In order to minimize the risks entailed by the ongoing Covid-19 medical crisis, Mediobanca has decided to avail itself of the possibility – pursuant to Article 106 of Italian Decree Law 18/20, and referred to in Article 71 of Italian Decree Law 104/20 – to provide that participation by shareholders in the Annual General Meeting shall be exclusively via the appointed representative retained pursuant to Article 135-undecies of Italian Legislative Decree 58/98 (“Italian Legislative Decree 58/98”, or the “Italian Finance Act”). In derogation of Article 135-undecies, proxies or sub-proxies may also be issued to the appointed representative in accordance with the provisions of Article 135-novies of the Italian Finance Act.

Right to participate in Annual General Meeting

Parties are entitled to attend and vote – exclusively via the appointed representative – if the Company has received notice of their ownership of the shares sent by the intermediary to Mediobanca, based on its own records at the end of the accounting day of the seventh business day prior to the date set for the annual general meeting to be held in a single session (19 October 2020 – the “Record Date”). Investors who become shareholders after this date are not entitled to attend and vote in the general meeting.

Such notice must be received by the end of the third market-open day prior to the meeting (23 October 2020). Authorization to take part and vote may still be granted in cases where the notice is received by the Company after the deadline, provided such notice is received before proceedings at the meeting commence.

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