Prada S p A : Announcement of Poll Results of Shareholders’ General Meeting Held on April 30, 2019 and Distribution of Final Dividend

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Via A. Fogazzaro n. 28, Milan, Italy

Registry of Companies of Milan Monza Brianza Lodi, Italy: No. 10115350158

(Incorporated under the laws of Italy as a joint-stock company)

(Stock Code: 1913)

POLL RESULTS OF

SHAREHOLDERS' GENERAL MEETING

HELD ON APRIL 30, 2019

AND

DISTRIBUTION OF FINAL DIVIDEND

PRADA S.p.A. (the "Company") is pleased to announce the poll results in respect of the resolutions proposed at the shareholders' general meeting held on Tuesday, April 30, 2019 (the "AGM"). All resolutions were duly passed.

The final dividend of the Company for the year ended December 31, 2018 will be paid on Friday, May 24, 2019.

I.VOTING RESULTS AT THE SHAREHOLDERS' GENERAL MEETING HELD ON APRIL 30, 2019

At the AGM of the Company held on Tuesday, April 30, 2019 at 12:00 noon CET time or 6:00 p.m. Hong Kong time at the Company's registered office at Via A. Fogazzaro n. 28, Milan, Italy with the video-conference system located at the registered office of Prada Asia Pacific Limited at 36/F, Gloucester Tower, The Landmark, 11 Pedder Street, Central, Hong Kong, a poll was demanded by the Chairman for voting on each of the proposed resolutions as set out in the notice of the AGM dated March 26, 2019.

The Company is pleased to announce that as the required majority of votes was obtained, each of the following resolutions was duly passed as an ordinary resolution at the AGM and the voting details are as follows:

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							Number of Votes
							(Approximate percentage to
		Ordinary Resolutions		two decimal places)
							For	Against		Abstain
1.	To	approve	the	Audited	2,467,446,644	175,800		353,610
	Separate	Financial Statements	(99.98%)	(0.01%)		(0.01%)
	which show a net income of
	Euro	708,548,197	and	the
	Audited Consolidated Financial
	Statements of the Company for
	the year ended December 31,
	2018 together with the Reports
	of the Board of Directors, the
	Board of Statutory Auditors and
	the Independent Auditors.
2.	To approve the allocation of the	2,467,758,544	0		217,510
	net income of the Company, for	(99.99%)	(0.00%)		(0.01%)
	the year ended December 31,
	2018,	as	follows:	(i)	Euro
	153,529,440 to Shareholders as
	final dividend, in particular to
	declare and distribute a final
	dividend of Euro 0.06 per share,
	and (ii) Euro 555,018,757 to
	retained	earnings	of	the
	Company.
3.	To appoint Deloitte	& Touche	2,467,148,941	609,603		217,510
	S.p.A. as	the	auditor	("revisore	(99.97%)	(0.02%)		(0.01%)
	legale dei conti") of the
	Company for a term of three
	financial	years (financial	year
	ending December 31, 2019 to
	financial year ending December
	31, 2021), ending on the date of
	the	shareholders'	general
	meeting to be called to approve
	the financial statements for the
	last year of the auditor's
	appointment	being	the	year
	ending December 31, 2021 and
	to approve its remuneration of
	Euro 620,500, for each financial
	year of its three-year	term, for
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the provision to the Company of the audit of the Separate Financial Statements and the

Consolidated Financial Statements, which is included in the overall annual remuneration of Euro 1,704,365 for Deloitte & Touche S.p.A. and its network in respect of provision of audit services to the Prada Group as a whole. The auditor's annual remuneration shall be subject to adjustment in accordance with changes in relevant applicable laws or in the requirements for the audit services as well as the annual adjustment linked to the changes in CPI - consumer price index.

Notes:

(1)The total number of shares entitling the holder to attend and vote on all the resolutions at the AGM is 2,558,824,000 shares.

(2)The shareholders and authorised proxies or corporate representatives, holding an aggregate of 2,467,976,054 shares, representing 96.45 % of the total shares of the Company were present at the commencement of the AGM.

(3)There were no restrictions on the Company's shareholders to cast votes on any of the resolutions proposed at the AGM.

(4)There was no share of the Company entitling the holder to attend and abstain from voting in favour of the resolutions at the AGM as set out in Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

(5)No parties indicated to the Company to state their intention in the Company's circular containing the notice of the AGM dated March 26, 2019 to vote against or abstain from voting on any of the resolutions at the AGM.

(6)No shareholder of the Company was required to abstain from voting at the AGM under the Listing Rules.

(7)Computershare Hong Kong Investor Services Limited, the Company's share registrar in Hong Kong, acted as the scrutineer for the vote taking at the AGM.

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II.DISTRIBUTION OF FINAL DIVIDEND

Following the approval by the shareholders of the Company at the AGM, the Company is pleased to announce the details relating to the payment of a final dividend for the year ended December 31, 2018 to the shareholders as follows:

The Company will distribute a final dividend of Euro/cents 6 per share for the year ended December 31, 2018 for a total amount of Euro 153,529,440.

The payment shall be made in Euro to the shareholders recorded in the section of the Company's shareholders' register kept by the Company at its registered office in Milan (Italy) and in Hong Kong dollars to the shareholders recorded in the section of the Company's shareholders' register kept in Hong Kong. The relevant exchange rate is HK$ 8.666: Euro 1, being the opening buying T/T rate of Hong Kong dollars to Euros as announced by the Hong Kong Association of Banks (www.hkab.org.hk) on Tuesday, April 30, 2019, being the day of approval of the final dividend by the AGM.

In order to qualify for the payment of the final dividend, all transfers accompanied by the relevant share certificate(s) must be lodged with: (a) the Company's Hong Kong share registrar, Computershare Hong Kong Investor Services Limited, at Shop 1712-16, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, if the transfer concerns shares registered in the section of the Company's shareholders' register kept by Company's Hong Kong share registrar, or (b) the Company's registered office in Milan (Italy), Via Antonio Fogazzaro n. 28, if the transfer concerns shares registered in the section of the Company's shareholders' register kept by the Company at its registered office, in any case no later than 4:30 p.m. (Hong Kong time) or 10:30 a.m. (CET time) on Tuesday, May 7, 2019. The Company's shareholders' register (both sections) will be closed on Wednesday, May 8, 2019, during which no share transfers can be registered. The final dividend will be paid to shareholders recorded on the Company's shareholders' register (both sections) on Wednesday, May 8, 2019 and the payment date will be Friday, May 24, 2019.

The final dividend will be paid net of Italian withholding tax. The current rate of Italian withholding tax applicable to dividend payment is 26%. Further details on the Italian withholding tax have been disclosed in the updated Tax Booklet, which is available on the Company's website (www.pradagroup.com).

Shareholders should seek independent professional advice in relation to the procedures and timing involved in obtaining a refund of withholding tax, if applicable.

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By Order of the Company

PRADA S.p.A.

Mr. Carlo Mazzi

Chairman

Milan (Italy), April 30, 2019

As at the date of this Announcement, the Company's executive directors are Mr. Carlo MAZZI, Ms. Miuccia PRADA BIANCHI, Mr. Patrizio BERTELLI and Ms. Alessandra COZZANI; the Company's non-executive director is Mr. Stefano SIMONTACCHI and the Company's independent non-executive directors are Mr. Gian Franco Oliviero MATTEI, Mr. Giancarlo FORESTIERI, Mr. Sing Cheong LIU and Mr. Maurizio CEREDA.

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