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Mare Engineering Group AGM Information 2016

Jun 1, 2016

6591_rns_2016-06-01_8a81b3de-1bf6-4d1d-9622-0f6cec26a723.pdf

AGM Information

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Engineering Ingegneria Informatica S.p.A.

GENERAL SHAREHOLDERS' MEETING

29th April 2016

First convocation

Engineering Ingegneria Informatica S.p.A. MINUTES OF THE GENERAL SHAREHOLDERS' MEETING 29th April 2016

The year two thousand sixteen, the twenty-ninth day of the month of April, at 11:25 am in Ferentino (FR), via Casilina Nord, 246, Km 68, at the local office of the Company, the shareholders of "ENGINEERING INGEGNERIA INFORMATICA Public Limited Company" held a general meeting on first convocation; the Company has its registered office in Rome, via San Martino della Battaglia n. 56; fully paid up share capital €31,875,000, divided into 12,500,000 ordinary shares with a nominal value of €2.55 each; the Company is registered in the Economic and Administrative Index of Rome under number 531128, the Company is entered in the Register of Companies of Rome under number 00967720285; Tax Code number 00967720285; VAT registration number 05724831002.

The Chairman of the Board of Directors, Mr. Michele Cinaglia, proposed the nomination of Ms. Gabriella Egidi as chair of the current meeting; with the favourable vote of everyone in attendance, Ms. Gabriella Egidi was therefore called upon to chair and conduct the current Meeting.

The Chairman of the Board of Directors, having duly opened the meeting according to the provisions of Article 11, paragraph 2 of the Articles of Incorporation and Article 5.6 of the Rules for Shareholders' Meetings, proposed the nomination of Maria Cristina Vetrone as secretary, and - noting the consensus of all members present - called on her to draft the present minutes.

The Chairman acknowledged and declared that:

  • The general shareholders' meeting was duly held on first convocation on this 29 April 2016, at 11:00 a.m. at the local offices of Engineering Ingegneria Informatica S.p.A. in Ferentino, Via Casilina Nord n. 246, Km 68, and that the second convocation would be held in the same location on 20 May 2016, as per the notice on the Company's website, published on the authorized online databank on 16 March 2016, and in the newspaper "Il Sole 24 Ore";
  • the current meeting was convened to discuss and pass resolutions on the following

agenda:

1. Financial statements for the financial year at 31 December 2015, consolidated financial statements at 31 December 2015, Directors'

Management Report, Management and Risk Control Committee's Report, Corporate Governance and Ownership Organization Committee's Report, and the Report of the Independent Auditors; related and consequent resolutions.

2. Consultation on the Policy for the Remuneration of Directors and Executives with strategic responsibilities under article 123 ter of Legislative Decree 58/98.

The Chairman stated that, on 25 March 2016, the following proposed resolution was received from shareholder OEP Italy High Teck Due Srl, pursuant to art. 126 bis of Legislative Decree 58/98, on item 1 on the agenda of the shareholders' meeting: "proposed distribution of dividends, due to the net profit earned by the Company and shown in the 2015 financial statements, totalling Euro 20,000,000".

The Chairman also stated, with respect to the items on the agenda, that the information requirements imposed by applicable laws and regulations were promptly fulfilled. In particular:

  • that the draft financial statements of 31 December 2015 and their annexes, the Group's consolidated financial statements at 31 December 2015, as well as the reports prepared by the Directors, by the Management and Risk Control Committee, by the Corporate Governance and Ownership Organization Committee and the Independent Auditors, were drawn up and promptly deposited at the registered office of the company available to the shareholders within the terms of the law, and published on the website (www.eng.it); investor relations section, and in the authorized databank .,

  • that the following have been regularly and promptly delivered to the company offices, on the website www.eng.it and in the authorized databank .: (a) the report of the proposals regarding the agenda items; (b) the report of shareholder OEP Italy High Tech Due Srl requesting the additional proposal on the topic pursuant to item 1 of the agenda; (c) Explanatory Report of the Board of Directors regarding the Corporate Governance and Ownership Organization system, and (d) the Report on the Remuneration Policy;

  • that all shareholders present at the meeting were provided with a printed dossier concerning the above-mentioned documentation;

  • that the minutes of the present meeting will be made available to the public in the terms and method prescribed by law.

The Chairman acknowledged that from the Board of Directors, in addition to herself the following were present:

  • Mr. Michele Cinaglia, Mr. Paolo Pandozy, Mr. Armando Iorio, Mr. Giuliano Mari, Mr. Dario Schlesinger and Mr. Massimo Porfiri, the latter being, as is the Meeting chair, a member of the Management and Risk Control Committee.

In addition, Dr Cristina Vetrone, the meeting secretary, was also present at the Chair Table, as permitted by articles 3 and 5 of the bylaws and the rules for shareholders' meetings.

Furthermore, employees of the company were also present in the room in order to provide organizational and technical support of the work done.

At that point, the Chairman acknowledged that:

  • the share capital recorded in company accounts amounts to € 31.875.000, fully paid up, divided into 12,500,000 ordinary shares with a nominal value of € 2.55 each;
  • that as of today's date, the Company owns 343,213 treasury shares that have the right to voting suspended, but that must be calculated in the capital for the purpose of calculating the shares required to constitute the meeting pursuant to articles 2357/ter, paragraph 2, and 2368 of the Civil Code;
  • that, based on the partners records, the communications undertaken pursuant to article 120 of Legislative Decree no. 58 of 24 February 1998, and on the other information available, on the date of 20 April 2016 (record date) the following shareholders had more than a 3% share:
Shareholder Number of ord. % of 12,500,000 shares
shares

Michele Cinaglia 2.901.797 23.214%

Marilena Menicucci 1.496.207 11.970%
Oep Italy High Tech DUE S.r.l. 3.644.801 29.158%
Bestinver Gestion, SGIIC, S.A. 1.031.155 8.25%

The Chairman also acknowledged that on 22 April 2016, MIC Bidco S.p.A., a company owned by the NB Renaissance and Apax VIII2 funds, reported the acquisition of a total of 5,537,928 ordinary shares of the Issuer, representing 44.30% of the company's share capital.

The Chairman also specified that, with reference to what is established in article 122 of Legislative Decree 58/98, on 7 February 2016:

NB Renaissance MIC LP, through its general partner NB Renaissance MIC GP LLC ("NB Fund")

NB Renaissance MIC S. à r.l. ("Newco NB"),

NB Renaissance Manager S.à r.l. ("NB Renaissance")

MIC Lux TopHolding S.à r.l., a company governed by the laws of Luxembourg, controlled by the Apax VIII investment fund (specifically, Apax VIII-A L.P., Apax VIII-B L.P., Apax VIII-1 L.P. and Apax VIII-2 L.P.) ("Newco A8")

Apax VIII – A L.P., Apax VIII – B L.P., Apax VIII – 1 L.P. and Apax VIII – 2 L.P., through their general partner Apax VIII G.P. L.P. Inc. and its general partner Apax VIII G.P. Limited ("A8 Fund"), MIC EquityCo GP S.à r.l. ("Topco GP"), MIC EquityCo S.C.A. ("Topco") through Topco GP and MIC TopCo S.à r.l. ("Luxco 2") entered into an agreement named "Co-Investment and Shareholders' Agreement" (the "Topco Agreement") containing shareholders' agreements deemed relevant under art. 122, paragraph 1 and paragraph 5, letters a), b), and d), Consolidated Law on Finance ("TUF").

The Topco Agreement was filed with the Register of Companies of Rome on 11 February 2016 and reported to Consob and to the Issuer on 12 February 2016.

Again with reference to what is set forth in article 122 of Legislative Decree 58/98, it was also acknowledged that, on 22 April 2016:

(i) Michele Cinaglia, born in Lisciano Niccone (PG) on 27 May 1941

5

  • (ii) Marilena Menicucci, born in Perugia on 6 November 1948
  • (iii) Paolo Pandozy, born in Anzio (RM), on 19 August 1950
  • (iv) Armando Iorio, born in Naples on 13 February 1957,
  • (v) MIC EquityCo S.C.A., a société en commandite par actions incorporated and existing pursuant to the laws of the Grand Duchy of Luxembourg, with registered office at 1-3, Boulevard de la Foire, L-1528 Luxembourg (Grand Duchy of Luxembourg), Luxembourg Registre de Commerce et des Sociétés no. B 203.603
  • (vi) MIC TopCo S.à r.l., a société à responsabilité limitée incorporated and existing pursuant to the laws of the Grand Duchy of Luxembourg, with registered office at 1- 3, Boulevard de la Foire, L-1528 Luxembourg (Grand Duchy of Luxembourg), Luxembourg Registre de Commerce et des Sociétés no. RCS B 203.781

entered into a shareholders' agreement (the "Holdco Agreement") containing agreements deemed relevant under art. 122, paragraph 1 and paragraph 5, letters a), b) and d) of the TUF.

The Holdco Agreement was reported to Consob and to the Issuer on 27 April 2016 and, therefore, in the 5 days subsequent to the signing. The Holdco Agreement was lastly filed with the Register of Companies of Rome on 26 April 2016. The Holdco Agreement was also published in the daily newspaper Milano Finanza on 27 April 2016 pursuant to articles 129 and 131 of Consob Reg. no. 11971/99.

The Chairman formally invited all meeting attendees to declare the existence of causes for the lack of the right to vote and/or causes for suspension of the right to vote pursuant to the provisions of the law, the articles of incorporation and the bylaws and the rules for shareholders' meetings, not known by the company.

It was noted that nobody took the floor.

The Chairman stated that the minutes of the present meeting would contain a summary of the interventions, the names of the people who spoke, the responses they received and any decisions, only if they were pertinent to the agenda, and thus invited anyone who wanted to take the floor to do so when called upon by using the microphones available in the room, indicating that the meeting would be recorded in order to facilitate the recording of the minutes and that, as such, those recordings would not be made available to the public. The Chairman or the participants at the Chairman's Table should answer questions following the conclusion of the interventions, pursuant to the bylaws and the rules for shareholders' meetings, for reasons of economy of shareholders' meeting works.

The Chairman announced that, pursuant to rule 7 of the bylaws and the rules for shareholders' meetings, the duration of interventions must be no more than 10 (ten) minutes long and no reply interventions were allowed, only short explanations of votes; and recommended that interventions be clear and concise, pertinent to the agenda and contained within the time indicated.

The Chairman illustrated the operational procedures for shareholders' meetings, indicating that all voting would be carried out by raising hands and that the shareholders would be called on to vote in the following order: in favour, against, abstaining.

The Chairman also clarified that the names of those who left the meeting prior to voting and their relative number of shares would be listed in an annex to the meeting minutes.

The Chairman therefore acknowledged that, based on the indications provided by the head office, at 11:25 181 Shareholders were present, representing on their own account or by proxy 6,589,894 ordinary shares, equal to 52.7192 % of the Company's share capital with voting rights. The aforementioned shares are estimated based on communications by intermediaries to the issuer in accordance with current legislation.

Therefore,

  • having verified the compliance of proxies with the law;
  • the Chairman stated that the individuals with voting rights who were present, either in person or via proxy, represented more than half of the company capital including treasury shares, and that a list of their names would be provided in attachment, under letter "A" of the present minutes, and declared that the first convocation of the General Shareholders' Meeting had been properly opened and was authorized to make decisions regarding the agenda items.

The Chairman, having fulfilled the requirements regarding the opening of the meeting, moved on to dealing with the first item on the agenda:

1. "Financial statements for the financial year at 31 December 2015, consolidated financial statements at 31 December 2015, Directors' Management Report, Management and Risk Control Committee's Report,

Corporate Governance and Ownership Organization Committee's Report, and the Report of the Independent Auditors. Related and consequent resolutions".

The Chairman stated that, pursuant to the Consob communication no. 96003558 of 18 April 1996, the auditing company Deloitte & Touche S.p.A., within the framework of the mandate conferred by the shareholders' meeting, employed 2,005 hours for the review and certification of annual financial statements at 31 December 2015, 137 hours for the review of the consolidated financial statements of the Group, 462 hours for the abridged version of the half-yearly financial report, billing a total fee of €238,550.00.

The Chairman proposed to omit the full reading of the financial statements and the annexes, of the Reports of the Directors' Management, of the Management Control Committee and of the Independent Auditors, which are in the dossier already handed out to the participants.

The Chairman, having noted the unanimous consensus of the meeting and the favourable opinion of the Management and Risk Control Committee, recalled that the auditing company Deloitte & Touche S.p.A. had drafted the reports pursuant to article 14 of Legislative Decree no. 39 of 27 January 2010, where it expressed a judgement without observations on the company's financial statements and the consolidated financial statements of the Group at 31 December 2015.

He also recalled that the activity carried out by the Management and Risk Control Committee is described in detail in the report filed and made available to the public within the terms of law and therefore made reference to such report. He noted that in the course of its supervisory activities, the Committee did not identify omissions, objectionable issues, irregularities or, in any event, significant facts that would require reporting to the Supervisory Authorities or in the report.

At this point the Chairman opened the debate, requesting that shareholders wishing to take the floor book the floor for speaking by giving their name. The Chairman renewed the invitation to the shareholders to make clear and concise interventions related to the item on the agenda, within the pre-set time.

None of the meeting attendees asked to intervene, therefore the Chairman submitted to the meeting for approval the following proposal regarding the first item on the agenda:

"First item on the Agenda

The Shareholders' Meeting of Engineering - Ingegneria Informatica S.p.A., in the present ordinary session:

  • examined the information in the financial statements of 31.12.2015 and the relevant reports presented by the Board of Directors, the Management and Risk Control Committee and the auditing company Deloitte & Touche S.p.A.;
  • acknowledged the information in the consolidated financial statements 31.12.2015 with the related Reports presented by the Board of Directors and the auditing company Deloitte & Touche S.p.A.;

has decided

1. to approve the financial statements at 31 December 2015 of ENGINEERING - INGEGNERIA INFORMATICA S.p.A., consisting of the Statement of Assets and Liabilities, the Profit and Loss account, the Notes and annexes, as presented by the Board of Directors as a whole and as individual entries.

Before proceeding to the vote, the Chairman noted that the number of those present remained unchanged from the start of the Shareholders' Meeting, no one having entered or left the room in the meantime.

The Chairman renewed the request for participants to communicate any situations entailing the exclusion of voting.

No one having asked for the floor, the Chairman submitted the above proposal to a vote by show of hands at 11:50.

At the end of the voting, the Chairman communicated the following result:

  • voters no. 181 Shareholders, representing on their own account or by proxy no. 6,589,894 shares, representing 52.7192% of the share capital;
  • in favour no. 6,581,894 shares, representing 99.8786% of the share capital present;
  • against no. 0 shares, equal to 0% of the share capital represented at the meeting;
  • abstaining no. 8,000 shares, representing 0.1214% of the share capital present;

The Meeting chair declared the proposed resolution regarding the approval of the financial statements at 31.12.2015 of Engineering Ingegneria Informatica S.p.A. pursuant to item 1 on the agenda approved by a majority of the share capital represented at the meeting.

The explanatory list of the outcome of the above vote is attached to the minutes, under letter "B".

The Chair continued, again with reference to the first item on the agenda, putting up for a vote the proposal of the Board of Directors regarding the allocation of profit for the year, making reference to what is explained in detail in the Directors' Management Report to the financial statements and to the consolidated financial statements at 31 December 2015 as well as the report pursuant to art. 125-ter of the TUF:

"First item on the Agenda

The Shareholders' Meeting of Engineering - Ingegneria Informatica S.p.A., in the present ordinary session:

has decided

  • (i) on the accounting in profit or loss, to the staff costs item, for the amount of €8,368,947 as payments to employees for results achieved and in observance of IFRS;
  • (ii) to carry forward the entire financial year net profit, of € 49,812,553 (net of staff costs as above).

Before proceeding to the vote, the Chairman noted that the number of those present remained unchanged from the start of the Shareholders' Meeting, no one having entered or left the room in the meantime.

The Chairman renewed the request for participants to communicate any situations entailing the exclusion of voting.

No one having asked for the floor, the Chairman submitted the above proposal to a vote by show of hands at 12 hours and 0 minutes.

At the end of the voting, the Chairman communicated the following result:

  • voters no. 181 Shareholders, representing on their own account or by proxy no. 6,589,894 shares, representing 52.7192% of the share capital;
  • in favour no. 6,581,894 shares, representing 99.8786% of the share capital present;
  • against no. 0 shares, equal to 0% of the share capital represented at the meeting;
  • abstaining no. 8,000 shares, representing 0.1214% of the share capital present;

The Meeting Chair declared that the proposed resolution concerning the allocation of profit for the year pursuant to item 1 on the agenda approved by absolute majority of the share capital represented at the meeting.

The explanatory list of the outcome of the above vote is attached to the minutes, under letter "C".

The Chair noted that, as the proposal of the Board of Directors regarding the allocation of profit for the year was approved by a majority, the proposed resolution of shareholder OEP Italy Due Srl would not be put up for a vote, pursuant to art. 126 bis of Legislative Decree 58/98.

The Chairman therefore moved on to addressing the second and last agenda item:

2. "Consultation on the Policy for the Remuneration of Directors and Executives with strategic responsibilities under article 123 ter of Legislative Decree 58/98".

The Chairman stated that, in fulfilment of Article 123 ter of Legislative Decree 58/98 and article 7 of the Self-discipline Code, the Policy Report was drafted regarding remuneration. The Chairman recalled that, pursuant to articles 123 ter of Legislative Decree 58/98, the Report was drafted in two Sections; the first sought to illustrate, with reference to the organs of administration, to the General Directors and Managers with strategic responsibilities, the policies of the Company regarding remuneration and the procedure adopted for adopting and implementing the policy; the second sought to illustrate by name the compensation for individuals named above, subdivided according to the items of which each person's remuneration was composed.

Today's Assembly is called to decide on Section I of the Report.

The Chairman therefore submitted the decision regarding the second agenda item to the meeting for approval:

"Second item on the agenda"

The Shareholders' Meeting of Engineering - Ingegneria Informatica S.p.A., having, in the present ordinary session:

  • taken note of the Report on the Remuneration Policy approved by the Board of Directors on 9 March 2016 at the proposal of the Remuneration Control Committee;

  • taken note of the favourable opinion of the Remuneration Committee;

has decided

in favour of the policy adopted by the Company with reference to the remuneration of members of the Administrative Bodies, General Managers and Executives with strategic responsibilities with reference to the 2015 financial year, as outlined in section I of the Report on the Remuneration Policy.

The Chairman, having noted that the number of attendees had not changed with respect to the beginning of the meeting, invited attendees to vote by raising their hands.

At the end of the voting, the Chairman communicated the following result:

  • voters no. 181 Shareholders, representing on their own account or by proxy no. 6,589,894 shares, representing 52.7192% of the share capital;
  • in favour no. 5,983,542 shares, representing 90.7988% of the share capital present and [if applicable];
  • against no. 606,352 shares, representing 9.2012% of the share capital present and [if applicable];
  • abstaining no. 0 shares, equal to 0% of the share capital represented at the meeting;

The Chairman therefore declared the decision approved by an absolute majority of the share capital represented at the meeting.

The explanatory list of the outcome of the above vote is attached to the minutes, under letter "D".

Once all the points on the agenda had been dealt with, and nobody having asked for the floor, the Chairman thanked the participants and declared the meeting closed at 12:45.

List of Annexes:

  • A. List of participating shareholders' names present, on their own behalf or by proxy, at the Shareholders' Meeting;
  • B. Description of the voting results on the first proposal regarding the first agenda item;
  • C. Description of the voting results on the second proposal regarding the first agenda item;
  • D. Description of the voting results on the second agenda item;

The Meeting Chairman The Secretary

Ms. Gabriella Egidi Ms. Cristina Vetrone

Sharehol Ordinary shares ATTACHMENT A
no. ders Participating - Represented represented Detail % Absent voters
00001 CARTOLANO FRANCESCO 4,450,482 35.6039% 1 2 3 4 5
1 MICHELE CINAGLIA 2,901,797
1 MENICUCCI MARILENA 1,496,207
1 PANDOZY PAOLO 52,378
1 IORIO ARMANDO 100
00002 MUCI ITALO ARTURO 4,110 0.0329%
1 BRUGIOLO ARCANGELA 1,850
1 ORAZIO VIELE 1,850
1 CABISTO MARCO 50
1 PAOLUCCI MARCELLO 360
00003 CICCARELLO RICCARDO 107,374 0.8590%
1 CICCARELLO RICCARDO 102,000
1 ZANGARA MARIA EMANUELA 4,000
1 AUDITORE GIUSEPPE 1,374
00004 1 STECCONI ALFIO 60,000 0.4800%
00005 MARTOGLIA GIANNI 1,087,446 8.6996%
1 MELVILLE SRL 56,291
1 BESTINVER SICAV- BESTINFID 17,552
1 BESTINVER SICAV- INTERNATIONAL 53,747
1 BESTINFOND FI 333,099
1 BESTINVER AHORRO 41,135
1 BESTINVER EMPLEO FP 3,420
1 BESTINVER EMPLEO II 813
1 BESTINVER EMPLEO III 461
1 BESTINVER GLOBAL FP 114,230
1 BESTINVERINDIVIDUAL 1,756
1 BESTINVER INTL FIM 329,321
1 BESTINVER MIXTO INTE 14,925
1 BESTVALUE 120,696
00006 MARIGLIANI MAURO 880,482 7.0439%
1 ISHARES MSCI EAFE SMALL CAP ETF 4,336
1 ISHARES MSCI EUROPE SMALL-CAP ETF 270
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 1,894
1 LONDON BOROUGH OF TOWER HAMLETS PENSION FUND 497
1 ISHARES MSCI INTERNATIONAL SMALL-CAP MULTI-FACTOR ETF 50
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 983
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 1,144
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 14,193
1 BGI MSCI EAFE SMALL CAP EQUITY INDEX FUND B 1,449
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 4,245
1 CONNECTICUT GENERAL LIFE INSURANCE COMPANY 47
1 BLACKROCK MSCI WORLD SMALL CAP EQ ESG SCREENED INDEX FUND B 83
1 ARIZONA STATE RETIREMENT SYSTEM 3,587
1 AXA WORLD FUNDS 128,576
1 ALLIANZ GLOBAL INVESTORS FUND 82,615
1 REGIME DE RENTES DU MOUVEMENT DESJARDINS 3,097
1 CERTAS DIRECT, COMPAGNIE D'ASSURANCES 662
1 LA PERSONNELLE, COMPAGNIE D'ASSURANCES 658
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 744
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 2,059
1 CERTAS HOME AND AUTO INSURANCE COMPANY 1,400
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 266
1 ISHARES VII PLC 6,098
1 DIGNITY HEALTH 1,461
1 DIGNITY HEALTH RETIREMENT PLAN TRUST 1,109
1 BLACKROCK AM SCH AG OBO BIFS WORLD EX SW SMALL CAP EQ INDEX F 439
1 GOLDMAN SACHS FUNDS 819
1 BMO GLOBAL LOW VOLATILITY EQUITY FUND 1,097
1 GMO BENCHMARK-FREE FUND 2,296
1 STICHTING PHILIPS PENSIOENFONDS 877
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 400
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 321
ATTACHMENT A
no. Sharehol
ders
Participating - Represented Ordinary shares
Detail
represented
% Absent voters
1 2
3
4
5
1 MGI FUNDS PLC 12,945
1 MUNICIPAL EMPLOYEES' RETIREMENT SYSTEM OF MICHIGAN 2,075
1 BMO INVESTMENTS (IRELAND) PLC 58
1 THRIVENT PARTNER WORLDWIDE ALLOCATION FUND 1,614
1 THRIVENT PARTNER WORLDWIDE ALLOCATION PORTFOLIO 3,232
1 SOUTH CALIF UTD FOOD & COMM WK UN & FOOD EMPL JOINT PENS TR F 2,391
1 UAW RETIREE MEDICAL BENEFITS TRUST 359
1 UAW RETIREE MEDICAL BENEFITS TRUST 1,019
1 UBS ETF 304
1 AMERICAN CANCER SOCIETY, INC 1,383
1 AMERICAN CANCER SOCIETY RETIREMENT ANNUITY PLAN 1,876
1 STICHTING PENSIOENFONDS APF 95
1 EMPLOYEES RETIREMENT FUND OF THE CITY OF DALLAS 1,546
1 DOMINION RESOURCES INC. MASTER TRUST 3,971
1 EXELON CORPORATION DEF CONTRIBUTION RET PLANS MASTER TR 2,758
1 FUNDO DE PENSOES 140
1 UAW RETIREE MEDICAL BENEFITS TRUST 147
1 LOS ANGELES CITY EMPLOYEES RETIREMENT SYSTEM 688
1 NEW YORK STATE NURSES ASSOCIATION PENSION PLAN 1,228
1 POLICEMEN'S ANNUITY AND BENEFIT FUND OF CHICAGO 2,342
1 MASTER TR AGREE BETWEEN PFIZER INC AND THE NORTHERN TR CO 888
1 LOCKHEED MARTIN CORPORATION MASTER RETIREMENT TRUST 3,935
1 MICROSOFT GLOBAL FINANCE 2,579
1 NATIONAL RAILROAD RETIREMENT INVESTMENT TRUST 5,027
1 EXELON CORPORATION PENSION MASTER RETIREMENT TRUST 1,605
1 EXELON CORPORATION EMPLOYEES' BENEFIT TRUST FOR UNION EMPL 1,687
1 PECO ENERGY COMPANY RETIREE MEDICAL TRUST 3,103
1 ARROWSTREET GLOBAL EQUITY ALPHA EXTENSION FUND 6,273
1 STARFUND (ING IM) 150,000
1 FCP CARPIMKO PETITES ET MOYENNES CAPI C 12,031
1 ACADIAN NON-US ALL CAP EQUITY FUND USD HEDGED, LLC 790
1 THE CLEVELAND CLINIC FOUNDATION 1,649
1 COLLEGES OF APPLIED ARTS AND TECHNOLOGY PENSION P 4,113
1 INDIANA PUBLIC EMPLOYEES RETIREMENT FUND 562
1 UPS GROUP TRUST 2,172
1 WEST VIRGINIA INVESTMENT MANAGEMENT BOARD 4,611
1 OIL INVESTMENT CORPORATION LTD&OIL CAS INVESTMENT 2,912
1 ACADIAN ACWI EX US SMALL CAP FUND 1,953
1 ACADIAN INTERNATIONAL EQUITY FUND LLC. 38
1 CF DV ACWI EX-U.S. IMI FUND 50
1 THE STATE OF CONNECTICUT ACTINGTHROUGH ITS TREASURER 1,497
1 BNY MELLON EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN 189
1 FLORIDA RETIREMENT SYSTEM . 4,579
1 LOUISIANA STATE EMPLOYEES' RETIREMENT SYSTEM 7,307
1 MERCY INVESTMENT SERVICES 3,500
1 VOYA MULTI-MANAGER INTERNATIONAL SMALL CAP FUND 441
1 ADVANCED SERIES TRUST AST GOLDMAN SACHS MULTI ASSET PORTFOLIO 4,991
1 MAN NUMERIC INT SMALL CAP TR 1,319
1 NATIONAL TREASURY MANAGEMENT AGENCY (AS CONTROLLER AND MANAGEROF THE IRELAND STR 299
1 JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL CORE TRUST 2,073
1 LEGAL AND GENERAL COLLECTIVE INVESTMENT TRUST 86
1 GOLD S SEL INV TR MULTIAS ENH VAL FUND 1,963
1 GMO FUNDS PLC 1,005
1 SHELL TRUST (BERMUDA) LIMITED AS TRUSTEE 114
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 298
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 2,700
1 STICHTING SHELL PENSIOENFONDS 9,900
1 PANAGORA ASSET MANAGEMENT INC 343
1 UBS FUND MGT (CH) AG CH0516/UBSCHIF2-EGSCPII 656
1 THE BOEING COMPANY EMPLOYEE RETIREMENT P 3,956
1 ASPIRIANT RISK MANAGED GLOBAL EQUITY FUND 967
1 GOLDMAN SACHS INTERN SMALL CAP INSIGHT F 17,854
ATTACHMENT A
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1 2
3
4
5
1 STICHTING SHELL PENSIOENFONDS 1,753
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 13,000
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 665
1 ALTRIA CLIENT SERVICES MASTER RETIREM.T. 789
1 VERMONT PENSION INVESTMENT COMMITTEE 736
1 NEW MEXICO STATE INVESTMENT COUNCIL 280
1 NEW MEXICO STATE INVESTMENT COUNCIL 256
1 SCHRODER INTERNATIONAL MULTI-CAP VALUE FUND 915
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 7,146
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 849
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 1,268
1 ONEPATH GLOBAL SHARES - SMALL CAP INDEX 711
1 FLEXSHARES MORNINGSTAR DEVELOPED MARKETS EX-US FACTOR TILT INDEX FUND 2,028
1 GOVERNMENT OF NORWAY 93,730
1 VANGUARD INTERNATIONAL SMALL COMPANIES I 143
1 VANGUARD INVESTMENT SERIES, PLC 598
1 STG PFDS V.D. GRAFISCHE 396
1 THE GDL FUND 2,000
1 STICHTING PENSIOENFONDS HORECA & CATERING 275
1 METROPOLITAN WATER RECLAMATION DISTRICT RETIREMENT FUND 6,627
1 SDGE QUALIFIED NUCLEAR DECOM MISSIONING TRUST PARTNERSHIP 83
1 COMMONWEALTH OF PENNSYLVANIA PUBLIC SCHOOL EMPLOYEES RETIREMENTENT SYSTEM 2,854
1 COX ENTERPRISES INC MASTER TRUST 4,700
1 ALASKA PERMANENT FUND CORPORATION 576
1 FCP ACTYS 3 9,514
1 CIPAV CALETTA 55,595
1 BLUE SKY GROUP 18,500
1 UTAH STATE RETIREMENT SYSTEMS 400
1 NORTHWESTERN UNIVERSITY 6,395
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 847
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 2,648
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 81
1 NTGI-QM COMMON DAILY ALL COUNWD EX-US INV MKT INDEX F NONLEND 129
1 THE RETIREMENT BENEFIT TRUST OF THE R.R. DONNELLEY & SONS CO. 6,600
1 CITY OF LOS ANGELES FIRE AND POLICE PENSION PLAN 860
1 GABELLI ABC FUND 5,000
1 GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND 1,000
1 GENERAL PENSION AND SOCIAL SECURITY AUTHORITY 4,400
1 NATIONAL COUNCIL FOR SOCIAL SECURITY FUND, P.R.C 377
1 MUNICIPAL EMPLOYEES' ANNUITY AND BENEFIT FUND OF CHICAGO 541
1 RETIREMENT PLAN FOR CHICAGO TRANSIT AUTHORITY EMPLOYEES 3,800
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 1,071
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 3,508
1 MSCI EAFE SMALL CAP PROV INDEX SEC COMMON TR F 910
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 2,111
1 WASHINGTON STATE INVESTMENT BOARD 763
1 CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM 107
1 CITY OF NEW YORK GROUP TRUST 279
1 CITY OF NEW YORK GROUP TRUST 551
1 CITY OF NEW YORK GROUP TRUST 124
1 NEW ENGLAND CARPENTERS PENSION FUND 374
1 NEW ENGLAND CARPENTERS GUARANTEED ANNUITY FUND 725
1 COLLEGE RETIREMENT EQUITIES FUND 3,800
1 RUSSELL INVESTMENT COMPANY - RUSSELL INTERN DEVELOPED MKT F 4,279
1 FIDELITY GLOBAL INTRINSIC VALUE INVESTMENT TRUST 7,200
1 STATE OF ALASKA RETIREMENT AND BENEFITS PLANS 71
1 STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV 2,717
1 IBM 401K PLUS PLAN 3,657
1 OREGON PUBLIC EMPLOYEES RETIREMENT SYSTEM 1,212
1 CITY OF NEW YORK GROUP TRUST 4,366
1 CITY OF NEW YORK GROUP TRUST 2,269
1 CITY OF NEW YORK GROUP TRUST 1,365
ATTACHMENT A
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1 2 3 4 5
Shareholders 181 Participants 6
represented on their own account or by proxy
6,589,894 52.7192%
Sharehol Ordinary shares ATTACHMENT B
no. ders Participating - Represented represented Detail % Absent voters
1 2 3 4 5
IN FAVOUR
00001 CARTOLANO FRANCESCO 4,450,482 67.5350%
1 MICHELE CINAGLIA 2,901,797
1 MENICUCCI MARILENA 1,496,207
1 PANDOZY PAOLO 52,378
1 IORIO ARMANDO 100
00002 MUCI ITALO ARTURO 4,110 0.0624%
1 BRUGIOLO ARCANGELA 1,850
1 ORAZIO VIELE 1,850
1 CABISTO MARCO 50
1 PAOLUCCI MARCELLO 360
00003 CICCARELLO RICCARDO 107,374 1.6294%
1 CICCARELLO RICCARDO 102,000
1 ZANGARA MARIA EMANUELA 4,000
1 AUDITORE GIUSEPPE 1,374
00004 1 STECCONI ALFIO 60,000 0.9105%
00005 MARTOGLIA GIANNI 1,087,446 16.5017%
1 MELVILLE SRL 56,291
1 BESTINVER SICAV- BESTINFID 17,552
1 BESTINVER SICAV- INTERNATIONAL 53,747
1 BESTINFOND FI 333,099
1 BESTINVER AHORRO 41,135
1 BESTINVER EMPLEO FP 3,420
1 BESTINVER EMPLEO II 813
1 BESTINVER EMPLEO III 461
1 BESTINVER GLOBAL FP 114,230
1 BESTINVERINDIVIDUAL 1,756
1 BESTINVER INTL FIM 329,321
1 BESTINVER MIXTO INTE 14,925
1 BESTVALUE 120,696
00006 MARIGLIANI MAURO 872,482 13.2397%
1 ISHARES MSCI EAFE SMALL CAP ETF 4,336
1 ISHARES MSCI EUROPE SMALL-CAP ETF 270
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 1,894
1 LONDON BOROUGH OF TOWER HAMLETS PENSION FUND 497
1 ISHARES MSCI INTERNATIONAL SMALL-CAP MULTI-FACTOR ETF 50
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 983
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 1,144
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 14,193
1 BGI MSCI EAFE SMALL CAP EQUITY INDEX FUND B 1,449
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 4,245
1 CONNECTICUT GENERAL LIFE INSURANCE COMPANY 47
1 BLACKROCK MSCI WORLD SMALL CAP EQ ESG SCREENED INDEX FUND B 83
1 ARIZONA STATE RETIREMENT SYSTEM 3,587
1 AXA WORLD FUNDS 128,576
1 ALLIANZ GLOBAL INVESTORS FUND 82,615
1 REGIME DE RENTES DU MOUVEMENT DESJARDINS 3,097
1 CERTAS DIRECT, COMPAGNIE D'ASSURANCES 662
1 LA PERSONNELLE, COMPAGNIE D'ASSURANCES 658
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 744
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 2,059
1 CERTAS HOME AND AUTO INSURANCE COMPANY 1,400
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 266
1 ISHARES VII PLC 6,098
1 DIGNITY HEALTH 1,461
1 DIGNITY HEALTH RETIREMENT PLAN TRUST 1,109
1 BLACKROCK AM SCH AG OBO BIFS WORLD EX SW SMALL CAP EQ INDEX F 439
1 GOLDMAN SACHS FUNDS 819
1 BMO GLOBAL LOW VOLATILITY EQUITY FUND 1,097
ATTACHMENT B
no. Sharehol
ders
Participating - Represented Ordinary shares
Detail
represented
% Absent voters
1 2 3 4 5
1 GMO BENCHMARK-FREE FUND 2,296
1 STICHTING PHILIPS PENSIOENFONDS 877
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 400
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 321
1 MGI FUNDS PLC 12,945
1 MUNICIPAL EMPLOYEES' RETIREMENT SYSTEM OF MICHIGAN 2,075
1 BMO INVESTMENTS (IRELAND) PLC 58
1 THRIVENT PARTNER WORLDWIDE ALLOCATION FUND 1,614
1 THRIVENT PARTNER WORLDWIDE ALLOCATION PORTFOLIO 3,232
1 SOUTH CALIF UTD FOOD & COMM WK UN & FOOD EMPL JOINT PENS TR F 2,391
1 UAW RETIREE MEDICAL BENEFITS TRUST 359
1 UAW RETIREE MEDICAL BENEFITS TRUST 1,019
1 UBS ETF 304
1 AMERICAN CANCER SOCIETY, INC 1,383
1 AMERICAN CANCER SOCIETY RETIREMENT ANNUITY PLAN 1,876
1 STICHTING PENSIOENFONDS APF 95
1 EMPLOYEES RETIREMENT FUND OF THE CITY OF DALLAS 1,546
1 DOMINION RESOURCES INC. MASTER TRUST 3,971
1 EXELON CORPORATION DEF CONTRIBUTION RET PLANS MASTER TR 2,758
1 FUNDO DE PENSOES 140
1 UAW RETIREE MEDICAL BENEFITS TRUST 147
1 LOS ANGELES CITY EMPLOYEES RETIREMENT SYSTEM 688
1 NEW YORK STATE NURSES ASSOCIATION PENSION PLAN 1,228
1 POLICEMEN'S ANNUITY AND BENEFIT FUND OF CHICAGO 2,342
1 MASTER TR AGREE BETWEEN PFIZER INC AND THE NORTHERN TR CO 888
1 LOCKHEED MARTIN CORPORATION MASTER RETIREMENT TRUST 3,935
1 MICROSOFT GLOBAL FINANCE 2,579
1 NATIONAL RAILROAD RETIREMENT INVESTMENT TRUST 5,027
1 EXELON CORPORATION PENSION MASTER RETIREMENT TRUST 1,605
1 EXELON CORPORATION EMPLOYEES' BENEFIT TRUST FOR UNION EMPL 1,687
1 PECO ENERGY COMPANY RETIREE MEDICAL TRUST 3,103
1 ARROWSTREET GLOBAL EQUITY ALPHA EXTENSION FUND 6,273
1 STARFUND (ING IM) 150,000
1 FCP CARPIMKO PETITES ET MOYENNES CAPI C 12,031
1 ACADIAN NON-US ALL CAP EQUITY FUND USD HEDGED, LLC 790
1 THE CLEVELAND CLINIC FOUNDATION 1,649
1 COLLEGES OF APPLIED ARTS AND TECHNOLOGY PENSION P 4,113
1 INDIANA PUBLIC EMPLOYEES RETIREMENT FUND 562
1 UPS GROUP TRUST 2,172
1 WEST VIRGINIA INVESTMENT MANAGEMENT BOARD 4,611
1 OIL INVESTMENT CORPORATION LTD&OIL CAS INVESTMENT 2,912
1 ACADIAN ACWI EX US SMALL CAP FUND 1,953
1 ACADIAN INTERNATIONAL EQUITY FUND LLC. 38
1 CF DV ACWI EX-U.S. IMI FUND 50
1 THE STATE OF CONNECTICUT ACTINGTHROUGH ITS TREASURER 1,497
1 BNY MELLON EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN 189
1 FLORIDA RETIREMENT SYSTEM . 4,579
1 LOUISIANA STATE EMPLOYEES' RETIREMENT SYSTEM 7,307
1 MERCY INVESTMENT SERVICES 3,500
1 VOYA MULTI-MANAGER INTERNATIONAL SMALL CAP FUND 441
1 ADVANCED SERIES TRUST AST GOLDMAN SACHS MULTI ASSET PORTFOLIO 4,991
1 MAN NUMERIC INT SMALL CAP TR 1,319
1 NATIONAL TREASURY MANAGEMENT AGENCY (AS CONTROLLER AND MANAGEROF THE IRELAND STR 299
1 JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL CORE TRUST 2,073
1 LEGAL AND GENERAL COLLECTIVE INVESTMENT TRUST 86
1 GOLD S SEL INV TR MULTIAS ENH VAL FUND 1,963
1 GMO FUNDS PLC 1,005
1 SHELL TRUST (BERMUDA) LIMITED AS TRUSTEE 114
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 298
ATTACHMENT B
no. Sharehol
ders
Ordinary shares
Participating - Represented
represented
Detail % Absent voters
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 2,700 1 2 3 4 5
1 STICHTING SHELL PENSIOENFONDS 9,900
1 PANAGORA ASSET MANAGEMENT INC 343
1 UBS FUND MGT (CH) AG CH0516/UBSCHIF2-EGSCPII 656
1 THE BOEING COMPANY EMPLOYEE RETIREMENT P 3,956
1 ASPIRIANT RISK MANAGED GLOBAL EQUITY FUND 967
1 GOLDMAN SACHS INTERN SMALL CAP INSIGHT F 17,854
1 STICHTING SHELL PENSIOENFONDS 1,753
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 13,000
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 665
1 ALTRIA CLIENT SERVICES MASTER RETIREM.T. 789
1 VERMONT PENSION INVESTMENT COMMITTEE 736
1 NEW MEXICO STATE INVESTMENT COUNCIL 280
1 NEW MEXICO STATE INVESTMENT COUNCIL 256
1 SCHRODER INTERNATIONAL MULTI-CAP VALUE FUND 915
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 7,146
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 849
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 1,268
1 ONEPATH GLOBAL SHARES - SMALL CAP INDEX 711
1 FLEXSHARES MORNINGSTAR DEVELOPED MARKETS EX-US FACTOR TILT INDEX FUND 2,028
1 GOVERNMENT OF NORWAY 93,730
1 VANGUARD INTERNATIONAL SMALL COMPANIES I 143
1 VANGUARD INVESTMENT SERIES, PLC 598
1 STG PFDS V.D. GRAFISCHE 396
1 THE GDL FUND 2,000
1 STICHTING PENSIOENFONDS HORECA & CATERING 275
1 METROPOLITAN WATER RECLAMATION DISTRICT RETIREMENT FUND 6,627
1 SDGE QUALIFIED NUCLEAR DECOM MISSIONING TRUST PARTNERSHIP 83
1 COMMONWEALTH OF PENNSYLVANIA PUBLIC SCHOOL EMPLOYEES RETIREMENTENT SYSTEM2,854
1 COX ENTERPRISES INC MASTER TRUST 4,700
1 ALASKA PERMANENT FUND CORPORATION 576
1 FCP ACTYS 3 9,514
1
1
CIPAV CALETTA
BLUE SKY GROUP
55,595
18,500
1 UTAH STATE RETIREMENT SYSTEMS 400
1 NORTHWESTERN UNIVERSITY 6,395
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 847
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 2,648
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 81
1 NTGI-QM COMMON DAILY ALL COUNWD EX-US INV MKT INDEX F NONLEND 129
1 THE RETIREMENT BENEFIT TRUST OF THE R.R. DONNELLEY & SONS CO. 6,600
1 CITY OF LOS ANGELES FIRE AND POLICE PENSION PLAN 860
1 GABELLI ABC FUND 5,000
1 GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND 1,000
1 GENERAL PENSION AND SOCIAL SECURITY AUTHORITY 4,400
1 NATIONAL COUNCIL FOR SOCIAL SECURITY FUND, P.R.C 377
1 MUNICIPAL EMPLOYEES' ANNUITY AND BENEFIT FUND OF CHICAGO 541
1 RETIREMENT PLAN FOR CHICAGO TRANSIT AUTHORITY EMPLOYEES 3,800
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 1,071
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 3,508
1 MSCI EAFE SMALL CAP PROV INDEX SEC COMMON TR F 910
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 2,111
1 WASHINGTON STATE INVESTMENT BOARD 763
1 CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM 107
1 CITY OF NEW YORK GROUP TRUST 279
1 CITY OF NEW YORK GROUP TRUST 551
1 CITY OF NEW YORK GROUP TRUST 124
1 NEW ENGLAND CARPENTERS PENSION FUND 374
1 NEW ENGLAND CARPENTERS GUARANTEED ANNUITY FUND 725
ATTACHMENT B
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1 2 3 4 5
1 COLLEGE RETIREMENT EQUITIES FUND 3,800
1 RUSSELL INVESTMENT COMPANY - RUSSELL INTERN DEVELOPED MKT F 4,279
1 FIDELITY GLOBAL INTRINSIC VALUE INVESTMENT TRUST 7,200
1 STATE OF ALASKA RETIREMENT AND BENEFITS PLANS 71
1 STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV 2,717
1 IBM 401K PLUS PLAN 3,657
1 OREGON PUBLIC EMPLOYEES RETIREMENT SYSTEM 1,212
TOTAL IN FAVOUR 6,581,894 99.8786%
1 CITY OF NEW YORK GROUP TRUST 4,366
1 CITY OF NEW YORK GROUP TRUST 2,269
1 CITY OF NEW YORK GROUP TRUST 1,365
ABSTAINING 8,000
TOTAL ABSTAINING 8,000 0.1214%
AGAINST 0
TOTAL AGAINST 0 0.0000%
181 TOTAL GENERAL 6,589,894 100.0000%

Voters (2) profit

ATTACHMENT C

no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1
2
3 4 5
IN FAVOUR
00001 CARTOLANO FRANCESCO 4,450,482 67.5350%
1 MICHELE CINAGLIA 2,901,797
1 MENICUCCI MARILENA 1,496,207
1 PANDOZY PAOLO 52,378
1 IORIO ARMANDO 100
00002 MUCI ITALO ARTURO 4,110 0.0624%
1 BRUGIOLO ARCANGELA 1,850
1 ORAZIO VIELE 1,850
1 CABISTO MARCO 50
1 PAOLUCCI MARCELLO 360
00003 CICCARELLO RICCARDO 107,374 1.6294%
1 CICCARELLO RICCARDO 102,000
1 ZANGARA MARIA EMANUELA 4,000
1 AUDITORE GIUSEPPE 1,374
00004 1 STECCONI ALFIO 60,000 0.9105%
00005 MARTOGLIA GIANNI 1,087,446 16.5017%
1 MELVILLE SRL 56,291
1 BESTINVER SICAV- BESTINFID 17,552
1 BESTINVER SICAV- INTERNATIONAL 53,747
1 BESTINFOND FI 333,099
1 BESTINVER AHORRO 41,135
1 BESTINVER EMPLEO FP 3,420
1 BESTINVER EMPLEO II 813
1 BESTINVER EMPLEO III 461
1 BESTINVER GLOBAL FP 114,230
1 BESTINVERINDIVIDUAL 1,756
1 BESTINVER INTL FIM 329,321
1 BESTINVER MIXTO INTE 14,925
1 BESTVALUE 120,696
00006 MARIGLIANI MAURO 872,482 13.2397%
1 ISHARES MSCI EAFE SMALL CAP ETF 4,336
1 ISHARES MSCI EUROPE SMALL-CAP ETF 270
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 1,894
1 LONDON BOROUGH OF TOWER HAMLETS PENSION FUND 497
1 ISHARES MSCI INTERNATIONAL SMALL-CAP MULTI-FACTOR ETF 50
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 983
1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 1,144
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 14,193
1 BGI MSCI EAFE SMALL CAP EQUITY INDEX FUND B 1,449
1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 4,245
1 CONNECTICUT GENERAL LIFE INSURANCE COMPANY 47
1 BLACKROCK MSCI WORLD SMALL CAP EQ ESG SCREENED INDEX FUND B 83
1 ARIZONA STATE RETIREMENT SYSTEM 3,587
1 AXA WORLD FUNDS 128,576
1 ALLIANZ GLOBAL INVESTORS FUND 82,615
1 REGIME DE RENTES DU MOUVEMENT DESJARDINS 3,097
1 CERTAS DIRECT, COMPAGNIE D'ASSURANCES 662
1 LA PERSONNELLE, COMPAGNIE D'ASSURANCES 658
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 744
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 2,059
1 CERTAS HOME AND AUTO INSURANCE COMPANY 1,400
1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 266
1 ISHARES VII PLC 6,098
1 DIGNITY HEALTH 1,461
1 DIGNITY HEALTH RETIREMENT PLAN TRUST 1,109
1 BLACKROCK AM SCH AG OBO BIFS WORLD EX SW SMALL CAP EQ INDEX F 439
1 GOLDMAN SACHS FUNDS 819
1 BMO GLOBAL LOW VOLATILITY EQUITY FUND 1,097
ATTACHMENT C
no. Sharehol
ders
Participating - Represented Ordinary shares
Detail
represented
% Absent voters
1 GMO BENCHMARK-FREE FUND 2,296 1 2 3 4 5
1 STICHTING PHILIPS PENSIOENFONDS 877
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 400
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 321
1 MGI FUNDS PLC 12,945
1 MUNICIPAL EMPLOYEES' RETIREMENT SYSTEM OF MICHIGAN 2,075
1 BMO INVESTMENTS (IRELAND) PLC 58
1 THRIVENT PARTNER WORLDWIDE ALLOCATION FUND 1,614
1 THRIVENT PARTNER WORLDWIDE ALLOCATION PORTFOLIO 3,232
1 SOUTH CALIF UTD FOOD & COMM WK UN & FOOD EMPL JOINT PENS TR F 2,391
1 UAW RETIREE MEDICAL BENEFITS TRUST 359
1 UAW RETIREE MEDICAL BENEFITS TRUST 1,019
1 UBS ETF 304
1 AMERICAN CANCER SOCIETY, INC 1,383
1 AMERICAN CANCER SOCIETY RETIREMENT ANNUITY PLAN 1,876
1 STICHTING PENSIOENFONDS APF 95
1 EMPLOYEES RETIREMENT FUND OF THE CITY OF DALLAS 1,546
1 DOMINION RESOURCES INC. MASTER TRUST 3,971
1 EXELON CORPORATION DEF CONTRIBUTION RET PLANS MASTER TR 2,758
1 FUNDO DE PENSOES 140
1 UAW RETIREE MEDICAL BENEFITS TRUST 147
1 LOS ANGELES CITY EMPLOYEES RETIREMENT SYSTEM 688
1 NEW YORK STATE NURSES ASSOCIATION PENSION PLAN 1,228
1 POLICEMEN'S ANNUITY AND BENEFIT FUND OF CHICAGO 2,342
1 MASTER TR AGREE BETWEEN PFIZER INC AND THE NORTHERN TR CO 888
1 LOCKHEED MARTIN CORPORATION MASTER RETIREMENT TRUST 3,935
1 MICROSOFT GLOBAL FINANCE 2,579
1 NATIONAL RAILROAD RETIREMENT INVESTMENT TRUST 5,027
1 EXELON CORPORATION PENSION MASTER RETIREMENT TRUST 1,605
1 EXELON CORPORATION EMPLOYEES' BENEFIT TRUST FOR UNION EMPL 1,687
1 PECO ENERGY COMPANY RETIREE MEDICAL TRUST 3,103
1 ARROWSTREET GLOBAL EQUITY ALPHA EXTENSION FUND 6,273
1 STARFUND (ING IM) 150,000
1 FCP CARPIMKO PETITES ET MOYENNES CAPI C 12,031
1 ACADIAN NON-US ALL CAP EQUITY FUND USD HEDGED, LLC 790
1 THE CLEVELAND CLINIC FOUNDATION 1,649
1 COLLEGES OF APPLIED ARTS AND TECHNOLOGY PENSION P 4,113
1 INDIANA PUBLIC EMPLOYEES RETIREMENT FUND 562
1 UPS GROUP TRUST 2,172
1 WEST VIRGINIA INVESTMENT MANAGEMENT BOARD 4,611
1 OIL INVESTMENT CORPORATION LTD&OIL CAS INVESTMENT 2,912
1 ACADIAN ACWI EX US SMALL CAP FUND 1,953
1 ACADIAN INTERNATIONAL EQUITY FUND LLC. 38
1 CF DV ACWI EX-U.S. IMI FUND 50
1 THE STATE OF CONNECTICUT ACTINGTHROUGH ITS TREASURER 1,497
1 BNY MELLON EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN 189
1 FLORIDA RETIREMENT SYSTEM . 4,579
1 LOUISIANA STATE EMPLOYEES' RETIREMENT SYSTEM 7,307
1 MERCY INVESTMENT SERVICES 3,500
1 VOYA MULTI-MANAGER INTERNATIONAL SMALL CAP FUND 441
1 ADVANCED SERIES TRUST AST GOLDMAN SACHS MULTI ASSET PORTFOLIO 4,991
1 MAN NUMERIC INT SMALL CAP TR 1,319
1 NATIONAL TREASURY MANAGEMENT AGENCY (AS CONTROLLER AND MANAGEROF THE IRELAND STR 299
1 JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL CORE TRUST 2,073
1 LEGAL AND GENERAL COLLECTIVE INVESTMENT TRUST 86
1 GOLD S SEL INV TR MULTIAS ENH VAL FUND 1,963
1 GMO FUNDS PLC 1,005
1 SHELL TRUST (BERMUDA) LIMITED AS TRUSTEE 114
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 298
ATTACHMENT C
no. Sharehol
ders
Ordinary shares
Participating - Represented
represented
Detail % Absent voters
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 2,700 1 2 3 4 5
1 STICHTING SHELL PENSIOENFONDS 9,900
1 PANAGORA ASSET MANAGEMENT INC 343
1 UBS FUND MGT (CH) AG CH0516/UBSCHIF2-EGSCPII 656
1 THE BOEING COMPANY EMPLOYEE RETIREMENT P 3,956
1 ASPIRIANT RISK MANAGED GLOBAL EQUITY FUND 967
1 GOLDMAN SACHS INTERN SMALL CAP INSIGHT F 17,854
1 STICHTING SHELL PENSIOENFONDS 1,753
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 13,000
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 665
1 ALTRIA CLIENT SERVICES MASTER RETIREM.T. 789
1 VERMONT PENSION INVESTMENT COMMITTEE 736
1 NEW MEXICO STATE INVESTMENT COUNCIL 280
1 NEW MEXICO STATE INVESTMENT COUNCIL 256
1 SCHRODER INTERNATIONAL MULTI-CAP VALUE FUND 915
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 7,146
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 849
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 1,268
1 ONEPATH GLOBAL SHARES - SMALL CAP INDEX 711
1 FLEXSHARES MORNINGSTAR DEVELOPED MARKETS EX-US FACTOR TILT INDEX FUND 2,028
1 GOVERNMENT OF NORWAY 93,730
1 VANGUARD INTERNATIONAL SMALL COMPANIES I 143
1 VANGUARD INVESTMENT SERIES, PLC 598
1 STG PFDS V.D. GRAFISCHE 396
1 THE GDL FUND 2,000
1 STICHTING PENSIOENFONDS HORECA & CATERING 275
1 METROPOLITAN WATER RECLAMATION DISTRICT RETIREMENT FUND 6,627
1 SDGE QUALIFIED NUCLEAR DECOM MISSIONING TRUST PARTNERSHIP 83
1 COMMONWEALTH OF PENNSYLVANIA PUBLIC SCHOOL EMPLOYEES RETIREMENTENT SYSTEM2,854
1 COX ENTERPRISES INC MASTER TRUST 4,700
1 ALASKA PERMANENT FUND CORPORATION 576
1 FCP ACTYS 3 9,514
1 CIPAV CALETTA 55,595
1 BLUE SKY GROUP 18,500
1 UTAH STATE RETIREMENT SYSTEMS 400
1 NORTHWESTERN UNIVERSITY 6,395
1
1
NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST
NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST
847
2,648
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 81
1 NTGI-QM COMMON DAILY ALL COUNWD EX-US INV MKT INDEX F NONLEND 129
1 THE RETIREMENT BENEFIT TRUST OF THE R.R. DONNELLEY & SONS CO. 6,600
1 CITY OF LOS ANGELES FIRE AND POLICE PENSION PLAN 860
1 GABELLI ABC FUND 5,000
1 GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND 1,000
1 GENERAL PENSION AND SOCIAL SECURITY AUTHORITY 4,400
1 NATIONAL COUNCIL FOR SOCIAL SECURITY FUND, P.R.C 377
1 MUNICIPAL EMPLOYEES' ANNUITY AND BENEFIT FUND OF CHICAGO 541
1 RETIREMENT PLAN FOR CHICAGO TRANSIT AUTHORITY EMPLOYEES 3,800
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 1,071
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 3,508
1 MSCI EAFE SMALL CAP PROV INDEX SEC COMMON TR F 910
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 2,111
1 WASHINGTON STATE INVESTMENT BOARD 763
1 CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM 107
1 CITY OF NEW YORK GROUP TRUST 279
1 CITY OF NEW YORK GROUP TRUST 551
1 CITY OF NEW YORK GROUP TRUST 124
1 NEW ENGLAND CARPENTERS PENSION FUND 374
1 NEW ENGLAND CARPENTERS GUARANTEED ANNUITY FUND 725

Voters (2) profit

ATTACHMENT C
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1 2 3 4 5
1 COLLEGE RETIREMENT EQUITIES FUND 3,800
1 RUSSELL INVESTMENT COMPANY - RUSSELL INTERN DEVELOPED MKT F 4,279
1 FIDELITY GLOBAL INTRINSIC VALUE INVESTMENT TRUST 7,200
1 STATE OF ALASKA RETIREMENT AND BENEFITS PLANS 71
1 STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV 2,717
1 IBM 401K PLUS PLAN 3,657
1 OREGON PUBLIC EMPLOYEES RETIREMENT SYSTEM 1,212
TOTAL IN FAVOUR 6,581,894 99.8786%
1 CITY OF NEW YORK GROUP TRUST 4,366
1 CITY OF NEW YORK GROUP TRUST 2,269
1 CITY OF NEW YORK GROUP TRUST 1,365
ABSTAINING 8,000
TOTAL ABSTAINING 8,000 0.1214%
AGAINST 0
TOTAL AGAINST 0 0.0000%
181 TOTAL GENERAL 6,589,894 100.0000%
ANNEX D
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % 1 2 Absent voters
3
4 5
00001 IN FAVOUR
CARTOLANO FRANCESCO
4,450,482 67.5350%
1 MICHELE CINAGLIA 2,901,797
1 MENICUCCI MARILENA 1,496,207
1 PANDOZY PAOLO 52,378
1 IORIO ARMANDO 100
00002 MUCI ITALO ARTURO 4,110 0.0624%
1 BRUGIOLO ARCANGELA 1,850
1 ORAZIO VIELE 1,850
1 CABISTO MARCO 50
1 PAOLUCCI MARCELLO 360
00003 CICCARELLO RICCARDO 107,374 1.6294%
1 CICCARELLO RICCARDO 102,000
1 ZANGARA MARIA EMANUELA 4,000
1 AUDITORE GIUSEPPE 1,374
00004 1 STECCONI ALFIO 60,000 0.9105%
00005 MARTOGLIA GIANNI 1,087,446 16.5017%
1 MELVILLE SRL 56,291
1 BESTINVER SICAV- BESTINFID 17,552
1 BESTINVER SICAV- INTERNATIONAL 53,747
1 BESTINFOND FI 333,099
1 BESTINVER AHORRO 41,135
1 BESTINVER EMPLEO FP 3,420
1 BESTINVER EMPLEO II 813
1 BESTINVER EMPLEO III 461
1 BESTINVER GLOBAL FP 114,230
1 BESTINVERINDIVIDUAL 1,756
1 BESTINVER INTL FIM 329,321
1 BESTINVER MIXTO INTE 14,925
1 BESTVALUE 120,696
00007 MARIGLIANI MAURO 274,130 4.1599%
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 7,146
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 849
1 PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OH 1,268
1
ONEPATH GLOBAL SHARES - SMALL CAP INDEX
1
FLEXSHARES MORNINGSTAR DEVELOPED MARKETS EX-US FACTOR TILT INDEX FUND
711
2,028
1 GOVERNMENT OF NORWAY 93,730
1 VANGUARD INTERNATIONAL SMALL COMPANIES I 143
1 VANGUARD INVESTMENT SERIES, PLC 598
1 STG PFDS V.D. GRAFISCHE 396
1 THE GDL FUND 2,000
1 STICHTING PENSIOENFONDS HORECA & CATERING 275
1 METROPOLITAN WATER RECLAMATION DISTRICT RETIREMENT FUND 6,627
1 SDGE QUALIFIED NUCLEAR DECOM MISSIONING TRUST PARTNERSHIP 83
1 COMMONWEALTH OF PENNSYLVANIA PUBLIC SCHOOL EMPLOYEES RETIREMENTENT SYSTEM2,854
1 COX ENTERPRISES INC MASTER TRUST 4,700
1 ALASKA PERMANENT FUND CORPORATION 576
1 FCP ACTYS 3 9,514
1 CIPAV CALETTA 55,595
1
1
BLUE SKY GROUP
UTAH STATE RETIREMENT SYSTEMS
18,500
400
1 NORTHWESTERN UNIVERSITY 6,395
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 847
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 2,648
1 NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS TRUST 81
1 NTGI-QM COMMON DAILY ALL COUNWD EX-US INV MKT INDEX F NONLEND 129
1 THE RETIREMENT BENEFIT TRUST OF THE R.R. DONNELLEY & SONS CO. 6,600
1 CITY OF LOS ANGELES FIRE AND POLICE PENSION PLAN 860
1 GABELLI ABC FUND 5,000
Participating - Represented ANNEX D
no. Sharehol
ders
Ordinary shares
represented
Detail % Absent voters
1 2 3 4 5
1 GABELLI ENTERPRISE MERGERS AND ACQUISITIONS FUND 1,000
1 GENERAL PENSION AND SOCIAL SECURITY AUTHORITY 4,400
1 NATIONAL COUNCIL FOR SOCIAL SECURITY FUND, P.R.C 377
1 MUNICIPAL EMPLOYEES' ANNUITY AND BENEFIT FUND OF CHICAGO 541
1 RETIREMENT PLAN FOR CHICAGO TRANSIT AUTHORITY EMPLOYEES 3,800
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 1,071
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 3,508
1 MSCI EAFE SMALL CAP PROV INDEX SEC COMMON TR F 910
1 SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT RETIREMENT PL 2,111
1 WASHINGTON STATE INVESTMENT BOARD 763
1 CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM 107
1 CITY OF NEW YORK GROUP TRUST 279
1 CITY OF NEW YORK GROUP TRUST 551
1 CITY OF NEW YORK GROUP TRUST 124
1 NEW ENGLAND CARPENTERS PENSION FUND 374
1 NEW ENGLAND CARPENTERS GUARANTEED ANNUITY FUND 725
1 COLLEGE RETIREMENT EQUITIES FUND 3,800
1 RUSSELL INVESTMENT COMPANY - RUSSELL INTERN DEVELOPED MKT F 4,279
1 FIDELITY GLOBAL INTRINSIC VALUE INVESTMENT TRUST 7,200
1 STATE OF ALASKA RETIREMENT AND BENEFITS PLANS 71
1 STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV 2,717
1 IBM 401K PLUS PLAN 3,657
1 OREGON PUBLIC EMPLOYEES RETIREMENT SYSTEM 1,212

TOTAL IN FAVOUR 5,983,542 90.7988%

ABSTAINING 0

1 GMO BENCHMARK-FREE FUND 2,296 1 STICHTING PHILIPS PENSIOENFONDS 877

TOTAL ABSTAINING 0 0.0000% 1 ISHARES MSCI EAFE SMALL CAP ETF 4,336 1 ISHARES MSCI EUROPE SMALL-CAP ETF 270 1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 1,894 1 LONDON BOROUGH OF TOWER HAMLETS PENSION FUND 497 1 ISHARES MSCI INTERNATIONAL SMALL-CAP MULTI-FACTOR ETF 50 1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 983 1 INTERNATIONAL PAPER CO COMMINGLED INVESTMENT GROUP TRUST 1,144 1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 14,193 1 BGI MSCI EAFE SMALL CAP EQUITY INDEX FUND B 1,449 1 BLACKROCK INST TRUST CO NA INV FUNDSFOR EMPLOYEE BENEFIT TR 4,245 1 CONNECTICUT GENERAL LIFE INSURANCE COMPANY 47 1 BLACKROCK MSCI WORLD SMALL CAP EQ ESG SCREENED INDEX FUND B 83 1 ARIZONA STATE RETIREMENT SYSTEM 3,587 1 AXA WORLD FUNDS 128,576 1 ALLIANZ GLOBAL INVESTORS FUND 82,615 1 REGIME DE RENTES DU MOUVEMENT DESJARDINS 3,097 1 CERTAS DIRECT, COMPAGNIE D'ASSURANCES 662 1 LA PERSONNELLE, COMPAGNIE D'ASSURANCES 658 1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 744 1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 2,059 1 CERTAS HOME AND AUTO INSURANCE COMPANY 1,400 1 DESJARDINS SECURITE FINANCIERE COMPAGNIE D'ASSURANCE VIE 266 1 ISHARES VII PLC 6,098 1 DIGNITY HEALTH 1,461 1 DIGNITY HEALTH RETIREMENT PLAN TRUST 1,109 1 BLACKROCK AM SCH AG OBO BIFS WORLD EX SW SMALL CAP EQ INDEX F 439 1 GOLDMAN SACHS FUNDS 819 1 BMO GLOBAL LOW VOLATILITY EQUITY FUND 1,097

ANNEX D
no. Sharehol
ders
Participating - Represented Ordinary shares
Detail
represented
% Absent voters
1
2
3
4
5
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 400
1 MARYLAND STATE RETIREMENT & PENSION SYSTEM 321
1 MGI FUNDS PLC 12,945
1 MUNICIPAL EMPLOYEES' RETIREMENT SYSTEM OF MICHIGAN 2,075
1 BMO INVESTMENTS (IRELAND) PLC 58
1 THRIVENT PARTNER WORLDWIDE ALLOCATION FUND 1,614
1 THRIVENT PARTNER WORLDWIDE ALLOCATION PORTFOLIO 3,232
1 SOUTH CALIF UTD FOOD & COMM WK UN & FOOD EMPL JOINT PENS TR F 2,391
1 UAW RETIREE MEDICAL BENEFITS TRUST 359
1 UAW RETIREE MEDICAL BENEFITS TRUST 1,019
1 UBS ETF 304
1 AMERICAN CANCER SOCIETY, INC 1,383
1 AMERICAN CANCER SOCIETY RETIREMENT ANNUITY PLAN 1,876
1 STICHTING PENSIOENFONDS APF 95
1 EMPLOYEES RETIREMENT FUND OF THE CITY OF DALLAS 1,546
1 DOMINION RESOURCES INC. MASTER TRUST 3,971
1 EXELON CORPORATION DEF CONTRIBUTION RET PLANS MASTER TR 2,758
1 FUNDO DE PENSOES 140
1 UAW RETIREE MEDICAL BENEFITS TRUST 147
1 LOS ANGELES CITY EMPLOYEES RETIREMENT SYSTEM 688
1 NEW YORK STATE NURSES ASSOCIATION PENSION PLAN 1,228
1 POLICEMEN'S ANNUITY AND BENEFIT FUND OF CHICAGO 2,342
1 MASTER TR AGREE BETWEEN PFIZER INC AND THE NORTHERN TR CO 888
1 LOCKHEED MARTIN CORPORATION MASTER RETIREMENT TRUST 3,935
1 MICROSOFT GLOBAL FINANCE 2,579
1 NATIONAL RAILROAD RETIREMENT INVESTMENT TRUST 5,027
1 EXELON CORPORATION PENSION MASTER RETIREMENT TRUST 1,605
1 EXELON CORPORATION EMPLOYEES' BENEFIT TRUST FOR UNION EMPL 1,687
1 PECO ENERGY COMPANY RETIREE MEDICAL TRUST 3,103
1 ARROWSTREET GLOBAL EQUITY ALPHA EXTENSION FUND 6,273
1 STARFUND (ING IM) 150,000
1 FCP CARPIMKO PETITES ET MOYENNES CAPI C 12,031
1 ACADIAN NON-US ALL CAP EQUITY FUND USD HEDGED, LLC 790
1 THE CLEVELAND CLINIC FOUNDATION 1,649
1 COLLEGES OF APPLIED ARTS AND TECHNOLOGY PENSION P 4,113
1 INDIANA PUBLIC EMPLOYEES RETIREMENT FUND 562
1 UPS GROUP TRUST 2,172
1 WEST VIRGINIA INVESTMENT MANAGEMENT BOARD 4,611
1 OIL INVESTMENT CORPORATION LTD&OIL CAS INVESTMENT 2,912
1 ACADIAN ACWI EX US SMALL CAP FUND 1,953
1 ACADIAN INTERNATIONAL EQUITY FUND LLC. 38
1 CF DV ACWI EX-U.S. IMI FUND 50
1 THE STATE OF CONNECTICUT ACTINGTHROUGH ITS TREASURER 1,497
1 BNY MELLON EMPLOYEE BENEFIT COLLECTIVE INVESTMENT FUND PLAN 189
1 FLORIDA RETIREMENT SYSTEM . 4,579
1 LOUISIANA STATE EMPLOYEES' RETIREMENT SYSTEM 7,307
1 MERCY INVESTMENT SERVICES 3,500
1 VOYA MULTI-MANAGER INTERNATIONAL SMALL CAP FUND 441
1 ADVANCED SERIES TRUST AST GOLDMAN SACHS MULTI ASSET PORTFOLIO 4,991
1 MAN NUMERIC INT SMALL CAP TR 1,319
1 NATIONAL TREASURY MANAGEMENT AGENCY (AS CONTROLLER AND MANAGEROF THE IRELAND STR 299
1 JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL CORE TRUST 2,073
1 LEGAL AND GENERAL COLLECTIVE INVESTMENT TRUST 86
1 GOLD S SEL INV TR MULTIAS ENH VAL FUND 1,963
1 GMO FUNDS PLC 1,005
1 SHELL TRUST (BERMUDA) LIMITED AS TRUSTEE 114
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 298
1 SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS C.P. FUND 2,700
1 STICHTING SHELL PENSIOENFONDS 9,900
ANNEX D
no. Sharehol
ders
Participating - Represented Ordinary shares
represented
Detail % Absent voters
1 2 3 4 5
1 PANAGORA ASSET MANAGEMENT INC 343
1 UBS FUND MGT (CH) AG CH0516/UBSCHIF2-EGSCPII 656
1 THE BOEING COMPANY EMPLOYEE RETIREMENT P 3,956
1 ASPIRIANT RISK MANAGED GLOBAL EQUITY FUND 967
1 GOLDMAN SACHS INTERN SMALL CAP INSIGHT F 17,854
1 STICHTING SHELL PENSIOENFONDS 1,753
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 13,000
1 SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL CONTRIBUTORY PENSION FUND 665
1 ALTRIA CLIENT SERVICES MASTER RETIREM.T. 789
1 VERMONT PENSION INVESTMENT COMMITTEE 736
1 NEW MEXICO STATE INVESTMENT COUNCIL 280
1 NEW MEXICO STATE INVESTMENT COUNCIL 256
1 SCHRODER INTERNATIONAL MULTI-CAP VALUE FUND 915
1 CITY OF NEW YORK GROUP TRUST 4,366
1 CITY OF NEW YORK GROUP TRUST 2,269
1 CITY OF NEW YORK GROUP TRUST 1,365
AGAINST 606,352
TOTAL AGAINST 606,352 9.2012%
181 TOTAL GENERAL 6,589,894 100.0000%