Summary report of the voting on the items on the Shareholders' meeting agenda of 8 May 2018
1) Presentation of the 2017 Annual Report
Holders of voting rights were not required to vote on this item.
2) Financial report at 31 December 2017
2.1 Approval of the Financial statements at 31 December 2017; the Board of Directors' Management Report; Independent Auditors' Report and Report of the Board of Statutory Auditors; Related and consequent resolutions
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,571,435 equivalent to 65.64% of the share capital |
| Shares against |
0 |
| Shares abstaining |
35,515 equivalent to 0.31% of the share capital |
2.2 Decisions on the dividend proposal
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,606,950 equivalent to 65.95% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
3) Report on Remuneration; Resolution on the first section in accordance with Article 123-ter of Italian Legislative Decree 58/1998
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
6,881,046 equivalent to 59.66% of the share capital |
| Shares against |
725,904 equivalent to 6.29% of the share capital |
| Shares abstaining |
0 |
4) Appointment of the Board of Directors
4.1. Determination of the number of members of the Board of Directors
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,606,950 equivalent to 65.95% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
4.2. Determination of the term of office
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,600,634 equivalent to 65.90% of the share capital |
| Shares against |
6,316 equivalent to 0.05% of the share capital |
| Shares abstaining |
0 |
4.3. Appointment of the Directors
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Votes in favour of the list submitted by Giuseppe Saleri |
4,386,960 |
| S.a.p.A. |
|
| Votes in favour of the list submitted by Quaestio |
2,369,990 |
| Capital SGR S.p.A. |
|
| Votes in favour of the list submitted by Fintel S.r.l. |
850,000 |
| Shares abstaining |
0 |
4.4. Determination of the annual remuneration of the members of the Board of Directors
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,606,950 equivalent to 65.95% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
5) Appointment of the Board of Statutory Auditors for the three-year period from 2018 to 2020
5.1. Appointment of the members of the Board of Statutory Auditors
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,543,650 equivalent to 65.41% of the share capital |
| Votes in favour of the list submitted by Giuseppe Saleri |
5,217,241 |
| S.a.p.A. |
|
| Votes in favour of the list submitted by Quaestio |
2,324,277 |
| Capital SGR S.p.A. |
|
| Shares abstaining |
2,132 |
5.2. Appointment of the Chairman of the Board of Statutory Auditors
Holders of voting rights were not required to vote on this item. The presidency of the Statutory Auditors' Committee goes to the Regular Statutory Auditor elected from the list that obtained the highest number of votes among those submitted and voted on by holders of voting rights not connected with the holders of voting rights or the majority shareholders as defined in the applicable legislation.
5.3. Determination of the annual remuneration
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,606,950 equivalent to 65.95% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
6) Authorisation to renew an insurance policy for the Company's directors, statutory auditors and executives for the period from 2018 to 2020
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,571,435 equivalent to 65.64% of the share capital |
| Shares against |
0 |
| Shares abstaining |
35,515 equivalent to 0.31% of the share capital |
7) Appointment of the independent auditors for the period from 2018 to 2026 and determination of their remuneration
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,606,950 equivalent to 65.95% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
8) Authorisation to purchase and sell treasury shares, subject to revocation, for the unexecuted part of the resolution dated 27 April 2017; related and consequent resolutions
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
7,244,467 equivalent to 62.81% of the share capital |
| Shares against |
362,483 equivalent to 3.14% of the share capital |
| Shares abstaining |
0 |
9) Remuneration plan based on financial instruments in favour of directors and employees of the Company and its subsidiaries; Resolution in accordance with Article 114-bis of Italian Legislative Decree 58/1998; Granting of powers to the Board of Directors
| Shares represented at the shareholders' meeting |
7,606,950 equivalent to 65.95% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,606,950 equivalent to 65.95% of the share capital |
| Shares in favour |
6,436,887 equivalent to 55.81% of the share capital |
| Shares against |
390,063 equivalent to 3.38% of the share capital |
| Shares abstaining |
780,000 equivalent to 6.76% of the share capital |