In item 2, the Board of Directors proposes to distribute a dividend of €0.25 per share on 2019 results. On 30 March 2020, the Board of Directors resolved to reduce by 50% the original proposal to distribute a dividend of €0.50 per share, in light of the financial and economic uncertainties generated by the COVID-19 pandemic. In view of the COVID-19 crisis, ECGS is in favour of postponing decisions on the dividend, reductions or suspensions that would allow companies to avoid liquidity risks or not generate risk for their survival. Also considering that the proposed dividend is amply covered by consolidated net earnings and generation of cash, we recommend approval.

In light of the pandemic emergency, the Board also resolved to withdraw the proposal for authorizing a new buyback program in item 3.

In item 5, shareholders are called to a binding vote on the remuneration policy. Several amendments are proposed to the policy approved last year, including, among others, a new performance share plan (to be voted in item 4) and a wider variety of KPIs used to calculate the incentives, through the introduction of ESG-related long-term conditions. The quality of disclosure is at highest levels in Italy, as all performance conditions are disclosed and long-term targets are quantified. Overall remuneration amounts are reasonable: the CEO's aggregate variable remuneration is capped at 275% of the base salary, of which 225% linked to long-term results. We also welcome the amendments made to the 2019 policy, which are aimed at further aligning the interests of executives with the creation of sustainable value in the long term. Therefore, we recommend approval.