Snam — AGM Information 2020

May 11, 2020

Informazione Regolamentata n. 0542-36-2020		Data/Ora Ricezione 11 Maggio 2020 18:12:36	MTA
Societa'	:	SNAM SPA
Identificativo Informazione Regolamentata	:	132158
Nome utilizzatore	:	SNAMN03 - Palladino
Tipologia	:	3.1
Data/Ora Ricezione	:	11 Maggio 2020 18:12:36
Data/Ora Inizio Diffusione presunta	:	11 Maggio 2020 18:12:37
Oggetto	:	Extract of notice of call
Testo del comunicato

We send you the extract of notice of Call of Extraordinary and Ordinary Shareholders' Meeting of 18 June 2020 that will be published tomorrow, 12 May, 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

Extract of the call notice convening the Extraordinary and Ordinary Shareholders' Meeting

The ordinary and extraordinary sessions of the Sham Sp. A. are convened, on a single call, on 18 June 2020, at 12:00 p.m. (CET), in the manner specified in the call notice, to discuss and resolve on the following

Agenda

Extraordinary session

1. Proposal to cares in the Company's portfolio without reducing the share capital; consequent amendment of article 5.1 of the Company Bylaws. Related and consequent resolutions.

Ordinary session

• 1. Snam S.p.A financial statement as at 31 December 2019. Consolidated financial statements as at 31 December 2019. Reports of the Directors, the Board of Statutory Auditors and the Independent Auditors. Related and consequent resolutions.
• 1. Allocation of the period's profits and dividend distribution.
• 1. Authorisation to purchase and dispose of treasury shares, subject to revocation of the Ordinary Shareholders' Meeting of 2 April 2019, for the part not yet implemented.
• 1. Report on remuneration policy and compensation paid: 4.1 First section: report on the remuneration policy (binding resolution); 4.2 Second section: report on the compensation paid (non-binding resolution).
• 1. 2020-2022 Long term share incentive plan. Related and consequent resolutions.
• 1. Appointment of a Director.
• 1. Appointment of the Chairman of the Board of Directors.

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COVID 19 Emergency - Procedure for holding the Shareholders' Meeting

In view of the heath emergency linked to the coldenic and taking into account the measures to contain infections, participation in the Shareholders' Meeting by those may only take place through the designated representative of the Company pursualt to Article 13-undecies of Legistative Decree no. 58 of 24 February 1998, (i.e. the law firm Studio Legale Trevisan & Associati, with registered offices in Milan, Vile Majno no. 45, and any Substitutes - the "Designted in the procedures indicated in the full version of the call notice available in the specific section of the Company's website www.sname and Conduct" - "Shareholders' Meeting" section) and at the authorised storage mechanism "eMarket Storage" (). * * * * * *

The information on:

• the share capital;
• the right to attend and vote at the Sharely through the Designated Representative Studio Legal Trevisan & Associat (record date 9 June 2020);
• the right to ask questions prior to the Shareholders' Meeting (by 9 June 2020);
• pursuant to art. 126-bis, subsection 1, first sentence, of Legislative Decree no. 58 of 24 February 1998 (by 21 May 2020);
• the right to submit resolution proposals by the pursuant to art. 126-bis subsection 1, penultimate sentence, of Legislative Decree no. 58 of 24 February 1998 (by 3 June 2020);
• the granting of proxies/sub-proxies to the Designated Representative as identified by Snam S.p.A.;
• the availability of the full text of the proposals of resolutions, alongside the reports and documents to be Shareholders' Meeting;
• the organisational aspects of the Shareholders' Meeting,

is included in the full notice of the Shareholders' Meeting, to which is published on the Company's website at www.snam.it, ("Governance and Conduct" Meeting" section), and at the authorised storage mechanism "eMarket Storgg" (). The documentation to the Shareholders' Meeting will be published according the same procedures.

The Chairman of the Board of Directors Mr Luca Dal Fabbro