Recordati Industria Chimica e Farmaceutica

AGM Information • May 3, 2022

Summary report of the votes

pursuant to article 125-quater, paragraph 2 of the Legislative Decree 24th February 1998 no. 58

Item 1.a of the agenda

Board of Directors' Review of Operations; Report of the Board of Statutory Auditors; Financial Statements as at and for the financial year ended 31st December 2021; related and consequent resolutions: Financial Statements as at 31st December 2021;

	Shares no.	% Shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%

	Shares no.	% participants in the vote	% of the Share Capital
In favor	174,343,253	99.132604%	83.367901%
Against	201,669	0.114670%	0.096435%
Abstension	1,323,810	0.752726%	0.633023%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 1.b of the agenda

Board of Directors' Review of Operations; Report of the Board of Statutory Auditors; Financial Statements as at and for the financial year ended 31st December 2021; related and consequent resolutions: allocation of the profit for the 2021 financial year.

	Shares no.	% Shares represented in the	% of the share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%
	Shares no.	% participants in the vote	% of the Share Capital
In favor	175,811,636	99.967535%	84.070056%
Against	56,134	0.031918%	0.026842%
Abstension	962	0.000547%	0.000460%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 2.a of the agenda

Appointment of the Board of Directors: determination of the number of the Board of Directors' members;

	Shares no.	% shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,877,480	100.000000%	84.101542%
Shares for which the Designative Representative
had no instructions:	0	0.000000%	0.000000%
	Shares no.	% participants in the vote	% of the Share Capital
In favor	175,742,728	99.923383%	84.037106%
Against	124,463	0.070767%	0.059516%
Abstension	10,289	0.005850%	0.004920%
Not voting	0	0.000000%	0.000000%
Total	175,877,480	100.000000%	84.101542%

Item 2.b of the agenda

Appointment of the Board of Directors: determination of the term of office of the Board of Directors;

	Shares no.	% Shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%
	Shares no.	% participants in the vote	% of the Share Capital
In favor	173,044,797	98.394294%	82.747002%

In favor	173,044,797	98.394294%	82.747002%
Against	2,813,646	1.599856%	1.345436%
Abstension	10,289	0.005850%	0.004920%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 2.c.i of the agenda

Appointment of the Board of Directors: appointment of the members of the Board of Directors; related and consequent resolutions;

	Shares no.	% Shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,877,480	100.000000%	84.101542%
Shares for which the Designative Representative
had no instructions:	0	0.000000%	0.000000%

	Shares no.	% participants in the vote	% of the Share Capital
Slate 1	166,114,120	94.448772%	79.432873%
Against	9,753,071	5.545378%	4.663748%
Abstension	10,289	0.005850%	0.004920%
Not voting	0	0.000000%	0.000000%
Total	175,877,480	100.000000%	84.101542%

Item 2.c.ii of the agenda

Appointment of the Board of Directors: appointment of the members of the Board of Directors; related and consequent resolutions; Proposal of the shareholder Rossini Sarl

	Shares no.	% Shares represented in the meeting	% of the Share Capital
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative has instructions for the agenda to be voted
(voting quorum):	175,877,480	100.000000%	84.101542%
Shares for which the Designative Representative had no instructions:	0	0.000000%	0.000000%

	Shares no.	% participants in the vote	% of the Share Capital
In favor	166,114,120	94.448772%	79.432873%
Against	9,753,071	5.545378%	4.663748%
Abstension	10,289	0.005850%	0.004920%
Not voting	0	0.000000%	0.000000%
Total	175,877,480	100.000000%	84.101542%

Item 2.d of the agenda

Appointment of the Board of Directors: determination of the remuneration of the members of the Board of Directors;

	Shares no.	% Shares represented in the meeting	% of the Share Capital
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%

	Shares no.	% participants in the vote	% of the Share Capital
In favor	175,366,284	99.714305%	83.857097%
Against	501,486	0.285148%	0.239802%
Abstension	962	0.000547%	0.000460%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 2.e of the agenda

Appointment of the Board of Directors: exemption of directors from non-compete obligations pursuant to article 2390 of the Italian Civil Code with reference to the offices held by them in other companies and disclosed as at the date of the shareholders' meeting, in accordance with what is already provided for the Directors in office.

	Shares no.	% Shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%
	Shares no.	% participants in the vote	% of the Share Capital
In favor	114,742,551	65.243292%	54.867885%

Against	61,055,996	34.716800%	29.195912%
Abstension	70,185	0.039908%	0.033561%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 3.a of the agenda

Report on the remuneration policy and the remuneration paid pursuant to article 123-ter, paragraphs 3-bis and 6, of Legislative Decree no. 58 of 24th February 1998: binding resolution on the first section regarding the remuneration policy;

	Shares no.	% Shares represented in the meeting	% of the Share Capital
Quorum of the shareholders' meeting
	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%

	Shares no.	% participants in the vote	% of the Share Capital
In favor	160,448,745	91.232104%	76.723790%
Against	14,810,639	8.421417%	7.082189%
Abstension	609,348	0.346479%	0.291380%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 3.b of the agenda

Report on the remuneration policy and the remuneration paid pursuant to article 123-ter, paragraphs 3-bis and 6, of Legislative Decree no. 58 of 24th February 1998: non-binding resolution on the second section on the remuneration paid for 2021.

	Shares no.	% Shares represented in the	% of the Share Capital
		meeting
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%
	Shares no.	% participants in the vote	% of the Share Capital
In favor	171,703,985	97.631900%	82.105849%
Against	4,036,052	2.294923%	1.929970%
Abstension	128,695	0.073177%	0.061540%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%

Item 4 of the agenda

Proposal to authorise the purchase and utilisation of treasury stock; related and consequent resolutions.

	Shares no.	% Shares represented in the meeting	% of the Share Capital
Quorum of the shareholders' meeting	175,877,480	100%	84.101542%
Shares for which the Designated Representative
has instructions for the agenda to be voted
(voting quorum):	175,868,732	99.995026%	84.097358%
Shares for which the Designative Representative
had no instructions:	8,748	0.004974%	0.004183%

	Shares no.	% participants in the vote	% of the Share Capital
In favor	175,608,298	99.851916%	83.972823%
Against	204,411	0.116229%	0.097746%
Abstension	56,023	0.031855%	0.026789%
Not voting	0	0.000000%	0.000000%
Total	175,868,732	100.000000%	84.097358%