Shareholders' Meeting

The Shareholders’ Meeting of Banca Generali S.p.A. was held on 21st April 2022.

Financial Statements at 31 December 2021.

Approval of the Financial Statements at 31 December 2021. Presentation of the Consolidated Financial Statements and the Annual Integrated Report. Directors’ Report on Operations, Statutory Auditors’ Report and Independent Auditors’ Report.
Allocation of net profit for the year. Relevant and ensuing resolutions.

Remuneration and incentive policies of the banking group for 2022: examination of Section I prepared pursuant to Article 123-ter, paragraph 3, of TUF; resolutions pursuant to Article 123-ter, paragraphs 3-bis and 3-ter, of TUF.

Report on the implementation of the banking group’s remuneration and incentive policies in 2021: examination of Section II prepared pursuant to Article 123-ter, paragraph 4, of TUF; resolutions pursuant to Article 123-ter, paragraph 6, of TUF.

Motion to raise the ratio between the variable to fixed component of remuneration to 2:1; relevant and ensuing resolutions.

Long-term incentive plan for 2022 pursuant to Article 114-bis of TUF: granting of powers; relevant and ensuing resolutions.

Incentive system and other share-based variable remunerations pursuant to Article 114-bis of TUF: granting of powers; relevant and ensuing resolutions.

Authorisation to buy back and dispose of treasury shares pursuant to Articles 2357 and 2357-ter of the Italian Civil Code, as well as Article 132 of TUF and the related implementing provisions, in service of the 2022 long-term incentive plan and the incentive system and other share-based variable remunerations as per the foregoing items of the Agenda; granting of powers; relevant and ensuing resolutions.

Approval in an extraordinary session of amendments to the Articles of Association: relevant and ensuing resolutions.

Financial Statements at 31 December 2020.

Approval of the Financial Statements at 31 December 2020. Presentation of the Consolidated Financial Statements and the Annual Integrated Report. Directors’ Report on Operations, Statutory Auditors’ Report and Independent Auditors’ Report.
Allocation of net profit for the year. Relevant and ensuing resolutions.

Appointment and definition of the remuneration of the Board of Directors for the three-year period 2021-2023.

Definition of the number of members of the Board of Directors in office for the years ending 31 December 2021, 2022 and 2023. Relevant and ensuing resolutions.
Appointment of the Board of Directors for the years ending 31 December 2021, 2022 and 2023. Relevant and ensuing resolutions.
Definition of the remuneration of the members of the Board of Directors for the years ending 31 December 2021, 2022 and 2023. Relevant and ensuing resolutions.

Appointment and definition of the remuneration of the Board of Statutory Auditors and the Chairman thereof for the three-year period 2021-2023.

Appointment of the members of the Board of Statutory Auditors and the Chairman thereof for the years ending 31 December 2021, 2022 and 2023. Relevant and ensuing resolutions.
Definition of the annual remuneration of the Statutory Auditors for the years ending 31 December 2021, 2022 and 2023. Relevant and ensuing resolutions.

Remuneration and incentive policies of the banking group for 2021: examination of Section I prepared pursuant to Article 123-ter, paragraph 3, of TUF; resolutions pursuant to Article 123-ter, paragraphs 3-bis and 3-ter, of TUF.

Report on the implementation of the banking group’s remuneration and incentive policies in 2020: examination of Section II prepared pursuant to Article 123-ter, paragraph 4, of TUF; resolutions pursuant to Article 123-ter, paragraph 6, of TUF.

Motion to raise the ratio between the variable to fixed component of remuneration to 2:1; relevant and ensuing resolutions.

Long-term incentive plan for 2021 pursuant to Article 114-bis of TUF: granting of powers; relevant and ensuing resolutions.

Network loyalty plan 2021 pursuant to Article 114-bis of TUF: granting of powers; relevant and ensuing resolutions.

Share-based incentive system pursuant to Article 114-bis of TUF: granting of powers; relevant and ensuing resolutions.

Authorisation to buy back and dispose of treasury shares pursuant to Articles 2357 and 2357- ter of the Italian Civil Code, as well as Article 132 of TUF and the related implementing provisions, in service of the 2021 network loyalty plan, 2021 long-term incentive plan and the 2021 incentive system as per the foregoing items of the Agenda; granting of powers; relevant and ensuing resolutions.

Statutory auditing: consensual termination and concurrent award of a new engagement; relevant and ensuing resolutions.

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2022 Shareholders' Meeting

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