Shareholders representing, inter alia jointly, at least one-fortieth of the company’s share capital (2.5%) may request, as permitted by Article 126-bis of the Italian Finance Bank and within 10 days of publication of this notice, i.e. by 28 September 2020, an addition to the list of items on the agenda, indicating the further topics for discussion proposed by them in the question.

The application for additional items must be sent:

  • by the term referred to above to the Company’s headquarters at Piazzetta E. Cuccia 1, 20121 Milan, Italy, marked for the attention of Group Corporate Affairs, by recorded delivery,
  • or via email to the following address: affari.societari@pec.mediobanca.com;


the application must contain information regarding the identity of the shareholders submitting the request, with an indication of the percentage shareholding owned in the aggregate and the reference details of the notice issued by the intermediary to the company authorizing the person concerned to exercise such right, and a report containing an indication of the reasons for the proposed resolutions on the new items, or the reason for the proposed further resolutions on items already included on the agenda.

Any additions or proposed resolutions on items already included on the agenda will be published by 13 October 2020 via the same means used to publish this notice. At the same time, the reports prepared by shareholders who have applied for additions to be made or further resolutions to be added to those already included on the agenda will be published, in the same form as provided for the documentation regarding the Annual General Meeting, along with an assessment of the proposals by the governing body. No additions to the agenda are permitted in the case of items for which shareholders by law are required to adopt resolutions at the proposal of the Board of Directors or based on a project or report prepared by the Board, save as provided under Article 125-ter, paragraph 1 of Italian Legislative Decree 58/98.

Parties entitled to vote may submit proposed resolutions and/or votes on items on the agenda even if they represent less than one-fortieth of the company’s share capital in the aggregate. In view of the fact that participation in Annual General Meeting is permitted exclusively via the Appointed Representative, any such proposals must be submitted to Group Corporate Affairs by the means described above by and no later than 8 October 2020. The proposals – subject to review of their relevance to the items on the agenda and to checks that they are correctly presented and exhaustive with reference to the applicable regulations – will by published on the company’s website by 13 October 2020, to allow those entitled to vote to make an informed decision on the new proposals as well and to enable the Appointed Representative to receive voting instructions in respect of them.

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