Shareholders' Meeting – 20 December 2013: integration of the Board of Directors via appointment of two directors

In the case of non-approval of the proposal of the shareholder Findim Group S.A. for removal of the Board of Directors in office,  the Shareholders' Meeting will be called on to supplement the current composition of the Board of Directors by appointing two Directors (valid until  the expiry of the serving Board of Directors: approval of the Financial Statements at 31 December 2013).

The appointment will be carried out by majority voting.

The Board of Directors proposes the appointment of Professor Angelo Provasoli and another candidate yet to be defined, reserving the right to later disclose this information, without prejudice to the right of those entitled to vote to formulate their own proposals. To this end no minimum shareholding is required.

The shareholders, having demonstrated their entitlement in the forms prescribed by the applicable regulations, will be able to formulate their proposals directly at the meeting, or deliver them, together with a copy of an identity document of the proposing party, no later than 18 December 2013, either

• on paper to the Registered Office at the following address:
  TELECOM ITALIA S.p.A.
  Corporate Affairs - Ref. Agenda
  Piazza degli Affari  2
  20123 MILAN - Italy,

• or by e-mail to the following address assemblea.azionisti@pec.telecomitalia.it.

For each candidate, the following documents must be filed together with the proposals:

1. acceptance of candidacy,
2. a declaration attesting that no causes of ineligibility or incompatibility exist, and that the candidate possesses the requisites of independence specified in Legislative Decree no. 58/1998 (the CFL) and/or the Corporate Governance Code of Borsa Italiana,
3. an exhaustive report on the personal and professional characteristics of the candidate, indicating any appointments as director or auditor of any other company.

The Company is responsible for publishing the information regarding the candidates, presented within the deadlines, on the website www.telecomitalia.com/agm once the necessary checks have been made, the proposing parties have no publication responsibilities.

Reference regulation

Art. 9 Company’s Bylaws