Proxy Solicitation & Information Statement • Apr 2, 2025
Proxy Solicitation & Information Statement
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PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998 and to Art. 106, paragraph 4, of Decree Law no. 18 of 17 March 2020, on "Measures to strengthen the National Health Service and provide economic support for families, workers and businesses related to the epidemiological emergency of COVID-19" ("Decreto Cura Italia") as amended and converted into Law no. 27 of 24 April 2020, as further extended by Article 3, paragraph 14-sexies, of Law no. 15 of 21 February 2025.ESCLUSIVOEND
MONTE TITOLI S.p.A., with registered office in Milan, Piazza degli Affari No. 6, Tax Code No. 03638780159, belonging to the Euronext Group, Group VAT No. 10977060960 (hereinafter "Monte Titoli"), acting in the capacity of "Designated Representative", pursuant to Article 135-undecies of Legislative Decree 58/1998 and to Art. 106, paragraph 4, of Decree Law no. 18 of 17 March 2020 (the "Decreto Cura Italia") as amended and converted into Law no. 27 of 24 April 2020, as further extended by virtue of article 3 paragraph 14-sexies of Law n. 15 of 21 February 2025, of TREVI - FINANZIARIA INDUSTRIALE S.p.A. (hereinafter the "Company"), in the person of its specifically tasked employee or associate, gathers voting proxies in relation to the Ordinary and Extraordinary General Meeting of TREVI - FINANZIARIA INDUSTRIALE to be held at the Company's registered office on 13 May 2025, at 11:00 a.m. first call, and, if necessary, on second call on 14 May 2025 same place and time, as set forth in the notice of the shareholders' meeting published on the Company's website at www.trevifin.com in the section "Governance/Shareholders' Meetings" on 2 april 2025 and, in abridged form, in the Italian daily newspaper "Corriere della Sera".
Declaration of the Designated Representative: Monte Titoli declares that it has no personal interest in the proposed resolutions being voted upon. However, taking into account the existing contractual relationships between Monte Titoli and the Company relating, in particular, to technical assistance at the meeting and ancillary services, in order to avoid any subsequent disputes related to the supposed presence of circumstances suitable for determining the existence of a conflict of interest referred to in article 135-decies, paragraph 2, lett. f), of the TUF, Monte Titoli expressly declares that, should circumstances which are unknown at the time of issue of the proxy arise, which cannot be communicated to the delegating party, or in the event of modification or integration of the proposals presented to the Shareholders' Meeting, it does not intend to express a vote different from that indicated in the instructions.
Please note: This form may be subject to change following any Integration of the agenda of the shareholders' meeting and presentation of new proposed resolutions pursuant to Article 126-bis Legislative Decree 58/1998, or individual proposed resolutions, in accordance with the terms and procedures indicated in the Notice of Call.
Complete with the information requested at the bottom of the form
| I, the undersigned (party signing the proxy) | (Name and Surname) (*) |
|
|---|---|---|
| Born in (*) | On (*) | Tax identification code or other identification if foreign (*) |
| Resident in (*) | Address (*) | |
| Phone No. (**) |
Email (**) | |
| Valid ID document (type) (*) (to be enclosed as a copy) |
Issued by (*) | No. (*) |
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
in quality of (tick the box that interests you) (*)
| shareholder with the right to vote | OR IF DIFFERENT FROM THE SHARE HOLDER |
|---|---|
| legal representative or subject with subject with power of sub-delegation |
(copy of the documentation of the powers of representation to be enclosed) |
| pledge bearer usufructuary |
custodian manager other (specify) ……………………………………………………………………………………………… |
Name Surname / Denomination (*)
| (complete only if the shareholder is different from the proxy signatory) |
Born in (*) | On (*) | Tax identification code or other identification if foreign (*) |
|---|---|---|---|
| Registered office / Resident in (*) |
| No. (*) _ __ shares _______ |
Registrated in the securities account (1) n. ___ at the custodian ___ ABI ______ |
|---|---|
| e.g.: No. 3 ORDINARY shares IT0012345 (ISIN number) | CAB _______ referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2) |
| (to be filled in with information regarding any further communications relating to deposits) | No. ______ Supplied by the intermediary: _________ |
| Registrated in the securities account (1) n. ___ at the custodian ___ ABI ______ |
|
| No. (*) _ __ shares _______ |
CAB _______ referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2) |
| No. ______ Supplied by the intermediary: _________ |
|
| Registrated in the securities account (1) n. ___ at the custodian ___ ABI ______ |
|
| No. (*) _ ___ shares _______ |
CAB _______ referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2) |
| No. ______ Supplied by the intermediary: _________ |
to be aware of the possibility that the proxy to the Designated Representative contains voting instructions even only on some of the proposed resolutions on the agenda and that, in this case, the vote will be exercised only for the proposals in relation to which they are you have given voting instructions and that you have requested the communication from the depositary intermediary for participation in the Shareholders' Meeting as indicated above;
that there are no causes of incompatibility or suspension of the exercise of the right to vote.
AUTHORIZES Monte Titoli and the Company to the processing of their personal data for the purposes, under the conditions and terms indicated in the following paragraphs.
| | ||
|---|---|---|
(Place and Date) * (Signature)
*
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
intended for the Designated Representative only - Tick the relevant boxes
(indicate the holder of the right to vote only if different name and surname / denomination) __________________________________________________________________________________________________________
Hereby appoints Monte Titoli to vote in accordance with the voting instructions given below at Ordinary and Extraordinary General Meeting of TREVI - FINANZIARIA INDUSTRIALE to be held at the Company's registered office on 13 May 2025, at 11:00 a.m. on first call and, if necessary, on second call on 14 May 2025 same place and time.
Please note that Shareholders can make additions to the Agenda and new proposals within the legal deadlines: Shareholders are invited to check updates of this form on the Issuer's website, in accordance with the provided resolutions.
1 Financial statements at 31 December 2024, accompanied by the Directors' Report, the Report of the Board of Statutory Auditors and the Report of the Independent Auditors. Presentation of the Consolidated Financial Statements at 31 December 2024 containing Sustainability Reporting. Proposed allocation of operating income. Related and consequent resolutions.
| SECTION A Vote for the proposal of the Board of Tick only one box: Directors |
In Favour | Against | Abstain |
|---|---|---|---|
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
| 2 Report on the remuneration policy and the remuneration paid: | |||
|---|---|---|---|
| 2.1 approval of the first section of the report pursuant to Art. 123-ter, paragraphs 3-bis and 3-ter of Italian Legislative Decree No. 58 of 24 February 1998; | |||
| SECTION A Vote for the proposal of the Board of Tick only one box: Directors |
In Favour | Against | Abstain |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
| 2.2 resolutions pertaining to the second section of the report pursuant to Art. 123-ter, paragraph 6 of Italian Legislative Decree No. 58 of 24 February 1998. | ||||
|---|---|---|---|---|
| SECTION A Vote for the proposal of the Board of Tick only one box: Directors |
In Favour | Against | Abstain | |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
|
| 3 Appointment of the Board of Directors for the financial years 2025 - | 2027: | |||
| 3.1 determination of the term of office of the Board of Directors; | ||||
| SECTION A Tick only one box: Proposer: _____ |
In Favour | Against | Abstain | |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
|
| 3.2 appointment of the members of the Board of Directors; | Shareholders are invited to check the lists of candidates on the Issuer's website within the legal deadlines. | |||
| SECTION A Indicate the number of the chosen list or against / abstained with reference to all the lists |
List no._ | Against | Abstain | |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
|
| 3.3 determination of the remuneration of the members of the Board of Directors. | ||||
| SECTION A Tick only one box: Proposer: _____ |
In Favour | Against | Abstain | |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
|
| 4 appointment of the Board of Statutory Auditors for the financial years 2025 - | 2027: | |||
| 4.1 appointment of three Statutory Auditors and two Alternate Auditors; Shareholders are invited to check the lists of candidates on the Issuer's website within the legal deadlines. |
||||
| SECTION A Indicate the number of the chosen list or against / abstained with reference to all the lists |
List no._ | Against | Abstain |
Against Abstain

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
|---|---|---|---|
| 4.2 appointment of the Chairman of the Board of Statutory Auditors; | |||
| SECTION A Tick only one box: Proposer: _____ |
In Favour | Against | Abstain |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ |
| vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned |
|---|
| proxy signatory |
| 4.3 determination of the remuneration of the members of the Board of Statutory Auditors. | |||
|---|---|---|---|
| SECTION A Tick only one box: Proposer: _____ |
In Favour | Against | Abstain |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
| 1 Proposed amendments to Articles 14, 15, 17, 18 and 29 of Association. Related and consequent resolutions: | |||
|---|---|---|---|
| SECTION A Vote for the proposal of the Board of Tick only one box: Directors |
In Favour | Against | Abstain |
| SECTION B and C If circumstances occur which are unknown at the time of issuance of the proxy or in the event of a vote on amendments or additions to the resolutions submitted to the meeting, I the undersigned proxy signatory |
confirms the instructions | revokes the instructions | Modify the instructions: In favour ______ Against Abstain |
(Place and Date) * (
Signature) *

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
| DIRECTORS' LIABILITY ACTION In case of vote on a directors' liability action pursuant to art. 2393, paragraph 2, of the civil code, proposed by the shareholders on the occasion of the approval of the financial statements, the undersigned appoints the Designated Representative to vote as follows: |
In Favour | Against | Abstain |
|---|---|---|---|
| ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----------- | --------- | --------- |
| IDIN | ||
|---|---|---|
(Place and Date) * (Signature)
*
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
The person entitled to do so must request the depositary intermediary to issue the communication for participation in the shareholders' meeting referred to the Art. 83-sexies, Legislative Decree 58/1998)
______________________________________________________________________________________________________________________________________________________________________________________
by one or other of the following two methods:
N.B. For any additional clarification regarding the issue of proxies (and in particular regarding how to complete and send the proxy form and voting instructions), authorized to participate in the general meeting can contact Monte Titoli S.p.A. by email to the following address [email protected] or by phone at (+39) 02.33635810 during open office hours from 9:00 a.m. to 5:00 p.m. (UTC+1).
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
Monte Titoli's privacy policy is available at the link: Corporate Data and Legal Info | euronext.com
TREVI - FINANZIARIA INDUSTRIALE's privacy policy: https://trevifin.com/en/privacy-policy/
MONTE TITOLI S.p.A.
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998
[…]2. With the notice of call for ordinary or extraordinary meetings, joint-stock companies, limited partnerships, limited liability companies, cooperative companies and mutual insurance companies may provide, even in derogation from the various provisions of the bylaws, for the expression of the vote electronically or by correspondence and for participation in the meeting by means of telecommunications; the aforementioned companies may also provide that the meeting be held, even exclusively, by means of telecommunications that guarantee the identification of the participants, their participation and the exercise of the right to vote, pursuant to and for the purposes of Articles 2370, fourth paragraph, 2479-bis, fourth paragraph, and 2538, sixth paragraph ((of the Civil Code)), without in any case the need for the president, the secretary or the notary to be in the same place.
Companies with listed shares may appoint the representative required by Article 135-undecies of Legislative Decree No. 58 of February 24, 1998, even if the Bylaws provide otherwise. The same companies may also provide in the notice of call that attendance at the shareholders' meeting shall take place exclusively through the Designated representative designated pursuant to article 135-undecies of legislative decree no. 58 of 24 February 1998; the aforementioned Designated representative may also be granted proxies or sub- proxies pursuant to article 135-novies of legislative decree no. 58 of 24 February 1998, as an exception to article 135 undecies, paragraph 4, of the same decree.
Paragraph 4 also applies to companies admitted to trading on a multilateral trading market and to companies with shares widely distributed among the public.
[…]
NOTE: English translation for convenience only. Only the Italian version is authentic.
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