Snam — AGM Information 2019

Oct 23, 2019

Informazione Regolamentata n. 0542-78-2019		Data/Ora Ricezione 23 Ottobre 2019 17:52:12	MTA
Societa'	:	SNAM SPA
Identificativo Informazione Regolamentata	:	123861
Nome utilizzatore	:	SNAMN07 - Palladino
Tipologia	:	REGEM
Data/Ora Ricezione	:	23 Ottobre 2019 17:52:12
Data/Ora Inizio Diffusione presunta	:	23 Ottobre 2019 17:52:13
Oggetto	:	Shareholders' Meeting Resolutions
Testo del comunicato

We send you Shareholders' Meeting Resolutions that will be published tomorrow 24 October 2019 on the "Financial Times"

Snam S.p.A. Head Office: Piazza Santa Barbara, No. 7, San Donato Milanese (MI) Company share capital euros 2,735,670,475.56 fully paid up Tax Code and Milan, Monza Brianza and Lodi Chamber of Commerce Business Register n. 13271390158 R.E.A. Milan No. 1633443

SHAREHOLDERS' MEETING RESOLUTIONS

The Extraordinary Shareholders' Meeting of Snam S.p.A., held on 23 October 2019, resolved:

• · to amend articles 13 and 20 of the company Bylaws in relation to the provisions on gender balance in the composition of the Board of Directors and Board of Statutory Auditors, voluntarily implementing within its Bylaws the current gender division criterion of at least one third of the total number of members of the Board of Directors and of Statutory Auditors (in reference to both Standing Auditors and Alternate Auditors) in keeping with the most recent recommendations of the Corporate Governance Code for listed companies regarding "gender balance" - approved in July 2018 - and national and international best practices;
• · to also amend article 20 of the company Bylaws providing for the composition of a Board of Statutory Auditors with three Alternate Auditors instead of two in order to make it easier, in the event of the replacement of the Statutory Auditors during the term of office, to comply with the amendment described above;
• · to insert in the company Bylaws a Transitional Clause (article 24) which provides for the application of amendments relating to the number of Alternate Auditors as of the first renewal of the control body subsequent to the one appointed by the Shareholders' Meeting of 2 April 2019, all the above as better indicated in the resolution of the Shareholders' Meeting.

The Ordinary Shareholders' Meeting of Snam S.p.A., held on 23 October 2019, resolved:

· to terminate by mutual consent, after consulting the Board of Statutory Auditors, the appointment as external auditor conferred on the independent auditing firm PricewaterhouseCoopers S.p.A. and to confer by mutual consent, upon the proposal of the Board of Statutory Auditors, the appointment as external auditor of Snam S.D.A., for the period relating to the financial vears ending on 31 December from 2020 to 2028, on the independent auditing firm Deloitte & Touche S.p.A.

The minutes of the Shareholders' Meeting will be made available by 22 November 2019 at Snam's Head Office in San Donato Milanese (MI), Piazza Santa Barbara 7, on the Company's website (www. snam.it - "Governance and Conduct - Shareholders Meeting" Section) and at the authorised storage mechanism "eMarket STORAGE" managed by Spafid Connect S.p.A. ().