Gefran S p A : 06-04-2021 Fingefran S.r.l. - Presentation of the list of candidates for the appointment of the Board of Statutory Auditors of Gefran S.p.A. (courtesy translation)

	LIST A
	English translation as a courtesy copy
	Brescia, 31 March 2021
	Messers
	Gefran S.p.A.
	Via Sebina, 74
VIA ELECTRONIC CERTIFIED E-MAIL.	25050 - Provaglio d'Iseo (Bs)

Re.: Presentation of the list of candidates for the appointment of the Board of Statutory Auditors of Gefran S.p.A.

Dear Sirs,

With reference to the Shareholders meeting of Gefran S.p.A. to be held on 27 April 2021 at 17.00, in a single call,

which shall be considered to have been held in the registered office of GEFRAN S.P.A. at Via Sebina, n.74, Provaglio d'Iseo (BS), for resolve, among the others, the appointment of the Board of Statutory Auditors in

accordance with art. 23 of the By-Laws, Fingefran S.r.l., as owner of nr. 8.164.080 ordinary shares of Gefran S.p.A., equal to the 56,695% of the corporate capital,

lodges

the following list of candidates for the role of Board of Statutory Auditors Members of Gefran S.p.A. consisting of two sections, the first for the appointment of 3 (three) standing auditors and the second for the appointment of 2 (two) deputy auditors

Section I - Candidates for the role of Standing Auditors

Candidate nr. 1	Standing Auditor and		Roberta Dell'Apa
	Chairman of the Board of			Born on 11 July 1963 in
	Statutory Auditors			Castellanza (VA)
Candidate nr. 2	Standing Auditor		Primo Ceppellini	Born on 22 September
				1963 in Broni (PV)
Candidate nr. 3	Standing Auditor		Luisa Anselmi	Born on 19 February 1966
				in Desenzano del Garda
				(BS)
Section II - Candidates for the role of Deputy Auditors
Candidato nr. 1	Deputy Auditor		Stefano Guerreschi	Born on 25 June 1969 in
				Brescia
Candidato nr. 2	Deputy Auditor		Simona Bonomelli	Born on 23
				December1972 in
				Bergamo
Attached:

• nr. 1 certificate provided by an authorized financial intermediary attesting the ownership by Fingefran S.r.l. of nr. 8.164.080 ordinary shares of Gefran S.p.A.;
• the declaration by each candidate stating, under his own responsivity, that he/she accepts the candidature and attesting the inexistence of any grounds of ineligibility or incompatibility or forfeiture in addition to the existence of the requirements prescribed by the applicable laws and by the By-Laws of Gefran S.p.A. for assume the office and the existence of the independence requirements prescribed by the applicable laws and the regulatory dispositions into force as well as by the By-Laws of Gefran S.p.A.

Fingefran srl

Via Cefalonia, 55	Cap. Soc. € 46.481 i.v.	C.F. 10112110159
25100 Brescia	Reg. Imprese Milano	P.IVA (TVA-VAT-MWS)
Italy	10112110159	IT 02747020960
	R.E.A. 1344179

• curricula vitae of each candidate and a list of their offices. Yours sincerely.

Fingefran S.r.l. f.to Ennio Franceschetti

CHAIRMAN OF THE BOARD OF DIRECTORS

Fingefran srl

Via Cefalonia, 55	Cap. Soc. € 46.481 i.v.	C.F. 10112110159
25100 Brescia	Reg. Imprese Milano	P.IVA (TVA-VAT-MWS)
Italy	10112110159	IT 02747020960
	R.E.A. 1344179

Personal and professional characteristics of the candidates for the role of Standing Auditors

Roberta Dell'Apa: graduated from Università Cattolica del Sacro Cuore in Milan with a degree in Economics and Commerce, and then passed the national examination for authorisation to practice the profession of chartered accountant and auditor. Practices the profession of chartered accountant with a special focus on business, corporate and fiscal consulting services, specifically in relation to innovative start-ups, including those with a social vocation, and innovative SMEs, as well as a number of aspects of company organisation.

She often serves as technical consultant for parties in civil and criminal court cases, and as court-appointed consultant in civil cases, particularly in the banking and finance sector.

Auditor of a number of industrial and sales companies.

Founding partner in "Studio Dell'Apa Zonca e Associati - Dottori Commercialisti", a corporate and fiscal consultancy established in 2006. Participates actively in institution study commissions set up by her professional order. National chair of the Italian Association of Chartered Accountants - AIDC from March 2013 to February

2017, after serving as chair of the Milanese department. Member of the "Commission for Standards of Conduct and Common Interpretation in Tax Law" of AIDC Milan and Chairman of the "Social Security Commission" of

AIDC nation-wide.

Primo Ceppellini: graduated from the Faculty of Economics and Commerce of Pavia University. A member of the Order of Certified Auditors and Accounting Professionals of Pavia since 1990, founder and partner of the professional partnership Ceppellini Lugano & Associati (CLA Consulting srl) with offices in Milan, Vicenza and Voghera ().Registered in the list of Auditors. Auditor of a number of mid-sized to large joint-stock companies.

Contributor to the financial newspaper "Il Sole 24 Ore". Member of the scientific committee of the magazine "Il corriere tributario", Ipsoa Editore, Wolters Kluwer Group. Member of the scientific committee of the magazine

"Norme & Tributi Mese", Il Sole 24 Ore Editore.

Author of books and other publications on fiscal topics and financial statements, including: Capire la contabilità e il bilancio - publisher Il Sole 24 Ore S.p.A., Guida all'Irap - publisher Il Sole 24 Ore S.p.A., Il testo unico delle

imposte sui redditi - publisher Il Sole 24 Ore S.p.A., Operazioni straordinarie - published by Ipsoa - Wolters Kluwer Group.

Has significant professional experience in fiscal and corporate consulting, in the statement of opinions, informative notes, studies and research. Has significant experience as a teacher in the professional development and training of administrative staff in corporations. Participated as a speaker in numerous national conventions

organised by consulting services, professional orders and trade associations. Acts as technical defence consultant for large taxpayers in fiscal cases and provides assistance in administrative proceedings with Italy's internal

revenue service. Has served as court-appointed consultant stating an opinion on tax issues of particular complexity. The professional partnership Ceppellini Lugano & Associati (CLA Consulting srl) has overseen and is currently performing consulting services in taxes, corporate affairs and corporate and financial restructuring for mid-sized to large companies and groups.

Luisa Anselmi: Graduated in Business and Economics from the University of Verona. She has been a chartered accountant since 1990 and an auditor since 1995.

After working with Coopers & Lybrand S.a.s. (now PriceWaterhouseCoopers Spa) and Studio Pirola Pennuto Zei e Associati, in 1994 she founded her own professional practice, concerned primarily with fiscal, corporate and accounting consulting services, gaining significant experience in the area of transfer pricing. In the course of her career, she has served more than once as court-appointed expert witness of the Court of Brescia.

She sits on the Board of Statutory Auditors of a number of prominent Italian companies, some of which are members of multinational groups (Nespresso Italiana S.p.A. - Nestlè Group -, Zoogamma S.p.A. - Van Drie Group - Husqvarna Italia S.p.A. - Husqvarna Group). Since 2015 she has been a member of the Board of Statutory Auditors of Sabaf S.p.A., a company listed in the Star segment of the Milan stock exchange.

Since 2016 she has been a member of the Board of Auditors of Fondazione Brescia Musei (which she has chaired since 2020), the organisation appointed by the City of Brescia to operate the city's museums.

Fingefran srl

Via Cefalonia, 55	Cap. Soc. € 46.481 i.v.	C.F. 10112110159
25100 Brescia	Reg. Imprese Milano	P.IVA (TVA-VAT-MWS)
Italy	10112110159	IT 02747020960
	R.E.A. 1344179

Courtesy translation for reference purposes only - for the complete statements, please refer to the Italian version

Messers

Gefran S.p.A.

Via Sebina, 74

25050 - Provaglio d'Iseo (Bs)

STATEMENT OF ACCEPTANCE OF THE APPOINTMENT AS MEMBER OF THE BOARD OF STATUTORY AUDITORS OF GEFRAN S.P.A. AND STATEMENTS ABOUT THE REQUIRMENT FOR SUCH OFFICE

The undersigned [name and surname], born in [place], on [date], fiscal code [number], pursuant to art 23 of the By-Laws of Gefran S.p.A. ("Gefran" or the "Company"), regarding the Shareholders' Meeting, called on 27 April 2021 at 5:00 p.m., in a single call,

which shall be considered to have been held in the registered office of GEFRAN S.P.A. at Via Sebina, n.74, Provaglio d'Iseo (BS) ('"Meeting")

DECLARES

to accept the appointment of Standing Auditor / Deputy Auditor of Gefran S.p.A., and to accept as of today the office, in case of appointment by the Meeting providing his/her own Curriculum Vitae and the list of the appointments as Director and Auditor

FURTHERMORE DECLARES, under its own responsibility

• To comply with the requirements by the laws and the By-Laws requested for the office. Notably:
• • To comply with the professional requirements provided for 'art. 1 of Italian D.M. 30 March 2000, n. 162
  • Not to fall under the conditions provided for art. 1 paragraphs 4, 5 and 6 of Italian DM 162/2000
  • To comply with the honourability requirements provided for art. 2 of Italian DM 162/2000
  • To comply with the other independence requirements provided for art. 148 paragraph 3 of Italian Legislative Decree 58/1998
• the lack of causes of ineligibility and incompatibility that impede the appointment for the office of Member of the Board of Statutory Auditors of Gefran S.p.A.
• to comply with the independence requirements provided for by principle 7 of the art. 2 of the Italian Corporate Governance Code for the listed companies;
• to undertake to promptly communicate to Gefran S.p.A. any possible variation of the present statement and to provide - upon Gefran S.p.A. request - the appropriate documentation proving what stated;
• to be appointed as Director of Auditor by the following Companies, highlighting the listed companies:

Office	Company	Listed

Place and date

________________________