Poste Italiane

AGM Information • Apr 15, 2022

Informazione Regolamentata n. 1130-16-2022		Data/Ora Ricezione 15 Aprile 2022 08:10:45	Euronext Milan
Societa'	:	POSTE ITALIANE
Identificativo Informazione Regolamentata	:	160545
Nome utilizzatore	:	POSTEN03 - Fabio Ciammaglichella
Tipologia	:	REGEM
Data/Ora Ricezione	:	15 Aprile 2022 08:10:45
Data/Ora Inizio Diffusione presunta	:	15 Aprile 2022 08:10:46
Oggetto	:	Poste Italiane - Annual General Meeting of 27 May 2022 - extract of the notice of call
Testo del comunicato

Vedi allegato.

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.5.2022

Poste Italiane S.p.A.

Registered Office in Rome - Viale Europa, n. 190

Share Capital € 1,306,110,000.00 fully paid in

Taxpayer Identification and Rome Company Register n. 97103880585

R.E.A. of Rome n. 842633

V.A.T. registration n. 01114601006

Notice of Ordinary Shareholders' Meeting

An ordinary Shareholders' Meeting will be held on single call on 27 May 2022 at 2 p.m. in Rome, at the premises of the Company located in Viale Europa n. 175, to discuss and resolve on the following

AGENDA

• 1. Poste Italiane S.p.A. Financial Statements for the year ended 31 December 2021. Reports of the Board of Directors, the Board of Statutory Auditors, and the Audit Firm. Related resolutions. Presentation of the consolidated financial statements for the year ended 31 December 2021.
• 1. Allocation of net income for the year and distribution of available reserves.
• 1. Appointment of the Board of Statutory Auditors.
• 1. Determination of the remuneration of the regular members of the Board of Statutory Auditors.
• 1. Report on the 2022 remuneration policy.
• 1. Report on amounts paid in the year 2021.
• 1. Equity-based incentive plans.
• 1. Authorization for the acquisition and the disposal of own shares. Related resolutions.

***

Virus COVID-19 – Modalities of carrying-out of the Shareholders' Meeting pursuant to Law Decree no. 18 of 17 March 2020

Taking into account the ongoing existence and spread of the virus Covid-19 and in order to

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.5.2022

contain the risks of contagion entailed by a face-to-face attendance of the Shareholders' Meeting, the Company has decided to avail itself of the faculty established by article 106, paragraph 4, of the Law Decree no. 18 of 17 March 2020, converted with amendments by Law Art., paragraph 1, of Law 24 April 2020 No. 27, and subsequently amended, lastly, by Law Decree 30 December 2021 No. 228, in turn converted with amendments by Law 25 February 2022, No. 15, providing that the attendance of the Shareholders' Meeting shall be only permitted through the representative appointed by the Company pursuant to article 135 undecies of the Legislative Decree 24 February 1998, no. 58 (the "Consolidated Law on Finance") and article 11.5 of the corporate bylaws – i.e., Società per Amministrazioni Fiduciarie Spafid S.p.A., whose registered office is in Milan (the "Appointed Representative") – according to the modalities indicated in the unabridged Meeting Notice available on the Company's website (www.posteitaliane.it).

***

The information regarding:

• the share capital;
• the right to attend the Shareholders' Meeting and to vote (record date 18 May 2022);
• the modalities of attendance of the Shareholders' Meeting, that shall be only permitted through the Appointed Representative pursuant to article 135-undecies of the Consolidated Law on Finance, who may be also granted proxies and/or sub-proxies pursuant to article 135-novies of the same Consolidated Law on Finance;
• additions to the agenda and the presentation of new resolution proposals on matters already on the agenda by Shareholders owning at least 2.5% of the share capital pursuant to article 126-bis, paragraph 1, first sentence, of the Consolidated Law on Finance (by 26 April 2022);
• submission of resolution proposals by those entitled to vote pursuant to article 126-bis, paragraph 1, third sentence, of the Consolidated Law on Finance (by 12 May 2022);
• the right to ask questions before the Shareholders' Meeting (by 18 May 2022);

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 27.5.2022

• the appointment of the Board of Statutory Auditors;

is contained in the unabridged Meeting notice, published in the section of the Company's website (www.posteitaliane.it) dedicated to the present Shareholders' Meeting, to the full content of which you are invited to refer for any other information concerning the Shareholders' Meeting.

The documentation concerning the Shareholders' Meeting, including the explanatory reports of the Board of Directors and the proposed resolutions on the items on the agenda, has been made available to the public, within the time limits provided for by the law, at the Company's registered office, in the section of its website (www.posteitaliane.it) dedicated to the present Shareholders' Meeting, and at the authorized storage mechanism "eMarket STORAGE" ().

The Chairman of the Board of Directors Maria Bianca Farina