Poste Italiane — AGM Information 2017

Apr 27, 2017

Informazione Regolamentata n. 1130-31-2017		Data/Ora Ricezione 27 Aprile 2017 17:15:06	MTA
Societa'	:	POSTE ITALIANE
Identificativo Informazione Regolamentata	:	88552
Nome utilizzatore	:	POSTEN03 - Fabio Ciammaglichella
Tipologia	:	AVVI 16; IRED 01
Data/Ora Ricezione	:	27 Aprile 2017 17:15:06
Data/Ora Inizio Diffusione presunta	:	27 Aprile 2017 17:30:07
Oggetto	:		Poste Italiane - outcomes of the 2017 AGM
Testo del comunicato

Vedi allegato.

POSTE ITALIANE: THE SHAREHOLDERS' MEETING APPROVES THE 2016 FINANCIAL STATEMENTS AND APPOINTS THE NEW BOARD OF DIRECTORS

• Approved the Financial Statements as of December 31, 2016 with a resolution to pay a dividend of 0.39 euros per share;
• Appointed the new Board of Directors for the 2017-2019 term;
• Appointed an Alternate Auditor;
• Approved the 2017 incentive plan for the material risk takers of the BancoPosta's Ring-Fenced Capital;
• Approved the Remuneration Report.

Rome, April 27, 2017 – Poste Italiane ("Poste Italiane") S.p.A.'s Ordinary Shareholders' Meeting, chaired by Luisa Todini, was held today in Rome. The shareholders first approved Poste Italiane's financial statements as of December 31, 2016, while the consolidated financial statements were also presented. Acting on the Board of Directors' proposal, the shareholders then approved a dividend of 0.39 euros per share. The dividend will be paid – before withholding tax, if any – from June 21, 2017, with the exdividend date of coupon no. 2 falling on June 19, 2017 and the record date (the date which determines the shareholders who are entitled to the dividend) falling on June 20, 2017.

The Shareholders' Meeting also appointed a new Board of Directors, whose term will expire with the approval of the financial statements for 2019. The new Board is composed of:

• Maria Bianca Farina, appointed as Chairperson (1) ;
• Matteo Del Fante (1);
• Giovanni Azzone (2) (3) ;
• Carlo Cerami (1) (3);
• Antonella Guglielmetti (1) (3);
• Francesca Isgrò (1) (3);
• Mimi Kung (2) (3);
• Roberto Rao (1) (3);
• Roberto Rossi (2) (3) .

The slates from which the members of the new Board of Directors have been drawn and their bios are available on Poste Italiane's website (www.posteitaliane.it).

The shareholders subsequently set a compensation of 60,000 euros gross per year for the Chairperson of the Board of Directors and 40,000 euros gross per year for each of the other members of the Board of Directors.

The Shareholders' Meeting also appointed, pursuant to article 2401 of the Italian Civil Code, Antonio Santi – whose candidacy was submitted by the same group of institutional investors that also submitted the minority slate for the renewal of the Board of Directors – as Alternate Auditor to replace Andrea Bonechi (who resigned in January 2017), the latter having been appointed by the Shareholders' Meeting of May 24, 2016 as drawn from the

(1) Drawn from the slate filed by the controlling shareholder, the Ministry of Economy and Finance.

⁽²⁾ Drawn from the minority slate filed by a group of institutional investors.

⁽³⁾ The candidate declared to meet the independence requirements set forth in the Consolidated Law on Finance and the Corporate Governance Code.

minority slate. The complete professional profile of the new Alternate Auditor, who will stay in office until the expiry of current Board of Statutory Auditors' mandate, is available on the Company's website (www.posteitaliane.it). He declared that he meets all the independence requirements (set forth in the Consolidated Law on Finance and the Corporate Governance Code), as well as the requisites of integrity and professional competence prescribed for the statutory auditors of the Company.

Lastly, the Shareholders' Meeting also:

• approved the 2017 Incentive Plan for the material risk takers of the BancoPosta's Ring-Fenced Capital;
• voted in favour of the section of the Remuneration Report that illustrates the remuneration policy for the Directors, the General Manager and the Executives with strategic responsibilities, adopted by the company for financial year 2017, also approving the specific part of the Remuneration Report related to BancoPosta's Ringfenced Capital.

For further information contact:

Poste Italiane SpA – Press Office Pierpaolo Cito Head of Press Office Tel. +39 0659589008 Mail citopier@posteitaliane.it

Poste Italiane SpA – Investor Relations Luca Torchia Head of Investor Relations Tel. +39 0659589421 Mail luca.torchia@posteitaliane.it