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Aquafil

AGM Information Jan 30, 2018

4252_agm-r_2018-01-30_decadb79-3216-4736-8fb2-cf6c2cac968e.pdf

AGM Information

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Informazione
Regolamentata n.
1938-10-2018
Data/Ora Ricezione
30 Gennaio 2018
17:46:46
MTA - Star
Societa' : Aquafil S.P.A.
Identificativo
Informazione
Regolamentata
: 98552
Nome utilizzatore : AQUAFILNSS02 - -
Tipologia : 3.1
Data/Ora Ricezione : 30 Gennaio 2018 17:46:46
Data/Ora Inizio
Diffusione presunta
: 30 Gennaio 2018 17:46:46
Oggetto : Aquafil S.p.A.'s new Board of Statutory
Auditors and new independent auditors
appointed by the General Shareholders'
Meeting
Testo del comunicato

Vedi allegato.

AQUAFIL S.P.A.'S NEW BOARD OF STATUTORY AUDITORS AND NEW INDEPENDENT AUDITORS APPOINTED BY THE GENERAL SHAREHOLDERS' MEETING

Milan, January 30, 2018 – The General Shareholders' Meeting of Aquafil S.p.A. (Aquafil or the Company) [ECNL IM] was held today (single call), in ordinary and extraordinary sessions, to resolve on the items placed on the Agenda.

1. Appointment of the Board of Statutory Auditors for financial years 2018-2020

The ordinary Shareholders' Meeting appointed the Board of Statutory Auditors, which will remain in office through to the General Shareholders' Meeting scheduled for the approval of the 2020 Financial Statements.

Stefano Poggi Longostrevi (Chairman), Fabio Buttignon and Bettina Solimando were appointed Statutory Auditors; Marina Manna and Davide Barbieri were appointed Alternate Auditors.

Fabio Buttignon, Bettina Solimando and Marina Manna were taken from the list submitted by the majority shareholder Aquafin Holding S.p.A. (which holds 58.56% of the share capital and 68.87% of total voting rights), which obtained the highest number of votes (92,41% of the voting rights attending the shareholders' meeting).

Stefano Poggi Longostrevi and Davide Barbieri were taken from the minority list submitted by a group of minority shareholders formed by asset management firms and other investors, which obtained a number o votes representing the 7,59% of the voting rights attending the shareholders' meeting.

Statutory and Alternate Auditors' resumes are available at the Company's website (www.aquafil.com).

The Shareholders' Meeting also set the gross annual remuneration of the Chairman of the Board of Statutory Auditors at €50.000 /year and that of each Statutory Auditor at €35.000/year.

Pursuant to Article 144-novies of Consob Regulation No. 11971/1999 (Rules for Issuers), the newly appointed Board of Statutory Auditors, during its meeting today, verified the satisfaction by its members of the independence requirements established in Article 148, paragraph 3, of TUF and the Corporate Governance Code. The verification process showed that all the members of the new Board of Statutory Auditors meet the aforementioned independence requirements.

2. Termination, by mutual consent, of the assignment of independent auditors entrusted to KPMG S.p.A. and engagement of the new independent auditors

The ordinary Shareholders' Meeting passed the resolution regarding the premature termination, by mutual consent, of Space3 S.p.A.'s engagement of KPMG as independent auditors, and the concurrent engagement of PwC as the Company's new Independent Auditors for a term of nine financial years (2017-2025), pursuant to applicable regulations.

3. Amendments to the Bylaws

The extraordinary Shareholders' Meeting approved the amendment to Article 14 (Powers and resolutions of the Board of Directors) of the Bylaws.

In particular, the amendments to the Bylaws regarded the insertion into the latter of: (i) a reference to the provisions of Article 150 of TUF, pertaining to the report to be submitted — at least quarterly — to the Board of Statutory Auditors by the Board of Directors regarding the latter's activities and any and all transactions of greater importance effected by the Company and/or any of its subsidiaries that could entail a significant impact on the income statement, balance sheet and cash flow; and (ii) a provision aimed at bringing the Bylaws in line with the Company's Procedure for Related Party Transactions, specifically including the possibility to approve — in cases of particular urgency — related party transactions without following the normal authorization process contemplated in the said RPT Procedure, without prejudice to, inter alia, the conditions and reporting obligations contemplated in Consob Regulation No. 17221/2010 on related party transactions.

* * *

Pursuant to Article 125-quater, paragraph 2, of TUF, the summary account of the results of voting will be made available to the public in accordance with the terms established by law — i.e., within five days from the General Shareholders' Meeting — at the Company's registered office and on the corporate website (http://ir.aquafil.com/eng/shareholders-meetings/).

* * *

Founded in 1965, Aquafil is one of the main players, in Italy and worldwide, in the production of synthetic fibers, particularly for Polyamide 6 applications. The Group is present in three continents, with a workforce of over 2,700. It operates through two product areas:

    1. BCF (Bulk Continuous Filaments): synthetic fibers used in textile floorings in the contract (offices, hotels and public buildings), automotive (car mats and upholstery) and residential sectors. The production of filaments for textile floorings has been Aquafil's core business (accounting for over 80% of the Group's turnover) since the company was founded. Today, the Group is the leader in Europe and the second largest global player in the BCF sector. Almost 20,000 different product codes are handled, all of which are produced internally as part of stylistic research and/or technological innovation projects, in close contact with the customer. The entire collection is renewed every 4 years.
    1. NTF (Nylon Textile Filaments): synthetic fibers used in the clothing and sports industries Today, the Group is the main supplier to some of the leading Italian and European manufacturers of clothing, underwear and sportswear. Aquafil's constant commitment to research enables the Group to support its customers in the development of new textile products to respond to the latest aesthetic and performance trends for clothing and sportswear. The product range offered includes Dryarn® microfiber and ECONYL® regenerated polyamide yarn, which have always been developed from projects carried out in partnership with the final brands.

Aquafil is a pioneer in the circular economy also thanks to the ECONYL® regeneration system, an innovative and sustainable process able to create new products from waste and give life to an endless cycle. The Nylon waste is collected in locations all over the world and includes industrial waste but also products (such as fishing nets and rugs) that have reached the end of their useful life. Such waste is processed so as to obtain a raw material (caprolactam) with the same chemical and performance characteristics as those from fossil sources. The polymers produced from ECONYL® caprolactam are distributed to the Group's production plants, where they are transformed into BCF yarn and NTF yarn. Today, yarn produced with ECONYL® caprolactam already accounts for about 30% of the Group's

revenues. In 2016 Aquafil's revenues amounted to approximately €482 million, EBITDA was about €65 million and net profit totaled about €20 million. Net financial position at December 31, 2016 amounted to about €118 million.

For further information:

Media Contact

Barabino & Partners T: +39 02 72.02.35.35

Federico Vercellino

[email protected] mob: +39 331 5745.171 Agota Dozsa [email protected] mob: +39 02 72.02.35.35

Investors Contact

Karim Tonelli [email protected]

Barabino & Partners IR T: +39 02 72.02.35.35 Stefania Bassi [email protected] mob: +39 335 6282.667

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