REPORT ON THE

POLICY REGARDING

REMUNERATION

AND FEES PAID

pursuant to Article 123-ter of Legislative Decree No. 58 of February 24, 1998

Approved by the Board of Directors on March 19, 2021

GLOSSARY

In addition to the definitions contained in this Report, the following terms are defined as follows:

Shareholders' Meeting: the Shareholders' Meeting of Piovan S.p.A..

Corporate Governance Code / Code: the new Corporate Governance Code of listed companies approved in January 2020 by the Corporate Governance Committee established and promoted by Borsa Italiana S.p.A., ABI, Ania, Assogestioni, Assonime and Confindustria and applicable from the first financial year after December 31, 2020.

Civil Code / Civ. Cod./C.C. : the civil code.

Board of Statutory Auditors: the Board of Statutory Auditors of Piovan S.p.A..

Control, Risks and Sustainability Committee/ CRSC: the Control, Risks and

Sustainability Committee of Piovan S.p.A.

Nomination and Remuneration Committee/NRC: the Nomination and Remuneration Committee of Piovan S.p.A.

Board / Board of Directors: the Board of Directors of Piovan S.p.A..

Reporting Date: the date of approval of the Report by the Board of Directors of Piovan S.p.A. of March 19, 2021.

Managers with strategic responsibilities: Managers with strategic responsibilities are those with the authority and responsibility, directly or indirectly, for planning, directing and controlling the Company's activities. They include the General Manager, pursuant to Article 65, paragraph 1-quarter, of the Issuers' Regulation, which refers to Annex 1 of the Related Parties Regulation.

Piovan Group or Group: collectively the Issuer and the companies controlled by this latter directly and indirectly pursuant to Article 93 of the CFA.

Piovan/ Company: the company Piovan S.p.A.

Issuers' Regulation: the Regulation issued by Consob Resolution No. 11971 of 1999 (as subsequently amended).

Related Parties Regulation/RPT Regulation: the Regulation issued by Consob Motion No. 17221 of March 12, 2010 (as subsequently amended with Consob Motion No. 21624) regarding related party transactions.

3 Piovan S.p.A. - Report on the policy regarding remuneration and fees paid

Report: the report on the policy regarding remuneration and fees paidthat Piovan S.p.A. is required to prepare pursuant to Article 123-ter of Legislative Decree No. 58 of February 24, 1998, and in compliance with the Corporate Governance Code.

Consolidated Finance Act / Consolidated Act/ CFA: the Legislative Decree No. 58 of February 24, 1998 (as amended and supplemented from time to time) on financial intermediation.

4 Piovan S.p.A. - Report on the policy regarding remuneration and fees paid

REPORT ON THE POLICY REGARDING REMUNERATION AND FEES PAID

This report on the policy regarding remuneration and fees paid ("Report"), approved on March 19, 2021 by the Board of Directors of Piovan S.p.A. ("Piovan" or the "Company"), has been prepared pursuant to Article 123-ter of the CFA and Article 84-quater of the Issuers' Regulations and in accordance with Annex 3A, Schedules 7-bis and 7-ter, of the same regulations.

The Report is organized into the following sections:

  • Section I
    • illustrates the Company's policy on the remuneration of the members of the board of directors, general managers and managers with strategic responsibilities and, subject to the provisions of Article 2402 of the Civil Code, of the members of the board of statutory auditors with reference to the financial years 2021, 2022 and 2023 (the "Remuneration Policy"), as well as the procedures for the adoption and implementation of the Policy;
  • Section II,separately for the members of the board of directors and statutory auditors and collectively for managers with strategic responsibilities:
    • provides an adequate representation of each of the items which comprise remuneration, including post-employment benefits, highlighting compliance with the Company's remuneration policy relating to the year;
    • describes analytically the fees paid by the Company, its subsidiaries or associated companies for any reason and in any form during the year, indicating any components of the aforementioned fees that refer to work carried out in financial years prior to the year of reference. It also highlights the fees to be paid in one or more subsequent years for work carried out in the year of reference, indicating where necessary an estimated value for components that cannot be objectively quantified in the year of reference.
    • illustrates how the Company took into account the vote cast the previous year on the second section of the report.

In line with regulations, the Remuneration Policy, outlined in Section I of this Report, will be submitted for the binding vote of the Shareholders' Meeting called, pursuant to Article 2364, paragraph 2, of the Civil Code, for the approval of the financial statements for the year 2020. In the event that the Shareholders' Meeting does not approve Section I of the Report, the Company will pay compensation in accordance with the last approved policy (i.e., the Remuneration Policy for fiscal year 2020) and a new remuneration policy will be submitted to a vote of the shareholders no later than the next Shareholders' Meeting.

In addition, pursuant to Article 123-ter, paragraph 6, of the CFA, Section II of this Report will be submitted to the non-binding advisory vote of the Shareholders' Meeting, that has been called, pursuant to Article 2364, paragraph 2, of the Civil Code, for the approval of the financial statements for 2020.

5 Piovan S.p.A. - Report on the policy regarding remuneration and fees paid

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Piovan S.p.A. published this content on 30 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 March 2021 21:21:09 UTC.