Giglio.Com

Proxy Solicitation & Information Statement • Jun 21, 2023

PROXY FORM¹

With regard to the Ordinary Shareholders' Meeting of Giglio Group S.p.A., scheduled for 21 July 2023, in single call, at 12:00 in Piazza della Meridiana, 1 – 16124 in Genoa (GE), as per call published on the website of the Company www.giglio.org on 21 June 2023, with the following agenda:

1. Acknowledgement of the resignation of the independent auditing company BDO Italia S.p.A. and appointment of the new auditing company for the period 2023-2031. Determination of the relevant consideration. Resolutions pertaining thereto and resulting therefrom.

Having examined the Reports on the only item on the agenda made available by the Company,

	WITH THIS PROXY
the undersigned (signatory of the proxy 2 )
Name ___________Surname______
Born in ______ on________
Residing in ____ postal code__ street_______
Tax number ______ phone.____ e-mail_____
ID (valid and to be annexed) _____, issued by___
No.____
	AS
	(tick the corresponding box)
Shareholder of no.* ____ordinary shares of Giglio Group S.p.A. held in the securities account no. ___ with the ______ CAB_____	following	intermediary	____	ABI
Individual with voting right3 as*_________			for no.* ____ Giglio Group S.p.A. shares in his capacity
Legal representative or individual with appropriate powers of representation 4 of (name of legal person with voting powers)_________ in_____ number__________ (annex the documents proving the powers of representation) who owns the voting right for no. __ shares of Giglio Group S.p.A. held in the securities account no.___ with the following intermediary _________		street*____	with legal	office tax
ABI ______ CAB_____ in its capacity of (tick the appropriate box)*

(*) Mandatory field

⁽ 1 ) All parties with a legitimate right to attend the Meeting may grant powers of representation to a person of one's own choice through written proxy, pursuant to applicable laws, by signing this proxy form.

⁽ 2 ) State name and surname of the delegating subject, as it appears on the copy of the communication for participation in the shareholders' meeting referred to in article 83-sexies of Legislative Decree 58/1998 (CFA), or of the legal representative of the delegating legal person.

⁽ 3 ) State legal title (e.g., secured creditor, assignee, usufructuary, custodian, manager...) under which the voting right is conferred.

⁽ 4 ) Delegating legal person, as it appears on the copy of the communication for participation in the shareholders' meeting referred to in article 83-sexies of Legislative Decree 58/1998 (CFA).

o shareholder

GIVES PROXY

3

to Mr/Mrs (the delegated individual)

o __________________________________________

	Name___________Surname______	Born in*
______	on*_____________	Residing in
_______	postal code___	address_________ Tax
	number_____________ ID(valid and to be
	annexed) _______ no.________

TO ATTEND AND TO REPRESENT HIM/HER AT THE SHAREHOLDERS' MEETING CALLED FOR 21 JULY 2023

with powers to be replaced in turn by⁵ : Mr/Mrs (the delegated individual)

	Name___________Surname______		Born in*
______		on*_____________	Residing in
_______	postal code___		address_________ Tax
			number_____________ ID(valid and to be
	annexed) _______ no.________

Place and Date Signature of Delegating Person

Moreover, the undersigned declares that his/her voting right shall be exercised by the delegated individual (tick the appropriate box) 6 :

__________________________ ________________________________

________________________ ________________________

discretionally, absent specific instruction from the undersigned delegating person

in accordance with specific voting instructions imparted by the undersigned delegating person

Place and Date Signature of Delegating Person

⁽ 5 ) The represented can state one or more replacements for the representative. The substitution of the representative with a replacement with conflict of interests is allowed only if the replacement has been stated by the shareholder.

⁽ 6 ) The shares in relation to which "voting rights are assigned by proxy, on the condition that such rights may be exercised discretionally, absent specific instructions from the delegating person" are considered as shareholdings for the purpose of disclosure regulated by Art. 120 of Legislative Decree no. 58/1998.

PROXY TRANSMISSION

It is noted that, pursuant to Art. 135-novies, par- 5 of the Legislative Decree no. 58/1998, "the representative may deliver or send to the Company, instead of the original, a copy of the proxy, also in an electronic format, certifying under his or her responsibility the conformity of the proxy t the original version and the identity of the delegating person. The representative shall preserve the original proxy and keep track for one year, starting form the end of the Meetings' works, of any voting instruction received".

The proxy, to be filled in its entirety with legible characters and duly signed, can be sent to the Company via certified mail to Giglio Group's headquarters in Piazza Diaz 6 - 20123, Milan, or certified e-mail at the following address giglio@arubapec.it to the attention of the Legal and Corporate Affairs Office at least two trading days before the date set for the Meeting (i.e. by 28 April 2022), and, in any case, before the beginning of the Meeting's works by hand. Both the proxy and its voting instructions can always be revoked.

PRIVACY POLICY

PROPRIETOR OF THE TREATMENT OF PERSONAL DATA

Giglio Group S.p.A., with registered office in Milan, Pizza Diaz, no. 6 (hereinafter also referred to as the "Proprietor"), in its capacity as Proprietor of the treatment , shall treat the Personal Data (as defined herewith) in accordance with the provisions of the regulations governing the protection of personal data (Art. 13 and 14 of EU Regulation no. 670/2016 - "GDPR" and of the Legislative Decree no. 196 of 30 June 2003) and with this policy.

OBJECT AND MODALITY OF THE TREATMENT

The Proprietor shall treat the personal data identifying You (e.g. name, surname, address) and by You communicated, or the personal data concerning third parties (e.g. delegated individuals or their replacements) communicated by You ("Personal Data") for the participation in the Shareholders Meeting of 30 April 2022 ("Meeting") through proxy and for other activities of the meeting.

The treatment of Personal Data for the purpose of this privacy statement entails any operation or group of operations carried out with our without the help of automated processes to be applied to Personal Data, such as collection and registration.

This data can be made available to employees or collaborators of the Proprietor - or, when necessary, to companies that carry out technical or organisational tasks on behalf of the latter for the aforementioned purposes - who are specifically authorised to treat them as Responsible Persons or Delegates, for the achievement of the same objectives: the data can be sent or communicated to specific subjects so as to fulfil a legal obligation, regulation or UE legislation, or on the basis of provisions imparted by Authorities legitimated to do so by law or by supervisory and control bodies.

More specifically the data subject shall have the right to know, at any given moment, the personal data under treatment, their origin or the way they are being used, as well as the names of the persons responsible for their treatment, pursuant to Art. 7 of Legislative Decree no. 196/2007; moreover, the data subject has the right to update, correct, integrate or cancel said data, as well as blocking it and opposing its treatment. These rights may be exercised by addressing the Company with a written request to the following e-mail: dpo.gigliogroup@giglio.org.