Aeffe

Proxy Solicitation & Information Statement • Apr 28, 2023

Pursuant to Article 106, Paragraph 4, of the Cura Italia Decree, taking into account the extension set forth in Decree Law No. 228 of December 30, 2021, converted with amendments by Law No. 15 of February 25, 2022, and the subsequent extension set forth in Article 3, Paragraph 10-undecies of Decree Law No. 29 of December 29, 2022 , no. 198, converted with amendments by Law No. 14 of February 24, 2023, intervention at the Shareholders' Meeting by those entitled to vote is permitted exclusively through the Designated Representative pursuant to Article 135-undecies of Legislative Decree No. 58 of February 24, 1998 ("TUF"). Pursuant to the aforementioned Decree to the aforementioned Designated Representative, proxies and/or sub-delegations may also be granted pursuant to Article 135-novies of Legislative Decree No. 58/1998 ("TUF"), as an exception to Article 135-undecies, paragraph 4, of the TUF, by signing this proxy form.

Into S.r.l., makes it known that it has no interest of its own or of third parties with respect to the proposed resolutions submitted to the vote.

Into S.r.l. also declares that in the event of the occurrence of significant circumstances, unknown at the time of issuing the proxy and which cannot be communicated to the proxy giver, or in the event of amendments or additions to the proposed resolutions submitted to the meeting, it does not intend to cast a vote other than that contained in the voting instructions.

N.B. This form may be subject to change as a result of any additions to the agenda or submission of proposed resolutions pursuant to Article 126-bis TUF, or individual proposed resolutions, within the terms and in the manner indicated in the Notice of Meeting

with reference to the extraordinary and ordinary Shareholders' Meeting of Aeffe S.p.A. convened for June 8 2023 at 9:30 a.m., in a single call, in accordance with the procedures and terms set forth in the notice of call published on the company's website www.aeffe.com Section "Governance/Documents Relating to Shareholders' Meetings," on April 28 2023, hereby

___________________________________________________________________________________________________________ PROXY/SUB-PROXY FORM

Part 1 of 2

(Complete with the required information based on the Warnings below(1) and notify the company through the designated representative)

___________________________________________________________________________________________________________

(*) Required Information

	The undersigned(*) signatory of the proxy _____________
	born in() __________ on() _________
	resident in() _______ Address()__________
	Tax Code()_________ Telephone()________
	Email(*)_______________
	Identity document (to be attached as a copy) valid – type () Issued by () Number (*)
As(2):	_______________
	□ subject to which the right to vote is attributed □ pledgee- □ reporter - □ usufructuary - □ caretaker
	□ manager □ legal rapresentative or agent with authority to sub-delegate (attach a copy of the
	documentation proving the powers of representation) - □ other _____

TO BE COMPLETED ONLY IF THE PROXY HOLDER IS DIFFERENT FROM THE PROXY SIGNER (3)

						Name and Surname / Company Name(*)_____________
						born in() __________ on() _________
resident in(*)				_________		Address(*)_________
						Tax Code(*)_________________
						PROXY/SUB-DELEGATION Into S.r.l. to participate and vote at the meeting indicated above as per instructions
						provided with reference to no.________ ordinary shares Aeffe S.p.A. – Isin Code IT0001384590 –
registered	in	the	securities	account(4)	n.	_________	at
						_______ (depositary intermediary) ABI __ CAB ______as
						from communication n.(5)____ carried out by (Bank) _____

ATTACH to this proxy form, a copy of a valid identity document and a copy of the communication from the intermediary pursuant to Article 83-sexies of Legislative Decree 58/98.

___________________________________________________________________________________________________________ DECLARES that there are no causes of incompatibility or suspension from exercising the right to vote and that he/she is aware that:

• in case of absence of indication of the vote, Infomath Torresi S.r.l will express the manifestation of nonvote;
• the fact that the proxy / sub-delegation will be validly accepted at the Shareholders' Meeting only on condition that the company has received, by the beginning of the meeting, a specific communication from the intermediary concerning the actions indicated in this proxy form
• the right to vote will be exercised by the delegate / sub-delegate in accordance with specific voting instructions given by the undersigned delegating party
• (in case of sub-delegation) to be in possession of the originals of the proxies conferred on him and to keep them for one year available for any checks

AUTHORIZE Into S.r.l. and Aeffe S.p.A. to process their personal data in accordance with Legislative Decree No. 196 of June 30, 2003 ("Personal Data Code") and EU Regulation 2016/679 ("GDPR"), for purposes related to the conduct of the Meeting.

Date ___________________________ Signature ________________________________

VOTING INSTRUCTIONS Part 2 of 2

(Section containing information intended for the Designated Representative only - Check the boxes chosen)

I, the undersigned __________________________________________________ (name/registered data) hereby delegate the Designated Representative to vote in accordance with the following voting instructions at the extraordinary and ordinary shareholders' meeting convened by Aeffe S.p.A. for June 8 2023, on single call at 9:30 a.m.

A) RESOLUTIONS SUBMITTED TO THE VOTE

EXTRAORDINARY PART

1. Amendment of the Article of Association. In particular: 1.1 Amendment to Article 2.2 of the Articles of Association;

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

1.2 Amendment to Article 6 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.3 Amendment to Article 10.2 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.4 Amendment to Article 11 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.5 Amendment to Article 12 of the Articles of Association;

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

1.6 Amendment to Article 14 of the Articles of Association;

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

1.7 Amendment to Article 15 of the Articles of Association;

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

1.8 Amendment to Article 17 of the Articles of Association;

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

1.9 Amendment to Article 18 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.10 Amendment to Article 19.3 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.11 Amendment to Article 22 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.12 Amendment to Article 23.5 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

1.13 Amendment to Article 25 of the Articles of Association;

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

2. Proposed Merger by Incorporation of "Moschino S.p.A." into "Aeffe S.p.A."; related and consequent resolutions and mandates.

Vote on board proposal (Check one box only) □ In favour □ Against □ Abstained

3. Proposed Merger by Incorporation of "Aeffe Retail S.p.A." into "Aeffe S.p.A."; related and consequent resolutions and mandates.

Vote on board proposal (Check one box only)

□ In favour □ Against □ Abstained

	ORDINARY PART
1.	Increase in the number of members of the Board of Directors from nine to ten.
	Vote on board proposal (Check one box only)
	□ □ □ In favour Against Abstained
2.	Appointment of a new director for the fiscal years 2023-2025 and determination of his compensation. Specifically:
	2.1 appointment of a new director to the Board of Directors;
	Vote on board proposal (Check one box only)
	□ □ □ Abstained In favour Against
	Resolution proposal (where submitted by the holder of the right to vote and published by issuer)
	(proposer) _____ (Check one box only)
	□ □ □ Abstained In favour Against
	2.2 resolutions regarding the emolument due to the new administrator.
	Vote on board proposal (Check one box only)
	□ □ □ Abstained In favour Against
	B) If circumstances unknown at the time of issuance of the proxy(1) occur, the undersigned, with
	reference to the
	EXTRAORDINARY PART
	1. Amendment of the Articles of Association. In particular:
	1.1 Amendment to Article 2.2 of the Articles of Association;
	□ □
	Confirm instructions Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □ □ Against Abstained
	1.2 Amendment to Article 6 of the Articles of Association;
	□ □ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □ Against □ Abstained
	1.3 Amendment to Article 10.2 of the Articles of Association;
	□ □ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □ □ Against Abstained

1.4 Amendment to Article 11 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.5 Amendment to Article 12 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.6 Amendment to Article 14 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.7 Amendment to Article 15 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.8 Amendment to Article 17 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.9 Amendment to Article 18 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.10 Amendment to Article 19.3 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained
1.11 Amendment to Article 22 of the Articles of Association;
□ □ Confirm instructions	Revocation of instructions
Edit instructions (express preference)
□ In favour____ □	Against	□ Abstained

	1.12 Amendment to Article 23.5 of the Articles of Association;
	□ □ Confirm instructions	Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □	Against	□ Abstained
	1.13 Amendment to Article 25 of the Articles of Association;
	□ □ Confirm instructions	Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □	Against	□ Abstained
2.			Proposed Merger by Incorporation of "Moschino S.p.A." into "Aeffe S.p.A."; related and consequent
	resolutions and mandates.
	□ □ Confirm instructions	Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □	Against	□ Abstained
3.	Proposed Merger by Incorporation of "Aeffe Retail S.p.A." into "Aeffe S.p.A."; related and consequent
	resolutions and mandates.
	□ □ Confirm instructions	Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □	Against	□ Abstained
	ORDINARY PART
1.	Increase in the number of members of the Board of Directors from nine to ten.
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □	□ Against	Abstained
2.			Appointment of a new director for the fiscal years 2023-2025 and determination of his compensation.
	Specifically:
	2.1 appointment of a new director to the Board of Directors;
	□ □ Confirm instructions	Revocation of instructions
	Edit instructions (express preference)

2.2 resolutions regarding the emolument due to the new administrator.

□ Confirm instructions □ Revocation of instructions

Edit instructions (express preference)

□ In favour______________________ □ Against □ Abstained

(1) In the event of the occurrence of significant circumstances, unknown at the time of issuance of the proxy, which cannot be communicated to the proxy giver, a choice may be made between: a) confirmation of the voting instruction already given; b) modification of the voting instruction already given; c) revocation of the voting instruction already given. Where no choice is made, the voting instruction under A) will be considered confirmed. Where it is not possible to vote in accordance with the instructions given, Into shall be deemed to have abstained on such matters. In any case, in the absence of voting instructions on some of the items on the agenda, Into will not cast a vote for those items.

C) In the event of any vote on amendments or additions to the resolutions submitted to the meeting(2), with reference to the

EXTRAORDINARY PART

Amendment of the Articles of Association. In particular:
1.1	Amendment to Article 2.2 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□	In favour____ □ Against	□ Abstained
1.2 Amendment to Article 6 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□	In favour____ □ Against	□ Abstained
1.3	Amendment to Article 10.2 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□	In favour____ □ Against	□ Abstained
1.4	Amendment to Article 11 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □ Against	□ Abstained

1.5	Amendment to Article 12 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.6	Amendment to Article 14 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.7	Amendment to Article 15 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.8	Amendment to Article 17 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.9	Amendment to Article 18 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.10	Amendment to Article 19.3 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.11	Amendment to Article 22 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained
1.12	Amendment to Article 23.5 of the Articles of Association;
□ Confirm instructions	□ Revocation of instructions
Edit instructions (express preference)
□ In favour____ □		Against	□ Abstained

1.13	Amendment to Article 25 of the Articles of Association;
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □ □ Against Abstained
2.	Proposed Merger by Incorporation of "Moschino S.p.A." into "Aeffe S.p.A."; related and consequent
	resolutions and mandates.
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □ □ Against Abstained
3.	Proposed Merger by Incorporation of "Aeffe Retail S.p.A." into "Aeffe S.p.A."; related and consequent
	resolutions and mandates.
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □ □ Against Abstained
	ORDINARY PART
1.	Increase in the number of members of the Board of Directors from nine to ten.
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
□	In favour____ □ □ Against Abstained
2.	Appointment of a new director for the fiscal years 2023-2025 and determination of his compensation.
	Specifically:
2.1	appointment of a new director to the Board of Directors;
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □ Against □ Abstained
	2.2 resolutions regarding the emolument due to the new administrator.
□	□ Confirm instructions Revocation of instructions
	Edit instructions (express preference)
	□ In favour____ □ Against □ Abstained

(2) In the event that there are changes or additions to the proposed resolutions submitted to the meeting, a choice may be made between: a) confirming any voting instruction already given; b) changing any voting instruction already given or giving any voting instruction; c) revoking any voting instruction already given. Where no choice is made, the voting instruction under A) shall be deemed confirmed. Where it is not possible to vote in accordance with the instructions given, Into shall be deemed to have abstained on such matters. In any case, in the absence of voting instructions on some of the items on the agenda Into will not cast a vote for those items.

Date ____________________ Signature___________________________

Warnings for compilation and transmission

1.The proxy/sub-delegation form (in the latter case accompanied by the proxy form) to be notified to the Company through Into S.r.l. with the Voting Instructions reserved for it, together with a valid identity document of the delegating party, as well as, in the case of a delegating legal person, of the legal representative pro tempore or other person with appropriate powers, together with documentation proving the signing powers, must be received by one of the following alternative methods:

• in an electronically reproduced copy (PDF) and transmitted to intosrl@legalmail.it (Subject: "Aeffe Shareholders' Meeting Proxy 06/2023"), provided that the delegating party, even if a legal entity, uses its own certified mailbox or, failing that, signs the electronic document with an advanced, qualified or digital electronic signature, or
• anticipated by e-mail to issuerservices@intosrl.it (Subject: " Aeffe Shareholders' Meeting Proxy 06/2023"), to a copy of an identity document of the delegating party and sent in original, by courier or registered mail A/R, to the offices of Into S.r.l. Viale Giuseppe Mazzini 6, 00195 Rome, (Ref: " Aeffe Shareholders' Meeting Proxy 06/2023").

The proxy must be received no later than 6:00 p.m. on the day before the date of the meeting (and in any case before the opening of the meeting proceedings). The proxy pursuant to Article 135-novies, Legislative Decree No. 58/1998 and the related voting instructions are always revocable within the aforementioned deadline.

For any information you can contact Into S.r.l. at +39 06 - 3218641 from 9:00 a.m. to 6:00 p.m. Monday through Friday or by email at issuerservices@intosrl.it.

1. Specify the capacity of the proxy signer and attach, if necessary, documentation proving signing authority.

2. To be completed only if the share holder is different from the proxy signatory, obligatorily indicating all relevant details.

3. Report the securities account number, ABI and CAB codes of the depository intermediary, or otherwise its name, which can be found from the securities file extract.

4. Reference, if any, of the communication made by the intermediary and its name.

INFORMATION PURSUANT TO ARTICLES. 13 AND 14 OF EU REGULATION 2016/679 AND CURRENT NATIONAL LEGISLATION ON THE PROTECTION OF PERSONAL DATA

INTO S.r.l., with head office in Viale Giuseppe Mazzini, 6 - 00195 Rome (RM), CF and VAT number 10585251001 (hereinafter, "Owner"), as data controller, informs you pursuant to art. 13 Legislative Decree 30.6.2003 n. 196 (hereinafter, "Privacy Code") and art. 13 EU Regulation no. 2016/679 (hereinafter, "GDPR") that your data will be processed in the manner and for the following purposes:

1. Object of the Treatment

The Data Controller processes personal, identification data (for example, name, surname, company name, address, telephone number, e-mail address, bank and payment details) - hereinafter, "personal data" or even "data") communicated by you on the occasion of the conclusion of this Assignment.

1. Purpose of the treatment

Your personal data are processed:

A) without your express consent (Article 24 letter a), b), c) Privacy Code and art. 6 lett. b), e) GDPR), exclusively for the following purposes:

• conclude the following Assignment for the provision of the professional services of the Owner provided therein;

• fulfill the pre-contractual, contractual and tax obligations deriving from existing relationships with you;

• fulfill the obligations established by law, by a regulation, by community legislation or by an order of the Authority (such as in the field of antimoney laundering);

• exercise the rights of the owner, for example the right to defense in court

There are no other processing purposes.

1. Processing methods

The processing of your personal data is carried out by means of the operations indicated in art. 4 of the Privacy Code and art. 4 n. 2) GDPR. The Data Controller will process personal data for the time necessary to fulfill the aforementioned purposes and in any case for no more than

10 years from the termination of the relationship.

1. Access to data

Your data may be made accessible for the purposes referred to in art. 2.A):

• to professionals, employees and collaborators of the Data Controller in Italy, in their capacity as persons in charge and / or internal managers of the processing and / or system administrators;

5. Communication of data

Without the need for express consent (pursuant to Article 24 letter a), b), d) Privacy Code and art. 6 lett. b) and c) GDPR), the Data Controller may communicate your data for the purposes referred to in art. 2.A) to Supervisory Bodies, Judicial Authorities, as well as to those subjects to whom communication is mandatory by law for the accomplishment of the aforementioned purposes. These subjects will process the data in their capacity as independent data controllers.

Your data will not be disclosed.

1. Data transfer

Personal data are stored on servers located in Rome (IT), within the European Union. In any case, it is understood that the Data Controller, if necessary, will have the right to move the servers to other places within the European Union as well.

1. Nature of the provision of data and consequences of refusing to respond

The provision of data for the purposes referred to in art. 2.A) is mandatory. In their absence, we cannot guarantee the execution of this Assignment.

1. Rights of the interested party

In your capacity as an interested party, you have the rights referred to in art. 7 of the Privacy Code and art. 15 GDPR and precisely the rights of: the. obtain confirmation of the existence or not of personal data concerning you, even if not yet registered, and their communication in an intelligible form;

ii. obtain the indication: a) of the origin of the personal data; b) the purposes and methods of the processing; c) of the logic applied in case of treatment carried out with the aid of electronic instruments; d) the identity of the owner, manager and the representative appointed pursuant to art. 5, paragraph 2 of the Privacy Code and art. 3, paragraph 1, GDPR; e) the subjects or categories of subjects to whom the personal data may be communicated or who can learn about them as appointed representative in the State, managers or agents;

iii. obtain: a) updating, rectification or, when interested, integration of data; b) the cancellation, transformation into anonymous form or blocking of data processed in violation of the law, including data which need not be kept for the purposes for which the data were collected or subsequently processed; c) the attestation that the operations referred to in letters a) and b) have been brought to the attention, also as regards their content, of those to whom the data have been communicated or disseminated, except in the case in which this fulfillment is proves impossible or involves the use of means that are manifestly disproportionate to the protected right;

iv. object, in whole or in part: a) for legitimate reasons to the processing of personal data concerning you, even if pertinent to the purpose of the collection; b) to the processing of personal data concerning you for the purpose of sending advertising or direct sales material or for carrying out market research or commercial communication, through the use of automated call systems without the intervention of an operator by email and / or through traditional marketing methods by telephone and / or paper mail. It should be noted that the right of opposition of the interested party, set out in point b) above, for direct marketing purposes through automated methods extends to traditional ones and that in any case the possibility remains for the interested party to exercise the right of opposition also only partially. Therefore, the interested party can decide to receive only communications using traditional methods or only automated communications or neither of the two types of communication.

Where applicable, it also has the rights referred to in Articles. 16-21 GDPR (Right of rectification, right to be forgotten, right to limitation of treatment, right to data portability, right of opposition), as well as the right of complaint to the Guarantor Authority. 9. How to exercise the rights

You can exercise your rights at any time by sending:

• a registered letter with return receipt to Infomath Torresi S.r.l. - Viale Giuseppe Mazzini, 6 - 00195 Rome (RM);

• an e-mail to info@intosrl.it.

• Owner, manager and appointees

The Data Controller is Infomath Torresi S.r.l. with main registered office in Viale Giuseppe Mazzini, 6 - 00195 Rome (RM).

The updated list of data processors and persons in charge of processing is kept at the registered office of the Data Controller.