Poste Italiane — AGM Information 2023

Mar 30, 2023

Informazione Regolamentata n. 1130-10-2023		Data/Ora Ricezione 30 Marzo 2023 07:14:56	Euronext Milan
Societa'	:	POSTE ITALIANE
Identificativo Informazione Regolamentata	:	174366
Nome utilizzatore	:	POSTEN03 - Fabio Ciammaglichella
Tipologia	:	REGEM
Data/Ora Ricezione	:	30 Marzo 2023 07:14:56
Data/Ora Inizio Diffusione presunta	:	30 Marzo 2023 07:14:57
Oggetto	:	Poste Italiane - Shareholders' Meeting - extract of notice of call
Testo del comunicato

Vedi allegato.

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 8.5.2023

Poste Italiane S.p.A.

Registered Office in Rome - Viale Europa, n. 190 Share Capital € 1,306,110,000.00 fully paid in Taxpayer Identification and Rome Company Register n. 97103880585 R.E.A. of Rome n. 842633

V.A.T. registration n. 01114601006

Notice of Ordinary Shareholders' Meeting

An ordinary Shareholders' Meeting will be held on single call on 8 May 2023 at 9:30 a.m. in Rome, at the premises of the Company located in Viale Europa n. 175, to discuss and resolve on the following

AGENDA

• 1. Poste Italiane S.p.A. Financial Statements for the year ended 31 December 2022. Reports of the Board of Directors, the Board of Statutory Auditors, and the Audit Firm. Related resolutions. Presentation of the consolidated financial statements for the year ended 31 December 2022.
• 1. Allocation of net income for the year.
• 1. Determination of the number of the members of the Board of Directors.
• 1. Determination of the term of the Board of Directors.
• 1. Election of the members of the Board of Directors, by the slate voting system and in line with the applicable provisions of law and by-laws.
• 1. Election of the Chairman of the Board of Directors.
• 1. Determination of the compensation of the members of the Board of Directors.
• 1. Report on the 2023 remuneration policy.
• 1. Report on amounts paid in the year 2022.
• 1. Equity-based incentive plans.
• 1. Authorization for the acquisition and the disposal of own shares, serving the equitybased incentive plans. Related resolutions.

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 8.5.2023

It should be noted that the provisions of this notice of call are in line with the provisions of article 106, paragraph 4, of the Law Decree no. 18 of 17 March 2020 (the "Law Decree 18/2020"), converted with amendments by article 1, paragraph 1, of the Law 24 April 2020 No. 27 (the effectiveness of which was extended, lastly, by Law Decree 29 December 2022 No. 198, in turn converted with amendments by Law 24 February 2023, No. 14).

Modalities of carrying-out of the Shareholders' Meeting pursuant to Law Decree 18/2020

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The Company has decided to avail itself of the faculty established by article 106, paragraph 4, of the Law Decree 18/2020, providing that the attendance of the Shareholders' Meeting shall be only permitted through the representative appointed by the Company pursuant to article 135-undecies of the Legislative Decree 24 February 1998, no. 58 (the "Consolidated Law on Finance") and article 11.5 of the corporate bylaws – i.e., Monte Titoli S.p.A., whose registered office is in Milan (the "Appointed Representative") – according to the modalities indicated in the unabridged Meeting Notice available on the Company's website (www.posteitaliane.it).

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The information regarding:

• the share capital;
• the right to attend the Shareholders' Meeting and to vote (record date 26 April 2023);
• the modalities of attendance of the Shareholders' Meeting, that shall be only permitted through the Appointed Representative pursuant to article 135-undecies of the Consolidated Law on Finance, who may be also granted proxies and/or sub-proxies pursuant to article 135-novies of the same Consolidated Law on Finance;
• additions to the agenda and the presentation of new resolution proposals on matters already on the agenda by Shareholders owning at least 2.5% of the share capital pursuant

EXTRACT OF THE NOTICE OF CALL

OF THE SHAREHOLDERS' MEETING OF POSTE ITALIANE 8.5.2023

to article 126-bis, paragraph 1, first sentence, of the Consolidated Law on Finance (by 11 April 2023);

• submission of resolution proposals by those entitled to vote pursuant to article 126-bis, paragraph 1, third sentence, of the Consolidated Law on Finance (by 21 April 2023);
• the right to ask questions before the Shareholders' Meeting (by 26 April 2023);
• the appointment of the Board of Directors;

is contained in the unabridged Meeting notice, published in the section of the Company's website (www.posteitaliane.it) dedicated to the present Shareholders' Meeting, to the full content of which you are invited to refer for any other information concerning the Shareholders' Meeting.

The documentation concerning the Shareholders' Meeting, including the explanatory reports of the Board of Directors and the proposed resolutions on the items on the agenda, has been made available to the public, within the time limits provided for by the law, at the Company's registered office, in the section of its website (www.posteitaliane.it) dedicated to the present Shareholders' Meeting, and at the authorized storage mechanism "eMarket STORAGE" (www.emarketstorage.it).

The Chairman of the Board of Directors Maria Bianca Farina