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Bff Bank

Board/Management Information Jun 22, 2022

4232_rns_2022-06-22_3b20663d-d37a-475c-bf4b-c2494fcf5811.pdf

Board/Management Information

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PRESS RELEASE

COMUNICATO STAMPA

Ordinary Shareholders' Meeting of BFF Bank S.p.A.

Board of Auditors integrated and new Chairman appointed

Milan, 22nd June 2022 – The Ordinary Shareholders' Meeting of BFF Bank S.p.A. ("BFF" or the "Bank"), the Parent Company of BFF Banking Group, chaired by Mr. Salvatore Messina, met today in a single call, and resolved to integrate the members of the Board of Statutory Auditors, and to appoint Ms. Nicoletta Paracchini as Standing Auditor and Chairman of the Board of Statutory Auditors, and Ms. Francesca Masotti and Mr. Carlo Carrera as Alternate Auditors. It should be noted that, pursuant to the law and the current Articles of Association, the integration of the Board of Statutory Auditors was carried out according to the legal majorities, and that the aforesaid proposal of nominations was submitted by Studio Legale Trevisan & Associati on behalf of a group of shareholders with a quote of 4.86620%.

The Board of Statutory Auditors, in office until the approval of the financial statements as of 31st December 2023, is composed as follows:

Statutory Auditors

Nicoletta Paracchini (Chairman) Fabrizio Riccardo Di Giusto Paolo Carbone

Alternate Auditors

Francesca Masotti Carlo Carrera.

The composition of the Board of Statutory Auditors is compliant with the current legislation on gender balance. It should be noted that all newly appointed members of the Board of Statutory Auditors declared that:

  • they satisfy the independence requirements set out by Article 148, paragraph 3, of the TUF , and by Article 2 of the Code of Corporate Governance as well as by Article 14 of the Fit & Proper Decree;
  • they satisfy the requirements of honorability and professionality required by the applicable regulations;
  • they hold a number of positions compatible with the provisions established by Consob and by Article 6 of the "Regulation of the Board of Statutory Auditors"; and
  • they are not in situations of incompatibility pursuant to Article 36 of the Decree Law "Save Italy" (so-called interlocking prohibition).

Pursuant to Article IA.2.6.7 of the Instructions to the Stock Exchange Regulations, as of the date of appointment, to the best of BFF's knowledge, Ms. Nicoletta Paracchini (Chairman) does not hold shares of the Bank.

The Curriculum Vitae of the newly appointed Chairman of the Board of Statutory Auditors is available on the Bank's website at Investor > Governance > Board of Statutory Auditors.

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The minutes of today's Shareholders' Meeting and the summary report of the votes, containing the number of shares represented at the General Meeting and the shares for which the votes was expressed, the percentage of capital that these shares represented, as well as the number of votes in favor and against the resolutions, and the number of abstentions, will be available to the public within the terms provided for by the current regulations, at the registered office of the Bank in Milan - Via Domenichino n. 5, on the authorized storage mechanism , as well as in the Investor > Governance > Shareholders' Meeting 22 june 2022 section of the BFF Group website. The required information regarding the publication will be provided.

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This press release isavailable on-line onBFFGroup's website www.bff.com within the Investors > PR&Presentations section.

BFF Banking Group

BFF Banking Group is the largest independent specialty finance in Italy and a leading player in Europe, specialized forthe management andnon-recoursefactoringoftradereceivablesduefromthePublicAdministrations, securities services, bankingandcorporatepayments. TheGroupoperates inItaly,Croatia,theCzechRepublic, France,Greece, Poland, Portugal, Slovakia and Spain. BFF is listed on the Italian Stock Exchange. In 2021 it reported a consolidated Adjusted Net Profit of €125.3 million, with a 16.7% Group CET1 ratio at the end of March 2022. www.bff.com

Contacts

Investor Relations Caterina Della Mora [email protected] +39 02 49905 631 | +39 335 1295 008

Media Relations Italy and International Press Alessia Barrera, Sofia Crosta [email protected] +39 02 49905 616 | +39 02 49905 623 | +39 340 3434 065

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