Milan, 22 March 2025 – With reference to the ordinary Shareholders’ Meeting of MAIRE S.p.A. (“MAIRE” or the “Company”) convened for 14 April 2025, on first call, and if necessary, for 15 April 2025, on second call, the Company announces that the following documentation is available to the public on the website www.groupmaire.com, section “Governance” – “Shareholders’ Meeting Documents” (Shareholders’ Meeting Documents | Maire) and on the authorized storage system “1 info” (www.1info.it):
- the Annual Financial Report, which includes MAIRE draft Financial Statements as at 31 December 2024, the Consolidated Financial Statements of MAIRE Group as at 31 December 2024, the Report on operations containing the Sustainability Report of MAIRE Group as at 31 December 2024 prepared in accordance with Legislative Decree No. 125 of 6 September 2024 implementing Directive 2022/2464/EU, the certifications as set out by art. 154-bis, paragraphs 5 and 5-ter of Italian Legislative Decree 58/1998, the financial statements reports and the limited assurance on Group Consolidated Financial Statements prepared by the Independent Auditors, as well as the Board of Statutory Auditors’ Report (the “Annual Financial Report 2024”)[1];
- the “Report on Corporate Governance and Ownership Structure 2024” pursuant to art. 123-bis of Legislative Decree 58/1998;
- the “Report on the 2025 Remuneration Policy and fees paid” pursuant to art. 123-ter of Legislative Decree 58/1998 and 84-quarter of Consob Issuers’ Regulations;
- the lists for the appointment of the Board of Directors and the Board of Statutory Auditors;
- the proposals that GLV Capital S.p.A., the shareholder controlling the Company, intends to submit to the Shareholders’ Meeting concerning the “Appointment of the Board of Directors” (item 2 of the Agenda) and, in particular, concerning the items 2.1, 2.2, 2.4 and 2.5 of the Agenda, as well as concerning the “Appointment of the Board of Statutory Auditors” (item 3 of the Agenda) and, in particular, concerning the item 3.2 of the Agenda.
The Annual Financial Report 2024 is also available to the public on the websitewww.groupmaire.com, in the section “Investors” – “Financial Results” (Financial Results | Maire).
For the appointment of both the Directors and the Statutory Auditors, two lists were presented in the terms stated by the applicable laws:
- the lists of the controlling shareholder, GLV Capital S.p.A., holding in total 167,665,134 ordinary shares of MAIRE, with no par value, corresponding to 51.02% of the shares with voting rights;
- the lists of the shareholders: Arca Fondi Sgr S.P.A. manager of the funds: Fondo Arca Economia Reale Bilanciato Italia 30, Fondo Arca Azioni Italia; Eurizon Capital S.A. manager of the fund Eurizon Fund, segments: Equity Planet, Italian Equity Opportunities, Equity Italy Smart Volatility, Equity Europe LTE; Eurizon Capital Sgr S.P.A manager of the funds: Eurizon Step 70 Pir Italia Giugno 2027, Eurizon Am Rilancio Italia Tr, Eurizon Pir Italia Azioni, Eurizon Azioni Italia, Eurizon Azioni Pmi Italia, Eurizon Pir Italia 30, Eurizon Progetto Italia 70, Eurizon Progetto Italia 20, Eurizon Progetto Italia 40; Fideuram Asset Management Ireland manager of the fund Fonditalia Equity Italy; Fideuram Intesa Sanpaolo Private Banking Asset Management Sgr S.P.A. manager of the funds: Fideuram Italia, Piano Azioni Italia, Piano Bilanciato Italia 50, Piano Bilanciato Italia 30; Interfund Sicav - Interfund Equity Italy; Mediolanum International Funds Limited – Challenge Funds – Challenge Italian Equity; Mediolanum Gestione Fondi Sgr S.P.A. manager of the funds: Mediolanum Flessibile Futuro Italia e Mediolanum Flessibile Sviluppo Italia, holding no. 6,388,270 ordinary shares of MAIRE in total, with no par value, corresponding to 1.94385% of the shares with voting rights.
At least 15 days before the date of the Shareholders' Meeting at first call, i.e., in the present case, by 30 March 2025, the documentation pursuant to art. 77, paragraph 2-bis, of Consob Issuers’ Regulations, will be made available to the public at the registered office in Rome and at the operative office in Milan, and may be accessed fixing an appointment sending a specific request to the following certified e-mail address: corporatesecretary@pec.mairetecnimont.it.
[1] The Annual Financial Report 2024 is made available to the public, in the manner indicated above, in the ESEF format indicated by the ESEF Technical Standards referred to in the Delegated Regulation (EU) 2019/815 (so-called "ESEF Regulation"), including the required markings, as well as - on a voluntary basis - in the supplementary formats PDF with graphic contributions and XHTML not compliant with the ESEF Regulation.