MARR S p A : 6 September 2021, Shareholders' Meeting. Reports and proposals of the Directors on the items on the agenda

Shareholders' Meeting

6 September 2021

Reports and proposals by the Directors

on items on the agenda

1. DISTRIBUTION TO SHAREHOLDERS OF A DIVIDEND FROM AVAILABLE RESERVES

Dear Shareholders,

following up on what has been communicated to you at the Shareholders' Meeting of 28 April regarding the possibility of proposing the distribution of dividends using available reserves at a subsequent Shareholders' Meeting

the Board of Directors, in consideration

• of the results achieved by the Company in the first half of 2021;
• the existence of adequate available reserves, moreover increased by the result of the 2019 financial year entirely allocated to the Extraordinary Reserve;
  Proposes:
• to distribute a gross dividend of 0.35 Euros for each ordinary share bearing rights using the reserves and specifically the Extraordinary Reserve;
• to pay up the dividend on 20 October 2021, with ex-coupon (no. 16) on 18 October 2021 and record date on 19 October 2021, as regulated by the Italian Stock Exchange.

The Board of Directors, having considered the above, invites you to approve the following proposal for a resolution:

"The Shareholders' Meeting

deliberates

• to distribute a gross dividend of 0.35 Euros for each ordinary share bearing rights using the Extraordinary Reserve;
• to pay up the dividend on 20 October 2021, with ex-coupon (no. 16) on 18 October 2021 and record date on 19 October 2021, as regulated by the Italian Stock Exchange."

Rimini, 3 August 2021

For the Board of Directors

The Chairman

Ugo Ravanelli

2. APPOINTMENT OF A BOARD MEMBER TO INTEGRATE THE BOARD OF DIRECTORS.

Dear Shareholders,

We would remind you that, pursuant to art. 2386 of the Civil Code, Mr. Paolo Ferrari, appointed on 14 May 2021 by the Board of Directors with the approval of the Board of Statutory Auditors to replace the Board member Mr. Vincenzo Cremonini, will step down from his post of Board member on the date of the Shareholders' Meeting.

The Board of Directors proposes the confirmation of the position of Mr. Paolo Ferrari for the same duration as the current Board of Directors and specifically until the date of the Shareholders' Meeting called for the approval of the financial statements as at 31 December 2022.

The curriculum vitae containing the personal and professional characteristics of the candidate, with a declaration attesting possession of the requirements provided by the law and regulations in force and acceptance of the candidature are available to the public at the company headquarters and on the Company website www.marr.it.

The Board of Directors would remind you that pursuant to art. 14 of the company Statutes, the appointment of a Board member to integrate the current composition of the Board of Directors will be carried out according to the majority required by the law without voting from lists.

The above holding firm and considered, the Board of Directors proposes that the following deliberation proposal be approved:

"The shareholders' meeting

deliberates

to appoint Mr. Paolo Ferrari as Board member, to remain in office until the date of the Shareholders' Meeting called for the approval of the financial statements as at 31 December 2022."

Rimini, 3 August 2021

For the Board of Directors

The Chairman

Ugo Ravanelli