MyBest Group S.p.A. Extraordinary General Meeting
STUDIO DEI NOTAI
RUBEN ISRAEL - ELENA TERRENGHI
Via Filippo Carcano, 47 - Tel. 02/4980219
File no. 32489 Volume no. 12993
Minutes of the Extraordinary General Meeting
REPUBLIC OF ITALY
In the year 2020 (twenty-twenty)
On the 5th (fifth)
at 04.18pm (eighteen minutes past four in the afternoon).
In Milan, at my office on via Carcano 47.
Before me, Mr. Ruben Israel, notary in Milan, registered in the Notarial District of Milan, personally appeared:
- Mr. Fabio Regolo, born in Milan on the 12th of August 1964, domiciled for the purposes of office at the registered office, known to me to be the person whose name is declared herein, who, declaring to act in his capacity as Chairman of the Board of Directors and in the interest of the Italian joint-stock company:
"Mybest Group S.p.A."
With registered office in Sesto San Giovanni, Viale Casiraghi 359, share capital € 7,462,592.50, subscribed and paid in for € 3,334,309.50, Milano - Monza-Brianza – Lodi business register registration number and tax code: 04227580968, R.E.A. number MI-1735084,
Asks me to enter in the record the extraordinary general meeting of the company, which met here on second call, with notice published in the Gazzetta Ufficiale della Repubblica Italiana – Part Two - no.8 of 18 January 2020, in accordance with article 9 of the deed of incorporation, to discuss and decide on the following
1) Provisions of article 2447 of the Civil Code;
2) Appointment of the new administrative body and auditor;
3) Possible adoption of ancillary instruments to protect creditors.
Accepting the request made, I hereby acknowledge that the meeting takes place as follows.
According to the deed of incorporation, the appearing party, act in his capacity as specified above, presides over the General Meeting and, after performing all the checks required by law, ascertains and acknowledges that:
- the general meeting to be held, on first call, at this place and at this time, on 4 February 2020, as deserted;
- the share capital of € 3,334,309.50 consists of 6.666.619 shares with no nominal value, of which 144.340 are treasury shares;
- in addition to treasury shares, there are, after verification of the identity and validation by the Chairman:
* FOR2NET S.r.l., with registered office in Milan, holding 2,649,544 shares, here represented by its Chairman of the Board of Director, Mr. Daniele Viganò;
* Agenzia Generale Ina - Assitalia Monza B.B.R. Assicurazioni S.r.l., with registered office in Milan, holding 89.324 shares, here represented by Mr. Giorgio Alessandro Bramati by proxy, duly recorded by the company,