Enav — AGM Information 2025

Apr 18, 2025

ENAV S.p.A. ORDINARY SHAREHOLDERS' MEETING OF 28 MAY 2025 IN A SINGLE CALL

Reports of the Board of Directors on the proposals concerning the items on the agenda of the Shareholders' Meeting

Item 8 "Determination of the Remuneration of the Chair of the Board of Statutory Auditors and of the Statutory Auditors"

Shareholders:

You have been called to resolve on the remuneration of the standing members of the Board of Statutory Auditors, whose appointment this Shareholders' Meeting is called upon to address as a separate item on the agenda

Pursuant to Article 2402 of the Italian Civil Code, when the Board of Statutory Auditors is appointed, the Shareholders' Meeting determines the annual remuneration due to the Statutory Auditors for the entire term of office.

The remuneration of the Board of Statutory Auditors in office was set by the Shareholders' Meeting of 3 June 2022, at the time of its appointment, at € 40,000 gross per annum for the Chair of the Board of Statutory Auditors and € 25,000 gross per annum for each Statutory Auditor.

Pursuant to Article123-ter (3)(a) of the Consolidated Law on Financial Intermediation, the company's remuneration policy – to which reference is made for all details – also assesses, without prejudice to the provisions of the aforementioned Article 2402 of the Italian Civil Code, the remuneration of the members of the Control Body. Furthermore, please note that according to Recommendation no. 30 of the Code of Corporate, the remuneration of the members of the Board of Statutory Auditors shall be appropriate to the competence, professionalism and commitment required by the importance of the role, as well as the size and sectorial characteristics of the company and its situation.

Shareholders:

In consideration of the foregoing, the Board of Directors refrains from making specific proposals on this agenda item and therefore invites the Shareholders' Meeting to resolve on the matter on the basis of the proposals that may be formulated by the Shareholders, according to the procedures described in the notice of call of Shareholders' Meeting.

Chair of the Board of Directors Attorney, Alessandra Bruni