Fope — AGM Information 2020

Apr 9, 2020

PUBLICATION OF THE NOTICE CONVENING THE ORDINARY SHAREHOLDERS' MEETING OF FOPE S.P.A.

Vicenza, 8 April 2020

FOPE (FPE:IM), an Italian leading company in the top of the range jewellery sector listed on the AIM Italia market, has published its notice of Ordinary Shareholders' Meeting on its website www.fopegroup.com (Investor Relations section) and, in abbreviated form, in the Italian daily newspaper Il Sole 24 Ore.

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The Ordinary Shareholders' Meeting of Fope S.p.A. is scheduled to be held on 23 April 2020, at 10.30 a.m., on first call, and on 30 April 2020, at 10.30 a.m., on second call, should it be necessary, at the company's registered office (Via G. Zampieri 31, 36100 Vicenza), to discuss and resolve on the following:

Agenda

• 1. Approval of the separate financial statements at 31 December 2019 along with the reports of the Board of Directors, the Board of Statutory Auditors, and the Independent Auditors. Presentation of the group consolidated financial statements at 31 December 2019 and relevant reports.
• 1. Allocation of profit for the year 2019.

Share capital

The subscribed and paid-in share capital of Fope S.p.A. amounts to 5,294,071 euro and consists of 5,294,071 ordinary shares, without par value.

Allocation of profit for the year

The Board of Directors proposes resolving to allocate 5% of the year's profit to the legal reserve and the remainder to the extraordinary reserve.

Participation in the Shareholders' Meeting

Pursuant to the law and By-Laws, shareholders are entitled to participate in the Shareholders' Meeting and cast their vote, provided that the company has been notified of their legitimacy, by the end of the third trading day before the date set for the Shareholders' Meeting first call, through a specific

communication issued by the authorised intermediary, on the basis of its accounting records. There is no prejudice to the right to participate and vote, should the communication reach the company after the above deadline, provided that it is received by the start of the works of the Shareholders' Meeting single call. Pursuant to art. 83-sexies of the Consolidated Law on Finance, the intermediary's communication is prepared based on its accounting entries at the end of the seventh trading day prior to the date set for the Shareholders' Meeting (14 April 2020 – the record date). The credit and debit entries made in the accounts following this deadline are not relevant for the purposes of legitimating the exercise of voting rights in the Shareholders' Meeting.

Appointment of the designated representative as proxy

In accordance with art. 106 of Italian Law Decree no. 18 of 17 March 2020 (the "Cura Italia" Decree), the Shareholders' Meeting shall be held exclusively using telecommunications means and participation in the Meeting by those entitled to vote shall only be permitted through the designated representative.

Consequently, the Company has appointed Computershare S.p.A. – with registered office in Milan, via Mascheroni n. 19, 20145 – to represent the shareholders in accordance with art. 135-undecies of Italian Legislative Decree no. 58/98 and the above-mentioned Law Decree (the "Designated Representative"). Shareholders wishing to participate in the Shareholders' Meeting must, therefore, issue a proxy to the Designated Representative - with voting instructions – in relation to all or some of the proposed resolutions on the items on the agenda, using the specific proxy form prepared by said Designated Representative as agreed with the Company and available from the Investor Relations section of the Company's website at www.fopegroup.com.

The proxy form with voting instructions shall be submitted according to the instructions given on the form, by the second trading day prior to the shareholders' meeting date (i.e. by 21 April 2020 for the first call and by 28 April 2020 for the second call); the proxy may be revoked at any time before this same deadline.

The proxy issued following these procedures shall be valid only for proposals for which voting instructions have been provided.

It is also specified that proxies or sub-proxies may be issued to the Designated Representative in accordance with art. 135-novies of the Consolidated Law on Finance, in derogation to art. 135 undecies, paragraph 4 of Italian Legislative Decree no. 58/98, in accordance with the terms and conditions indicated on the form available on said Company's website.

The Designated Representative will be available for any clarification or information necessary by calling +39 02 467768 14-18-19-24-26-34, or e-mailing ufficiomi@computershare.it.

The Directors and Statutory Auditors, as well as the other entitled persons in accordance with the law, other than those with the right to vote, may attend the Shareholders' Meeting by telecommunications means that can guarantee their identification. Instructions for participating in the Shareholders' Meeting by telecommunications means will be given by the Company to Computershare S.p.A., the Directors and Statutory Auditors and all those otherwise entitled to attend, other than those with voting rights.

The terms and conditions for attending the Shareholders' Meeting, described in the notice, may change and/or be supplemented in connection with the COVID-19 health emergency. Any changes

and/or supplements to the information in the notice will be made available in the Investor Relations/Shareholders' Meetings section of the website www.fopegroup.com and in the other ways provided for by the law.

Documentation

The documentation relating to the items on the agenda, provided for by current regulations, will be made available to the public at the Company's registered office (Via G. Zampieri 31, 36100 Vicenza), and on the Company's website www.fopegroup.com – Investor Relations section within the deadlines provided for by the law. This notice is published on the Company's website.

The press release is available on the websites www.fopegroup.com and

FOPE (FPE:IM) is a historic Italian jewellery company established in Vicenza in 1929 and a leader in the fine jewellery market. With Euro 35 million in revenues in 2019, 46 employees, and a strong international presence (it generates 82% of its revenues abroad), FOPE pursues a strategic growth project based on expanding and consolidating the brand in the international luxury market by leveraging 4 competitive advantages: product quality, perfect combination of Made-in-Italy craftsmanship and technology, recognisable design, and long-standing customer relationships. FOPE operates globally through a well-established and select network of over 600 stores in 50 countries (with a direct presence in the US, Arab, and UK markets through the subsidiaries FOPE USA Inc., FOPE Services DMCC, and FOPE Jewellery Limited, respectively). The business model focuses on maintaining direct business relationships with multi-brand jewellery retailers (either independent or part of groups) that specialise in luxury products such as fine jewellery and watches. FOPE does not work with intermediaries: instead, it enters into direct partnerships that ensure the loyalty and reliability of the customer/retailer as well as an outstanding after-sale service. In 2015, the Company opened its first mono-brand store in Venice's Piazza San Marco. The entire production cycle—from prototyping to the shipping of finished jewels to over 50 countries takes place inside the headquarters in Vicenza. FOPE's investments in R&D have led to an extremely high level of standardisation and automation, with proprietary technology that allows to optimise processes and times in order to deliver products of world-class quality. FOPE's jewels range from timeless classics featuring the iconic Novecento mesh to the more recent Flex'it lines, which include the original bracelets made flexible thanks to a patented system of tiny gold springs embedded in the mesh—strikingly elegant collections that always stand out in terms of comfort and portability. FOPE has obtained the voluntary TF (Traceability & Fashion) certification and is a certified member of the Responsible Jewellery Council.

ISIN ordinary shares: IT0005203424 –ISIN "FOPE POC 4.5% 2016-2021": IT0005203671

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