly outside Italy, with particular reference to the United States, Australia, Japan, Canada or Other Countries, or to distribute the Prospectus to persons who are not resident in Italy. Regulation S of the United States Securities Act of 1933, with its subsequent modifications, defines as a U.S. Person: (1) any person physically residing in the United States; (2) “partnerships” and “corporations” constituted and organised according to applicable U.S. legislation; (3) any property whose administrators or managers include a “U.S. Person”; (4) trusts, of which a trustee is a “U.S. Person”; (5) any agency, subsidiary or branch of a body whose registered offices are in the United States; (6) non-discretionary accounts; (7) other similar accounts (excluding properties or trusts), managed or administered on behalf of or to the benefit of a “U.S. Person”; (8) partnerships and corporations, if they have been (A) constituted and organised according to the legislation of any foreign jurisdiction; and (B) constituted by a “U.S. Person” with the main objective of investing in unregistered stocks as defined by the United States Securities Act of 1933, as subsequently modified, unless they have been constituted or organised by and are owned by accredited investors (according to the definition given in Rule 501(a) of the United States Securities Act of 1933) who are not natural persons, properties or trusts. In order to be able to access this website, the Prospectus and any other information contained in the following pages, I declare at my own full liability that I am residing in Italy and that I am neither domiciled in nor am I currently located in the United States of America, Australia, Japan, Canada or in Other Countries, and that I am not a U.S. Person” as defined under Regulation S of the United States Securities Act of 1933, with its subsequent modifications.

I confirm that I have read and accepted the Terms and Conditions set out above.

Research

Equity researches on DigiTouch’s share are actually available. For further details and in order to receive a copy please send an e-mail to investor.relator@digitouch.it, including your email and phone details.

Presentations

DigiTouch Corporate Presentation for NETX GEMs Cnference
DigiTouch Financial Results H1-2020_charts
Virtual AIM Italia Conference 25 May 2020 – Charts
Document to be discussed in today Conference Call: FY 2019 consolidated financial
DigiTouch Financial Results H1-2019 – Charts 17 September 2019
DigiTouch SpA: Charts for AIM INVESTOR DAY 27 May 2019
DigiTouch SpA: Financial Results fy 2018 – Charts 27 march 2019
DigiTouch: Chart AIM Investor Day London 22 October 2018
DigiTouch: slide speech Investor Day Lugano 21 September 2018
Gruppo DigiTouch: Business Plan 2018-2020
Investor Day Presentation 4 April 2017
Presentation regarding the acquisition of Optimized Group
DigiTouch: Certified Innovative SME
Corporate Presentation
Presentation regarding Auto&Plus
Presentation regarding DigiTouchLab
Presentation regarding the acquisition of MutuiperlaCasa
Presentation regarding the acquisition of E3 Srl

Bond Loans

POC Regulations
KID

IR Contact

Here following our contacts:
investor.relator@digitouch.it

tel. +39 0289295100

VIRGINIA SCARDIA, CFO & Investor Relations Manager, DigiTouch S.p.A.

VERONICA MACCANI, Head of Marketing and Communication, DigiTouch S.p.A.

The Investor Relations Management activity is carried out in collaboration with Hear-IR in the person of Simona D’Agostino Reuter.

Press

For storage and regulated information, our Company use the distribution system of eMarket SDIR and the storage mechanism of eMarket STORAGE, both are available at the following email address: emarketstorage.com and are managed by Spafid Connect S.p.A, with office in Foro Buonaparte 10, Milan.

See the Italian website to read price-sensitive press releases and press reviews