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Saras

AGM Information Apr 5, 2022

4379_rns_2022-04-05_a5e38057-410c-4bb3-a7c4-7d04fd97527c.pdf

AGM Information

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Filing of documentation for the Shareholders' Meeting called on April 27th, 2022 (second call April 28th , 2022)

Milan, April 5 th 2022 - Saras informs that the following documentation is available to the public at the registered office of Saras S.p.A., on the website www.saras.it (Section "Governance/ Shareholders Meeting, go to archives, 2022") and at the authorized storage mechanism ():

  • (i) the Annual Report for the year ended 31st December 2021, including the Draft Financial Statements for Saras S.p.A. and the Consolidated Financial Statements, the Report on Operations and the Declarations pursuant to art. 154 bis, para. 5 of Legislative Decree n° 58 of 24th February 1998, the Independent Auditors' Report and the Statutory Auditors' Report
  • (ii) the Consolidated Non-Financial Report pursuant to Legislative Decree no. 254 of 30/12/2016 Sustainability Report and the Independent Auditors' Report
  • (iii) the Report on Corporate Governance and Ownership Structure, regarding the year 2021, pursuant to art.123 bis TUF
  • (iv) the Report on Management Compensation pursuant to art. 123 bis, of Legislative Decree n. 58 of 24th February 1998
  • (v) Report to the Board of Directors pursuant to Article 125-ter of TUF on items 1 and 3 on the agenda
  • (vi) The following List of Candidates for the renewal of the Board of Directors accompanied by the relevant documentation:

List n. 1 presented by the companies Massimo Moratti Sapa di Massimo Moratti holding 20.011% of the Company's share capital, Stella Holding SpA, holding 10.005% of the Company's share capital and Angel Capital Management SpA, holding 10.005% of the Company's share capital, holding jointly 40.021% of the Company's share capital.

N. Last name Name
1. Moratti Massimo
2. Moratti Angelo
3. Moratti Angelomario
4. Moratti Gabriele
5. Moratti Giovanni Emanuele
6. Scaffardi Dario
7. (*) Cerretelli Adriana
8. (*) Fidanza Laura
9. (**) Harvie Watt Isabelle
10. (*) Luchi Francesca Stefania
11. (*) Mancini Giovanni
12. Radice Patrizia

(*) Candidate satisfying the requirements of independence pursuant to Art. 147-ter, paragraph 4 of Legislative Decree 58/1998 as well as the other requirements of the Code of Corporate Governance published in January 2020 by the Corporate Governance Committee promoted, among others, by Borsa Italiana S.p.A.

(**) Candidate satisfying the requirements of independence pursuant to Art. 147-ter, para 4 of Legislative Decree 58/1998

It is also acknowledged that, with reference to the items set out in point 2 on the agenda of the Ordinary aforementioned Shareholders' Meeting, connected to the appointment of the members of the Board of Directors, and in particular to subpoints 2.1), 2.2), 2.4) and 2.5) Shareholders Massimo Moratti S.a.p.A. di Massimo Moratti, STELLA HOLDING S.p.A. and ANGEL CAPITAL MANAGEMENT S.p.A. communicated their proposal to the Shareholders' Meeting:

  • to determine the number of members of the board of directors at 12 (twelve)
  • to establish the duration of the mandate of the Board of Directors in 1 (one) year, expiring on the date of the Shareholders' Meeting called to approve the Annual Financial Statements at December 31st, 2022
  • to establish Euro 45,000 as the remuneration payable to each member of the Board of Directors for the year 2022
  • to authorize exceptions to the prohibition of competition pursuant to art. 2390 of the civil code in favour of Directors who do not hold executive positions.

The documents required by laws, presented along with the lists, will be made available by the Company to the public in due course according to current regulations on the Company's website (www.saras.it), and also on the authorised storage mechanism " ().

Saras Investor Relations

Ilaria Candotti Phone + 39 02 7737642 [email protected]

Press contacts Comin & Partners Lelio Alfonso Phone +39 334 6054090 [email protected] Tommaso Accomanno Phone +39 3407701750 [email protected]

THE SARAS GROUP

The Saras Group, founded by Angelo Moratti in 1962, is one of the leading players in the European energy and oil refining industry. Through the Parent Compay Saras S.p.A., and its subsidiaries, Saras Trading SA, based in Geneva, and Saras Energia SAU, based in Madrid, the Group sells and distributes oil products in the domestic and international markets. The Group also operates in the production of electricity, through its subsidiaries Sarlux S.r.l. (IGCC plant) and Sardeolica S.r.l. (wind plant). Moreover, the Group provides industrial engineering and research services to the oil, energy and environment sectors through its subsidiary Sartec S.r.l.. The Group has about 1,572 employees and total revenues of about EUR 8.6 billion as of 31 December 2021 (about EUR 5.3 billion as of 31 December 2020).

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