TI Telecom Italia S.P.A. New

   By Alberto Delclaux and Marc Navarro Gonzalez 
 

Telecom Italia SpA's (TIT.MI) board of directors said on Monday that it considers adding a request by Elliott Management Corp. to nominate six board members to its April 24 annual general meeting unlawful and may pursue legal action to strike it from the agenda.

After a meeting on Monday, Telecom Italia's board--with five contrary votes--said it dissociated itself from a decision made by the board of statutory auditors to include Elliott's proposal in the agenda, adding that it would send documents to Italian regulator Consob for consideration of the matter.

In response to the board's decision, the company's auditors said in a statement that they approved Elliott's request after carrying out "a deep analysis" and with the support of a legal counsel.

The auditors added they would be "available to easily explain before any authority or body the absolute correctness of their evaluations as well as the legal grounds and reasons leading to the decision taken."

The tussle between shareholders Vivendi SA (VIV.FR) and activist investor Elliott resulted in the resignation announcements of eight Vivendi-affiliated board members in late March, forcing a complete reshuffle of the board.

Telecom Italia called a shareholders' meeting for May 4 to vote on a new board, but then the auditors decided to supplement the agenda with a previous request from Elliott to nominate six board members at the April 24 AGM.

Elliott's request aims to appoint Fulvio Conti, Massimo Ferrari, Paola Giannotti De Ponti, Luigi Gubitosi, Dante Roscini and Rocco Sabelli to Telecom Italia's board. The six nominees would replace exiting members Arnaud de Puyfontaine--who is chairman of Telecom Italia--Herve Philippe, Frederic Crepin, Giuseppe Recchi, Felicite Herzog and Anna Jones.

Late Monday, Telecom Italia confirmed the call of notice to a separate shareholders' meeting on May 4, to proceed with the full renewal of the board. Elliott has said that if shareholders support its proposal, the May 4 vote won't be necessary.

However, the activist investor on Tuesday said that it had filed a slate of ten independent candidates in view of the May 4 voting. Alongside the six candidates included in its initial request, the list--which was filed Monday night--includes Alfredo Altavilla, Paola Bonomo, Maria Elena Cappello and Lucia Morselli.

Vivendi holds a 24% stake in the telecom. Elliott on Monday said it raised its stake to 8.8%.

Read more about the Telecom Italia tug-of-war on: https://on.wsj.com/2GKAIUX

Write to Alberto Delclaux at alberto.delclaux@dowjones.com and Marc Navarro Gonzalez at marc.navarro@dowjones.com

(END) Dow Jones Newswires

April 10, 2018 04:48 ET (08:48 GMT)

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