Additions to the agenda or submission of resolutions proposals on matters already on the agenda
1) Right to add to the agenda or submit resolution proposals on matters already on the agenda pursuant to Art. 126-bis, paragraph 1, first sentence, of the TUF
Pursuant to Article 126-bis, paragraph 1, first sentence of the TUF, those shareholders who, including jointly, represent at least one-fortieth of the share capital may request, within 10 days of the publication of the call notice, and therefore by Monday March 10, 2025, to add to the list of matters to be discussed, specifying in the request the additional topics they are submitting, or submit resolution proposals on matters already on the agenda.
Adding to the agenda is not permitted for topics on which the Shareholders’ Meeting passes resolutions, according to the law, on proposal of the directors or on the basis of a project or a report they have prepared, other than those pursuant to Article 125-ter, paragraph 1, of the TUF.
The requests, to be submitted in writing, must be accompanied by the personal data of the requesting shareholder (surname and name, place and date of birth) for natural persons, or the name and tax code for entities or companies, and sent to the Company, along with the communication of the intermediary attesting to ownership of the investment on the date of the request:
Adding to the agenda is not permitted for topics on which the Shareholders’ Meeting passes resolutions, according to the law, on proposal of the directors or on the basis of a project or a report they have prepared, other than those pursuant to Article 125-ter, paragraph 1, of the TUF.
The requests, to be submitted in writing, must be accompanied by the personal data of the requesting shareholder (surname and name, place and date of birth) for natural persons, or the name and tax code for entities or companies, and sent to the Company, along with the communication of the intermediary attesting to ownership of the investment on the date of the request:
- to the certified e-mail address: assemblea.azionisti@pec.edison.it
- by sending a registered letter with return receipt to the address:
Edison S.p.A.
(Ref. "Corporate Affairs & Governance - Addendum to the Agenda of the Edison SpA Shareholders' Meeting, April 3, 2025")
Foro Buonaparte, 31 - 20121 MILAN - Italy
Requesting shareholders must also send the Company, with the same methods and within the same term of Monday March 10, 2025, as specified above, a report indicating the justification of the resolution proposals on the new matters for which discussion is proposed, or the justification relating to the additional resolution proposals submitted on matters already on the agenda.
Any additions to the agenda or the submission of additional resolution proposals on matters already on the agenda will be disclosed at least fifteen days before the date scheduled for the Shareholders’ Meeting (therefore by Wednesday, March 19, 2025), in the same forms as those set forth for the publication of this notice. At the same time, the reports prepared by those requesting an addition to the agenda and/or submitting additional resolution proposals, accompanied by any assessments of the Board of Directors, will be made available to the public at the registered office, on this website and on the “eMarket Storage” authorised storage mechanism (www.emarketstorage.com).
Any additions to the agenda or the submission of additional resolution proposals on matters already on the agenda will be disclosed at least fifteen days before the date scheduled for the Shareholders’ Meeting (therefore by Wednesday, March 19, 2025), in the same forms as those set forth for the publication of this notice. At the same time, the reports prepared by those requesting an addition to the agenda and/or submitting additional resolution proposals, accompanied by any assessments of the Board of Directors, will be made available to the public at the registered office, on this website and on the “eMarket Storage” authorised storage mechanism (www.emarketstorage.com).
2) Submission of individual resolution proposals on matters already on the agenda pursuant to Art. 135 undecies.1, paragraph 2, of the TUF
Without prejudice to the provisions of Article 126-bis, paragraph 1, first sentence of the TUF, those entitled with voting rights may individually submit, resolution proposals on the matters on the agenda, or proposals whose submission is otherwise permitted by law, by the fifteenth day prior to the date of the Shareholders' Meeting on first call (i.e. by Wednesday March 19, 2025):
- to the certified email address: assemblea.azionisti@pec.edison.it
- by sending a registered letter with advice of receipt to the address:
Edison S.p.A.
(Ref. “Corporate Affairs & Governance – Individual Proposals on matters already on the agenda of Edison SpA Shareholders' Meeting, April 3, 2025”)
Foro Buonaparte, 31- 20121 MILAN - Italy
Entitlement to submit individual resolution proposals is subject to receipt by the Company of the communication of the intermediary attesting to ownership of the investment on the date of the request and until the Record Date.
Filings of proposals must be accompanied by the personal data of the subject entitled with voting rights (surname and name, place and date of birth) for natural persons, or the name and tax code for entities or companies, and sent to the Company.
Any individual resolution proposal shall be announced via publication on the Company’s website within two days following the aforementioned deadline (i.e. by Friday March 21, 2025).
It should be noted that, considering the fact that those entitled can attend the Shareholders’ Meeting and exercise their voting rights exclusively through the Appointed Representative, no resolution proposals may be presented directly during the Shareholders’ Meeting.
Filings of proposals must be accompanied by the personal data of the subject entitled with voting rights (surname and name, place and date of birth) for natural persons, or the name and tax code for entities or companies, and sent to the Company.
Any individual resolution proposal shall be announced via publication on the Company’s website within two days following the aforementioned deadline (i.e. by Friday March 21, 2025).
It should be noted that, considering the fact that those entitled can attend the Shareholders’ Meeting and exercise their voting rights exclusively through the Appointed Representative, no resolution proposals may be presented directly during the Shareholders’ Meeting.