RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998

and to art. 106, paragraph 4 of Decree Law no. 18 of 17 March 2020, on measures to strengthen the National Health Service and economic support for families, workers and businesses related to the epidemiological emergency of COVID-19 (the

"Decreto Cura Italia") as converted with modifications by Law 24 th April 2020 no. 27 and as last extended by effect of art. 3, D.L. 228/2021 as converted with modifications by Law 25th February 2022 n. 15

Società per Amministrazioni Fiduciarie "SPAFID" S.p.A., with registered office in Milan, via Filodrammatici n. 10, fiscal code n. 00717010151, part of the Mediobanca Banking Group entered on the Register of Banking Groups, authorized under Ministerial Decree of 24/11/1941 to carry out trust activities in accordance with Law no. 1966 of 23.11.1939 as amended (hereinafter "Spafid"), acting in the capacity of "Designated Representative", pursuant to Article 135-undecies of Legislative Decree 58/1998 and to art. 106, paragraph 4 of Decreto Cura Italia, taking into account the extension established by D.L. 30th December 2021 no. 228, as converted with modifications by Law 25 th February 2022 n. 15, of RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A. (hereinafter the "Company" or "Recordati"), in the person of its specifically tasked employee or associate, gathers voting proxies in relation to the Ordinary General Meeting of RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA to be held , on 29 April 2022, at 09.30 a.m., on single call as set forth in the notice of the shareholders' meeting published on the Company's website at https://www.recordati.it/en/, in the section "investors / shareholders meetings" on 18th March 2022 and in abridged form, in the Italian daily newspaper "il Sole 24 Ore" on 19th March 2022 .

The form of proxy with the relating voting instructions shall be received, in original, by Spafid by the end of the second open market day preceding the date set for the Meeting (i.e., by 11:59 p.m. of 27 April 2022). The proxies and voting instructions may be revoked within the same deadline.

Declaration of the Designated Representative - Spafid, as Designated Representative, declares that it has no personal interest in the proposed resolutions being voted upon. However, in view of (i) the contractual relations existing between Spafid and the Company with regard, in particular, to the provision of technical assistance in shareholders' meeting and additional services, as well as (ii) the existence of fiduciary mandates by virtue of which Spafid could hold participations in the Company on behalf of its customers, on a fiduciary basis, in relation to which it will exercise the right to vote at the Shareholders' Meeting on the basis of specific instructions issued by the fiduciaries, in order to avoid any subsequent disputes about the supposed existence of circumstances able to create a conflict of interest under Article 135-decies, paragraph 2, f) of Legislative Decree no. 58/1998, Spafid expressly declares that, if unknown circumstances should occur or in the event of amendment or additions to the proposals put forward to the Shareholders' Meeting, it does not intend to cast a differentvote from that indicated in the instructions.

Please note: This form may be subject to change following any Integration of the agenda of the shareholders' meeting and presentation of new proposed resolutions pursuant to Article 126-bisLegislative Decree 58/1998, or individual proposed resolutions, in accordance with the terms and procedures indicated in the Notice of Call.

PROXY FORM (Part 1 of 2)

Complete with the information requested at the bottom of the form (§)

I, the undersigned (party signing the proxy)

(Name and Surname) (*)

Born in (*)

On (*)

Tax identification code or other identification if foreign (*)

Resident in (*)

Address (*)

Phone No. (**)

Email (**)

Valid ID document (type) (*)

Issued by (*)

No. (*)

(to be enclosed as a copy)

(§)The Company will process the personal data in accordance with the information attached.

.(*) Mandatory. (**) It is recommended to fill. Società per Amministrazioni Fiduciarie SPAFID S.p.A.

RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998

in quality of (tick the box that interests you) (*)

shareholder with the right to vote

OR IF DIFFERENT FROM THE SHARE HOLDER

  • legal representative or subject with appropriate representation powers (copy of the documentation of the powers of representation to be enclosed)
  • pledgebearer usufructuary custodian manager other (specify) ………………………………………………………………………………………………

Name Surname / Denomination (*)

(complete only if

Tax identification code or other identification if foreign (*)

the shareholder is

Born in (*)

On (*)

different from the

proxy signatory)

Registered office / Resident in (*)

Related to

No. (*) ___________________ shares Recordati - ISIN IT0003828271

Registrated in the securities account (1) n. ___________________ at the custodian ___________ ABI ________ CAB _____

referred to the communication (pursuant to art. 83-sexies Legislative Decree n. 58/1998) (2) No. __________________________ Supplied by the intermediary: _________________________________

(to be filled in with information regarding any further communications relating to deposits)

DELEGATES SPAFID S.p.A. to participate and vote in the Shareholders' Meeting indicated above as per the instructions provided below.

DECLARES

  • that he/she/it is aware that the proxy to the Designated Representative might contain voting instructions even only in respect of some resolution proposals in the agenda and that in this case, the vote shall be expressed for the sole proposals in respect of which instructions have been granted;
  • to have requested from the custodian the communication for participation in the Meeting as indicated above;
  • that there are no reasons for incompatibility or suspension of the exercise of voting rights.

AUTHORIZE Spafid and the Company to the treatment of his/her/its personal data for the purposes and under the terms and conditions specified in the attached information document

(Place and Date) *

(Signature) *

Società per Amministrazioni Fiduciarie SPAFID S.p.A.

2

RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998

VOTING INSTRUCTIONS (3) (Part 2 of 2)

intended for the Designated Representative only - Tick the relevant boxes

The undersigned (4) (Personal details)

__________________________________________________________________________________________________________

(indicate the holder of the right to vote only if different -

name and surname / denomination)

__________________________________________________________________________________________________________

Hereby appoints Spafid to vote in accordance with the voting instructions given below at Ordinary General Meeting of RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA to be held on 29 April 2022, at 09.30 a.m. on single call.

RESOLUTIONS SUBJECT TO VOTING

Item 1. Board of Directors' Review of Operations; Report of the Board of Statutory Auditors; Financial Statements as at and for the financial year ended 31st December 2021;related and consequent resolutions:

a) Financial Statements as at 31st December 2021;

Proposal of the Board of Directors

Tick only one

In Favour

Against

Abstain

box

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

Società per Amministrazioni Fiduciarie SPAFID S.p.A.

3

RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A.
PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIESOF LEGISLATIVE DECREE 58/1998
b) allocation of the profit for the 2021 financial year.

Proposal of the Board of Directors

Tick only one

In Favour

Against

Abstain

box

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

Item 2. Appointment of the Board of Directors:

a) determination of the number of the Board of Directors' members;

Proposal of resolution (if submitted by the holder of voting rights and published by the issuer)

Tick only one

In Favour

Against

Abstain

(Shareholders' name) ___________________________________

box

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

b) determination of the term of office of the Board of Directors;

Proposal of resolution (if submitted by the holder of voting rights and published by the issuer)

Tick only one

In Favour

Against

Abstain

(Shareholders' name) ___________________________________

box

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

Società per Amministrazioni Fiduciarie SPAFID S.p.A.

4

RECORDATI INDUSTRIA CHIMICA E FARMACEUTICA S.p.A.

PROXY FORM TO THE DESIGNATED REPRESENTATIVE PURSUANT TO ART. 135-UNDECIES OF LEGISLATIVE DECREE 58/1998

c) appointment of the members of the Board of Directors; relative and consequent resolutions;

Indicate the number of the chosen slate or Against /Abstain with reference to all slates

Tick only one

Slate no.

Against

Abstain

box

_______

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

d) determination of the remuneration of the members of the Board of Directors;

Proposal of resolution (if submitted by the holder of voting rights and published by the issuer)

Tick only one

In Favour

Against

Abstain

(Shareholders' name) ___________________________________

box

If circumstances occur which are unknown or in the event of a vote on amendments or additions to the resolutions submitted to the meeting (5)

Tick only one box

Modify the instructions (express preference)

confirms the instructions

revokes the instructions

In Favour : ___________________________

Against

Abstain

Società per Amministrazioni Fiduciarie SPAFID S.p.A.

5

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Recordati S.p.A. published this content on 18 March 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 March 2022 17:38:02 UTC.