Summary report of the voting on the items on the Shareholders' meeting agenda of 5 May 2015
1) Presentation of the 2014 Annual Report
Holders of voting rights were not required to vote on this item.
2) Financial statements at 31 December 2014
2.1 Approval of the financial statements for the year ending 31 December 2014; the Directors' Report on Operations; the Independent Auditor's Report; and the Board of Statutory Auditors' Report; related and consequent resolutions
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
2.2 Decisions in respect of the allocation of 2014 earnings
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
3) Resolution on the first section of the Report on Remuneration pursuant to article 123-ter of Legislative Decree 58/1998
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,586,871 equivalent to 65.781% of the share capital |
| Shares against |
3,867 equivalent to 0.034% of the share capital |
| Shares abstaining |
0 |
4) Appointment of the Board of Directors
4.1 Determination of the numbers of Board members
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
4.2 Determination of the duration of the mandate
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
4.3 Appointment of directors
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Votes in favour of the list submitted by Giuseppe Saleri |
|
| S.a.p.A. |
7,100,593 |
| Votes in favour of the list submitted by Sirefid S.p.A. |
490,145 |
| Shares abstaining |
0 |
4.4 Appointment of the Chairman of the Board of Directors
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
6,991,554 equivalent to 60.620% of the share capital |
| Shares against |
196,229 equivalent to 1.701% of the share capital |
| Shares abstaining |
402,955 equivalent to 3.494% of the share capital |
4.5 Determination of the annual remuneration to Board members
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
6,709,509 equivalent to 58.174% of the share capital |
| Shares against |
881,229 equivalent to 7.641% of the share capital |
| Shares abstaining |
0 |
5) Appointment of the Board of Statutory Auditors for the three years 2015-2017
5.1 Appointment of three regular auditors and two alternate auditors
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Votes in favour of the list submitted by Giuseppe Saleri |
|
| S.a.p.A. |
7,100,593 |
| Votes in favour of the list submitted by Sirefid S.p.A. |
490,145 |
| Shares abstaining |
0 |
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 to members of the Board of Statutory Auditors
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
6) Authorisation to renew an insurance policy for directors, auditors and executives of the Company for the period 2015-2017
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |
7) Authorisation to buy and sell treasury shares, subject to revocation, for the portion not executed following the resolution of 29 April 2014; related and consequent resolutions
| Shares represented at the shareholders' meeting |
7,590,738 equivalent to 65.815% of the share capital |
| Shares without voting right |
0 |
| Shares for which a vote was cast |
7,590,738 equivalent to 65.815% of the share capital |
| Shares in favour |
7,590,738 equivalent to 65.815% of the share capital |
| Shares against |
0 |
| Shares abstaining |
0 |