CIR Group — AGM Information 2022

Mar 29, 2022

Informazione Regolamentata n. 0097-19-2022		Data/Ora Ricezione 29 Marzo 2022 12:58:52	Euronext Milan
Societa'	:	CIR SPA - COMPAGNIE INDUSTRIALI RIUNITE
Identificativo Informazione Regolamentata	:	159330
Nome utilizzatore	:	COFIDENSS01 - SEGRE MASSIMO
Tipologia	:	REGEM
Data/Ora Ricezione	:	29 Marzo 2022 12:58:52
Data/Ora Inizio Diffusione presunta	:	29 Marzo 2022 12:58:53
Oggetto	:	EXTRACT FROM THE NOTICE OF ANNUAL GENERAL MEETING 2022.04.29
Testo del comunicato

Vedi allegato.

CIR S.p.A. ‐ COMPAGNIE INDUSTRIALI RIUNITE

Milan ‐ Via Ciovassino n. 1

Share Capital: Euro 638,603,657.00, fully paid up. ‐ Tax Reg. N. 01792930016 Company subject to management and coordination by F.lli De Benedetti S.p.A.

EXTRACT FROM THE NOTICE OF MEETING

Shareholders are called to the Ordinary Shareholders' Meeting, in a single call, on 29 April 2022 at 10.00 a.m., at the Registered Office, Via Ciovassino 1, Milan, to discuss and resolve on the following:

AGENDA

• 1. Financial statements as at 31 December 2021 and allocation of the result for the year. Presentation of consolidated financial statements as at 31 December 2021:
  • a. Approval of the financial statements as at 31 December 2021;
  • b. Allocation of the result for the financial year.
• 2. Proposal to authorise the purchase and disposal of own shares, subject to revocation of the previous authorisation.
• 3. Report on remuneration policy and compensation paid pursuant to Article 123-ter of the Consolidated Law on Finance:
  • a. Binding vote on Section I;
  • b. Advisory vote on Section II.
• 4. Proposal regarding the approval of the 2022 Stock Grant Plan.

In consideration of the epidemiological emergency from COVID-19, taking into account the measures aimed at containing the contagion, the Company has decided to avail itself of the option provided for by Article 106 of Decree-Law no. 18 of 17 March 2020, converted with amendments into Law no. 27 of 24 April 2020 and as last extended by paragraph 1 of Article 3 of Decree-Law no. 228 of 30 December 2021, converted with amendments into Law no. 15 of 25 February 2022, containing provisions related to such emergency, providing that the participation in the shareholders' meeting by those who are entitled to vote may take place exclusively through the representative appointed by the Company pursuant to Article 135-undecies of Legislative Decree no. 58 of 24 February 1998, ("TUF") identified in the company Studio Segre S.r.l.. The designated representative may also be granted proxies and/or sub-delegations pursuant to art. 135-novies of the TUF, as an exception to art. 135-undecies, paragraph 4, of the same decree.

Without prejudice to the foregoing, attendance at the shareholders' meeting by the entitled parties (directors, statutory auditors, secretary of the meeting, representative of the auditing firm, designated representative and/or employees and/or collaborators authorised by the Chairman), in consideration of the limitations that may arise due to the aforementioned health requirements, may also (or exclusively) take place by means of telecommunications that allow for their identification, in the manner individually communicated to them, in compliance with the regulatory provisions applicable for such eventuality, without the need for the Chairman and the secretary and/or the notary to be in the same place.

All the detailed information concerning the Shareholders' Meeting, the right to attend and vote, the proxies to the appointed representative, as well as any other information required by law, are contained in the full text of the notice of call, available on the Company's website www.cirgroup.it in the Governance/Shareholders' Meeting section, where the full texts of the resolutions, the explanatory reports and the documents submitted to the Shareholders' Meeting, as well as any other information required by law, will be made available.

The Company reserves the right to integrate and/or modify the content of this notice should it become necessary as a result of the evolution of the current COVID-19 emergency situation. Any amendments, updates or clarifications of the information contained in the notice of call will be made available in a timely manner through the Company's website (www. cirgroup.it ) in the Governance/Shareholders' Meeting section and by other means provided for by law.

Milan, 29 March 2022

p. the Board of Directors The President - Mr Rodolfo De Benedetti