Banca Ifis — AGM Information 2021

Apr 26, 2021

BANCA IFIS S.P.A.

Banca Ifis S.p.A. Sede legale in Venezia - Mestre, Via Terraglio 63 Capitale sociale euro 53.811.095 i.v. C.F. e n. di iscriz. al Reg. Imprese di Venezia e Rovigo 02505630109 Partita IVA di Gruppo 04570150278 Iscritta all'Albo delle banche al n. 5508 Capogruppo del Gruppo bancario Banca Ifis S.p.A., iscritto all'albo dei Gruppi bancari

ORDINARY SHAREHOLDERS' MEETING HELD ON 22nd APRIL 2021

Summary account of the votes on the items of the agenda pursuant Article 125-quater, paragraph 2, of the Legislative Decree 58/1998

ORDINARY PART

Item 1 of the agenda

1. Financial Statements for the year as at 31 December 2020:

1.1 approval of the financial statements for the year as at 31 December 2020, presentation of the consolidated financial statements as at 31 December 2020 and of the consolidated non financial statement pursuant to (IT) Legislative Decree no. 254 of 30/12/2016 – Sustainability Report;

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	34.287.356	99,961%
Votes Against	0	0,000%
Abstentions	13.385	0,039%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

1.2 allocation of the operating result; related and ensuing resolutions;

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	34.300.741	100,000%
Votes Against	0	0,000%
Abstentions	0	0,000%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

Item 2 of the agenda

2. Remuneration:

2.1 Remuneration Report pursuant to art. 123-ter of (It.) Legislative Decree no. 58/1998: approval of Section I - 2021 Remuneration and Incentive Policy of the IFIS Group

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	33.884.174	98,786%
Votes Against	258.068	0,752%
Abstentions	158.499	0,462%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

2.2 Remuneration Report pursuant to art. 123-ter of (It.) Legislative Decree no. 58/1998: non-binding resolution on Section II - Information on remuneration paid in financial year 2020; 2

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	33.948.512	98,973%
Votes Against	133.730	0,390%
Abstentions	218.499	0,637%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

2.3 Remuneration plan based on assigning Banca IFIS shares for some company figures described in the information document drawn up pursuant to art. 114-bis of the TUF and relative implementation regulations; related and ensuing resolutions;

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	33.605.693	97,974%
Votes Against	695.048	2,026%
Abstentions	0	0,000%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

Item 3 of the agenda

3. Appointment of directors; related and ensuing resolutions;

3.1 Appointment of a Director to replace Director Divo Gronchi

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	34.275.961	99,928%
Votes Against	24.780	0,072%
Abstentions	0	0,000%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

3.2 Confirmation of the compensation for Engineer Frederik Herman Geertman, determined as decided by the Shareholders' Meeting held on April 19, 2019.

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	34.300.741	100,000%
Votes Against	0	0,000%
Abstentions	0	0,000%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

3.3 Appointment of director to replace the Director Luciano Colombini: proposal of the partner La Scogliera S.p.A.

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

	n° of Shares	%
Votes for	34.296.298	99,987%
Votes Against	0	0,000%
Abstentions	4.443	0,013%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%

Item 4 of the agenda

4. Appointment of the independent auditor: integration of fees; related and ensuing resolutions

Shares present at the meeting when the vote was opened no. 34,300,741 equal to 63.743% of the no. 53,811,095 shares with the voting right.

The voting result was the following:

Vote result

	n° of Shares	%
Votes for	34.296.298	99,987%
Votes Against	4.443	0,013%
Abstentions	0	0,000%
Non-voters	0	0,000%
Total Voting Rights	34.300.741	100,000%