Italian Wine Brands S p A: Proxy for participation in the 2022 General Meeting


The undersigned (1)

*Firstname name ___________________________________________ or

*Company name ______________________________________________________________________ *Born in________________________________________________ *Prov _____ *on________________________________ *Tax code _______________________________________ Telephone number_________________________________________ *Residence address or registration desk _______________________________________________________________

*Firstname name ___________________________________________ or

*Company name ______________________________________________________________________ *Born in________________________________________________ *Prov _____ *on________________________________ *Tax code _______________________________________ Telephone number_________________________________________ *Residence address or registration desk _______________________________________________________________

Person(s) authorized to exercise the right over the shares of Italian Wine Brands SpA as:


pledgee assignee


guardian manager

legal representative

agent with power to subdelegate

Delegate(s) to, jointly and severally _____________________________________________________________________

[surname and name or company name]

with the right to be replaced by, jointly and severally __________________________________________________________

[surname and name or company name]

to represent him in Ordinary Shareholders’ Meeting of Italian Wine Brands SpA called for days:

  • April 26, 2022, at 8 a.m. at Provinco Italia SpA, Via per Marco n. 12/b, Rovereto (TN), on first call;

  • April 27, 2022, at 2:00 p.m.same place, on second call.

  • with reference to ordinary shares no. ________________________________ of Italian Wine Brands SpA

  • with reference to all the common shares of Italian Wine Brands SpA for which he has requested communication to participate the general Assembly,

with the following agenda:

“1. Italian Wine Brands SpA financial statements as of December 31, 2021 and allocation of the result for the year.

  • 1.1 Approval of the financial statements as of December 31, 2021, after examination of the reports of the statutory auditors and the college of statutory auditors; presentation of the consolidated financial statements of the IWB Group as of December 31, 2021; related and consequential resolutions.

  • 1.2 Appropriation of profit for the year. Related and consequential resolutions.

2. Integration of the Board of Directors by appointment of two directors in accordance with article 2386, first paragraph, of the Italian Civil Code and article 18.2 of the articles of association. Related and consequential resolutions.”

  • (1) Full name of the beneficiary as it appears on the copy of the communication to attend theth general meeting postponed in article 83-sexies of Legislative Decree 58/1998 (date of registration).

  • (2) For this purpose, the person holding the shares on the date referred to in Article 83-sexies of Legislative Decree 58/1998.

In order to facilitate participation in the General Meeting, you are invited to send this power of attorney as soon as possible, as well as any supporting documents justifying your signing powers. The delegate may, instead of the original, submit or transmit a copy, including on electronic medium, of the power of attorney, certifying under his own responsibility the conformity of the power of attorney with the original and the identity of the delegator. documents, including this power of attorney, must be sent to the Company by sending a registered letter to the registered office of the Company in Milan, Viale Abruzzi 94, or by electronic notification to the certified e-mail address[email protected].

Place date




Instructions for constituting the proxy to vote

If unable to attend the General Meeting, the beneficiary has the right to appoint a person of his choice as a delegate to attend and vote.

(a) The proxy must be in writing, dated and signed and the name of the delegate must be entered by the shareholder and not by third parties;

  • (b) the representation can only be given for the individual Sshareholders Meetings, with effect also for subsequent calls, with the exception of:

    • (i) general power of attorney; or

    • (ii) a power of attorney conferred by a company, association, foundation or other collective body or institution (“Entity”) to an employee;

  • (c) in the cases referred to in points (b)(i) and (b)(ii) and whenever the person entitled to exercise the right to attend and vote is an Entity, a copy of the documentation which confers the powers of representation must be attached to the power of attorney to be kept in the records of Italian Wine Brands SpA;

  • (d) if representation is conferred on an Entity, it may only delegate it to an employee or collaborator;

  • (e) the proxy can also be given to a person who is not a shareholder of Italian Wine Brands SpA;

  • (f) in the case of co-ownership of shares, the proxy must always be issued with the signatures of all co-owners, even if the person present is also a co-owner;

  • (g) it is recalled that in the event of a proxy given in the absence of specific voting instructions from the delegator to the delegatee, the regulations relating to significant holdings in listed issuers pursuant to Article 118, paragraph 1, letter c) of the Consob Regulation n. 11971/99, as referred to in article 8 of the statutes of Italian Wine Brands SpA, can be applied;

  • (h) the granting of a proxy to a representative in conflict of interest is permitted provided that the representative informs the shareholder in writing of the circumstances giving rise to the conflict of interest and that there are specific voting instructions for each resolution on which the representative must vote on behalf of the shareholder.

  • (i) Shareholders are invited to read article 2372 of the Italian Civil Code, which sets the limits on the granting of proxies.

For any clarification or additional information on the procedures for participating in the General Meeting of IWB SpA, please contact the Company at the following telephone number: +39.02.30516516 – e-mail:[email protected].


We remind you, in accordance with article 13 of regulation no. 679/2016 (GDPR), that the data contained in the proxy form will be processed by IWB SpA – the data controller – to manage the debates of the General Assembly, in accordance with current legislation on the protection of personal data. In addition to the aforementioned purposes, the aforementioned data may be processed in order to comply with the obligations provided for by law, regulation or legislation of the European Union. The legal basis of the processing is therefore the shareholder (or delegate) relationship of IWB SpA and the need to comply with a legal obligation. IWB SpA keeps the data for a period that does not exceed the fulfillment of the purposes for which they were collected and subsequently processed, as well as for the period required by law, for administrative purposes and for the management of possible complaints / disputes.

The processing is carried out manually and/or by means of IT and telematic tools with logic related to the aforementioned purposes and, in any case, in such a way as to guarantee security and confidentiality.

Personal data may be known to our employees who are specifically authorized to process them, as Data Controllers or Managers, for the pursuit of the aforementioned purposes; such data may be disclosed (in particular, certain personal data may be disclosed to the financial market, in accordance with current legislation and CONSOB regulations) or communicated to specific persons in fulfillment of a legal obligation, a regulation or European Union legislation, or. on the basis of instructions issued by Authorities authorized to do so by law or by supervisory and control bodies (including, for example, Directors, Statutory Auditors, Statutory Auditor, etc.); without the data indicated as mandatory

it is not possible to authorize the delegate to attend the General Assembly.

The data subject has the right to know, at any time, what data is held by us, its origin and how it is used; also has the right to have this data updated, corrected, completed or deleted, to request its blocking and to oppose its processing (within the limits and under the conditions provided for in Articles 15-21 of the GDPR) by contacting IWB SpA (telephone number 02.30516516).

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