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The
shareholders meeting has been convened on Thursday 28th at eleven
o'clock. 
Everybody knows that the SEAT, closing the financial year on December
31st, must approve and spread the consumptive data related to the
first semester activity within September 30th.
Instead, at the SEAT on September 28th at eleven o'clock, that
is forty-eight hours before expiring the term, the Board of Directors
had not yet met.The meeting works ended at 15.15, thus likely
the Board of Directors hold its own meeting not before 15.45.
Likely it has been read:
- the written text of the “Financial Report “ that includes
the June 30th 1999 balance, related both to the one on June 30th 1998
and December 31st 1998 - 55 numbers in all;
- the “reclassified Financial Statement “ with the balance
on 30.6.99, the consumptive on 31.12.98 with the variations of absolute
values, as well as the balance (pro-forma) on 30.6.98; in all 24 inputs
per four columns for a total of 96 numbers;
- The “ Reclassified Profit and Loss Account “ composed by
21 inputs per 5 columns (it has properly be introduced also the variation
in percentage terms of the balances of the first semester '99 and
that of 1998) and so for a total of 105 numbers.
So in brief:
- on charge of the Board of Directors: 256 digits, each of them representative
of an important aspect of the management, over which pause upon to
“evaluate” the operative background, to examine it in
its frame and to compare them with others;
- a comment text wherein words must be “weighted” since they
carry the “impact” of information and informative toward
market, shareholders, savers.
At 19 o'clock (only three hours later!) a press release has been written
and spread reporting the comment (summarized, obviously) and all the
numbers of the accounts above mentioned. In less than three hours,
the 16 directors convened have learned, examined, discussed and approved
the “semester report“.
Provided that it is to take note of:
- the professionalism of whom has arranged and drawn up the semester
report in a so complete and correct way that further specifications
were superfluous;
- the competence, the experience and the alacrity of SEAT Directors that
did not 'waste' neither a minute in useless digressions.
 Prof. Carlo
Posteris, common representative of the Company's saving shareholders,
begun to speak at the meeting of the 28th last having in the agenda
the “merger by incorporation of the SEAT Pagine Gialle S.p.A.
into the Otto S.p.A. “ that controls it by nearly the 62% of
the ordinary shares.
Prof. Carlo Posteris cared to declare that:
- the entire documentation was sent him timely and he had examined it
thoroughly;
- he deemed positive the “proposal to incorporate the Seat into
the Otto”, in the terms pointed out by the “merger plan
“ and nevertheless not against the interests of the saving shareholders.
Prof.Carlo Posteris, to whom asked him how many saving shareholders attended
the meeting where he was appointed and how many votes he collected,
answered he did not remember.
Prof.Carlo Posteris evidently has a short memory! So maybe is convenient
to remind him that at the meeting appointing him there was only the
14,28% of the 1.446.900.000 saving shares and that his appointment
was neither unanimously.
So it's evident the contrast between the statements of Prof. Carlo Posteris
and those of his represented, at least those who read the resolution
more attentively.
Indeed the Otto S.p.A is a “box” without any “organization
structure “, any “competence”, any “experience”,
but plenty of debts for which it has been given the SEAT shares as
a pledge for security and that are its sole activity. The Otto S.p.A
.is “not operative “ at an extent that it has been “entrusted
“ to a sole administrator management. So the SEAT p.g will be
employed in order to give a “content” to this “box”.
The SEAT incorporation will allow the Otto managing its liquidity,
benefiting from its assurances, managing the play-off, etc., etc.
It interesting to notice that the SEAT p.g., “privatised”
few time ago, has already been incorporated by the Ottobi S.p.A. (by
a resolution on June '98) and that had taken its Business Name.
The Otto S.p.A. (that holds the 100% of the Ottobi) has succeeded as
the reference shareholder of the current SEAT (formerly the Ottobi)
and now, by incorporating it, will take - its time - its Business
Name.
It must be added that the Otto S.p.A. is 100% controlled by the
HUIT II s.a, a Louxembourgian Right company and that the HUIT II s.a
is 100% controlled by the HUIT s.a. (even it a Louxembourgian Right
company) whose share body is composed by a cartel of “investors
“ to which it participates:
Telecom Italia
21,07 %
Comit
16.66 %
De Agostini Holding 15.38%
and other foreign Right companies whose control it's impossible to individuate.
They have asserted that this “building” became necessary
in order to perform the clauses set by the Treasure during the privatisation.
Maybe: ... all is possible in Italy!
Nevertheless it's constituted by:
HUIT s.a,
The 100% controlled HUIT II s.a.
The controlled of the controlled Otto S.p.A.
The controlled of the controlled of the controlled Ottobi S.p.A.
All that in order to:
- making the SEAT being incorporated by the OTTOBI and making the OTTOBI
taking the Business Name of the SEAT;
- making the OTTOBI S.p.A. (turned into SEAT) being incorporated by the
OTTO S.p.A. that, its time, becomes SEAT;
- to purchase the 62% of “SEAT pagine gialle” by “few
money” and “many debts “.
It surely took a remarkable imagination and a “great” care
to build a “paper and papers” castle “.
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