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Ferretti Group AGM Information 2026

Apr 24, 2026

6296_rns_2026-04-23_bd2ede99-3bc7-48be-aaf8-479468f6fbf8.pdf

AGM Information

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.

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FERRETTIGROUP

Ferretti S.p.A.

(Incorporated under the laws of Italy as a joint-stock company with limited liability)

(Stock Code: 09638)

SUPPLEMENTAL NOTICE OF THE ANNUAL GENERAL MEETING

Reference is made to the notice of annual general meeting of Ferretti S.p.A. (the "Company") dated April 10, 2026 (the "Original Notice"), by which the Company convenes an annual general meeting (the "Meeting") to be held virtually by electronic means on Thursday, May 14, 2026 at 4:00 p.m. Hong Kong time (10:00 a.m. CEST time). This supplemental notice shall be read together with the Original Notice. Unless indicated otherwise, capitalised terms used in this supplemental notice shall have the same meanings as those defined in the supplemental circular of the Company dated April 23, 2026.

SUPPLEMENTAL NOTICE IS HEREBY GIVEN THAT in addition to the resolutions set out in the Original Notice, the Meeting will be convened for the purpose of considering and, if thought fit, passing (with or without amendments) the following resolutions:

Ordinary part of the Meeting

  1. To appoint the Board of Directors and its Chairman and to determine the number of members, their term of office and remuneration, on the basis of proposals of the Shareholders and related and consequent resolutions; and
  2. To appoint the Board of Statutory Auditors and its Chairman and to determine the remuneration, on the basis of proposals of the Shareholders and related and consequent resolutions.

Yours faithfully

By order of the Board

Ferretti S.p.A.

Mr. Alberto Galassi

Executive Director and Chief Executive Officer

Hong Kong, April 23, 2026


Registered office:
Via Irma Bandiera 62
47841 Cattolica (RN)
Italy

Principal place of business in Hong Kong:
31/F, Tower Two,
Times Square
1 Matheson Street
Causeway Bay
Hong Kong

Notes:

(1) The Meeting will be a virtual meeting. Shareholders attending the Meeting using the online Portal will also be counted towards the quorum and they will be able to cast their vote and submit questions through the online Portal. Please refer to the section headed “Guidance for the Annual General Meeting” in the Circular.

(2) Each of the ordinary resolutions will be passed if the vote of more than 50% of the shares represented and entitled to vote at the Meeting is cast in favor of each of them.

(3) A Shareholder entitled to attend and vote at the Meeting is entitled to appoint any other person as his/her proxy to attend and vote instead of him/her; a proxy need not be a Shareholder of the Company. As a matter of Italian law, it is not possible to appoint a Director, Statutory Auditor or employee of the Company or any of its subsidiaries as proxy.

(4) Where there are joint registered holders of any share(s), any one of such persons may vote at the Meeting, either through online Portal or by proxy, in respect of such share(s) as if he/she is solely entitled to, but if more than one of such joint holders be present at the Meeting through online Portal that only one device is allowed per login or by proxy.

(5) Since the Original Form of Proxy which was despatched by the Company to the Shareholders on April 10, 2026 and sent together with the Original Notice does not contain the proposed resolutions set out in this supplemental notice, a revised form of proxy has been prepared and is enclosed with the supplemental circular of the Company dated April 23, 2026 (the “Supplemental Circular”) of which this supplemental notice forms part.

(6) In order to be valid, the revised form of proxy, together with any power of attorney or other authority (if any) under which it is signed (or a notarially certified copy thereof) and any other documents specified in the revised proxy form itself, shall be deposited with the Company’s Hong Kong Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong, as soon as possible but in any event by 11:00 p.m. Hong Kong time (5:00 p.m. CEST time) on Wednesday, May 13, 2026 for CCASS Shareholders and by 4:00 p.m. Hong Kong time (10:00 a.m. CEST time) on Thursday, May 7, 2026 for the Electing Shareholders. The revised form of proxy is published on the websites of The Stock Exchange of Hong Kong Limited at www.hkexnews.hk and the Company at www.ferrettigroup.com.

(7) Those with voting rights have a right to attend the Meeting. In accordance with law and the By-Laws, those who, based on the communication sent to the Company from an intermediary in accordance with applicable legislation and in accordance with the accounting records at the end of the 7th trading day before the date set for the Meeting (i.e. Tuesday, May 5, 2026), have the right to attend and vote at the Meeting. Transfers to and from the relevant accounts subsequent to this date do not affect the right to vote at the Meeting. The communication of the intermediary must be received by the Company by the end of the third open market day before the date fixed for the Meeting (i.e. by Monday, May 11, 2026). Please refer to the section headed “Guidance for the Annual General Meeting” in the Circular of the Company dated April 10, 2026 for details of the actions to be taken by Shareholders in this respect.

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No book closure will be required for the determination of Shareholders eligible to vote at the Meeting.

(8) The Chairperson of the Meeting will demand a poll on each of the resolutions submitted for determination at the Meeting. On a poll, every Shareholder who is present, or as represented by the proxy or corporate representative, shall have one vote for every share held by him/her.

(9) If a Shareholder has not yet returned the Original Form of Proxy which was despatched to the Shareholders on April 10, 2026 in accordance with the instructions printed thereon, and wishes to appoint a proxy to attend the Meeting on his/her/its behalf, he/she/it is required to submit the revised form of proxy. In this case, the Shareholder shall not submit the Original Form of Proxy.

(10) If a Shareholder has already returned the Original Form of Proxy in accordance with the instructions printed thereon, he/she/it should note that:

(i) if no revised form of proxy is returned by the Shareholder, the Original Form of Proxy will be treated as a valid form of proxy lodged by the Shareholder if duly completed. The proxy appointed under the Original Form of Proxy will also be entitled to vote in accordance with the instructions previously given by the Shareholder or at his/her discretion (if no such instructions are given) on any resolution properly put to the Meeting (including the additional proposed resolutions as set out in the Supplemental Circular and this supplemental notice of the Meeting);

(ii) if the revised form of proxy is returned by the Shareholder at or before the Closing Time for CCASS Shareholders (for the case of CCASS Shareholders) or the Closing Time for Electing Shareholders (for the case of Electing Shareholders) in accordance with the instructions printed thereon, the revised form of proxy will be treated as a valid form of proxy lodged by the Shareholder if duly completed, and will revoke and supersede the Original Form of Proxy previously lodged by him/her/it; or

(iii) if the revised form of proxy is returned by the Shareholder after the Closing Time for CCASS Shareholders (for the case of CCASS Shareholders) or the Closing Time for Electing Shareholders (for the case of Electing Shareholders), the revised form of proxy will be deemed invalid. It will not revoke the Original Form of Proxy previously lodged by the Shareholder. The Original Form of Proxy will be treated as a valid form of proxy lodged by the Shareholder if duly completed. The proxy appointed under the Original Form of Proxy will also be entitled to vote in accordance with the instructions previously given by the Shareholder or at his/her discretion (if no such instructions are given) on any resolutions properly put to the Annual General Meeting (including the additional proposed resolutions as set out in the Supplemental Circular and this supplemental notice of the Meeting).

As at the date of this notice, the Board comprises Mr. Alberto Galassi and Mr. Tan Ning as executive Directors; Mr. Hao Qinggui, Mr. Piero Ferrari, Ms. Jiang Lan (Lansi) and Mr. Jin Zhao as non-executive Directors; and Mr. Patrick Sun, Mr. Stefano Domenicali and Ms. Zhu Yi as independent non-executive Directors.

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