AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Moncler

Pre-Annual General Meeting Information Mar 31, 2022

4110_agm-r_2022-03-31_35124757-2213-4535-b7df-166489a95550.pdf

Pre-Annual General Meeting Information

Open in Viewer

Opens in native device viewer

DOUBLE R S.r.l.

Courtesy translation

To

MONCLER S.p.A.

Via Stendhal 47

20144 – Milan

ORDINARY SHAREHOLDERS' MEETING OF MONCLER CALLED FOR 21 APRIL 2022

DOUBLE R S.R.L. RESOLUTION PROPOSALS

Dear Sirs,

The undersigned Double R S.r.l. ("Double R"), with registered office in Milan, via Della Chiusa, n. 15, fiscal code and registered with the companies' register of Milan under No. 09589910968, holding No. 54,414,063 ordinary shares of the company MONCLER S.p.A. ("Moncler" or the "Company"), equal to 19.9% of the relevant share capital;

  • − with reference to the following fourth item on the agenda of the Company's ordinary Shareholders' meeting to be held at Moncler offices in Milan, Via Andrea Solari, 33, on 21 April 2022, in single session "Appointment of the Board of Directors: 4.1 Determination of the number of members of the Board of Directors. 4.2 Determination of the term of office of the Board of Directors. 4.3 Appointment of the members of the Board of Directors. 4.4 Appointment of the Chairman. 4.5 Appointment of the Deputy Chairman. 4.6 Determination of the remuneration of the members of the Board of Directors";
  • − following the slate for the appointment of the Board of Directors of Moncler filed with the Company;
  • having regard to Art. 13 of Moncler's Articles of Association;
  • having regard to (i) the "Guidelines to Shareholders for the renewal of the Board of Directors for the three year period 2022-2024" approved by the outgoing Moncler's Board of Directors, after receiving the favourable opinion of the Nomination and Remuneration Committee; as well as to (ii) the "Board of Directors and Board of Statutory Auditors' Diversity Policy" lastly amended by the Board of Moncler on 24 February 2022, after examination by the Nomination and Remuneration Committee and the Board of Statutory Auditors, both documents published on Moncler website (www.monclergroup.com);
  • under the terms of the investment agreement and shareholders' agreement in place between Ruffini Partecipazioni Holding S.r.l. and Remo Ruffini (for certain specific provisions), as first party, Rivetex S.r.l, certain members of the Rivetti family, Carlo Rivetti and certain corporate vehicles attributable to certain members of the Rivetti family (for certain specific provisions), as second party, and Venezio Investments Pte Ltd., as third party and containing shareholder agreements relevant under Article 122 of the Consolidated Law on Finance, the essential information on which is published on the Moncler website at www.monclergroup.com.

DOUBLE R S.r.l.

Courtesy translation

submits

the following proposals for resolutions relating to the appointment of members of the Company's Board of Directors:

Proposal regarding the determination of the number of members of the Board of Directors (item 4.1 on the agenda):

Double R proposes to determine in 12 (twelve) the number of members of the Moncler's Board of Directors.

Proposal regarding the determination of the term of office of the Board of Directors (item 4.2 on the agenda):

Double R proposes to determine in 3 (three) financial years the term of office of the new Board of Directors and therefore up to the date of the Shareholders' Meeting called to approve the financial statement as at 31 December 2024.

Proposal regarding the determination of the remuneration of the members of the Board of Directors (item 4.6 on the agenda):

Double R proposes to fix in Euro 1,230,000 the maximum gross yearly remuneration of the entire Board of Directors (of which Euro 20,000 for each Executive Director, Euro 100,000 for each Non-Executive Director and a further maximum amount of Euro 30,000 to each member for the participation to the internal committees of the Board); such remuneration does not include the remuneration of the Directors vested with particular offices

Double R requests Moncler to publish this document as required by law.

Milan, 28 March 2022

Double R S.r.l.

Remo Ruffini (Chairman of the Board of Directors)

Talk to a Data Expert

Have a question? We'll get back to you promptly.