Glass to Power S p A: G2P – Joint report to shareholders on the financial statements

SpA POWER GLASS

of the statutory audit in the paragraph “Reminder of information”, which indicates the following.

As illustrated by the directors in the management report in the paragraph “Foreseeable development of the activity”, the directors established a Cash-flow 2022-2023 discussed and approved by the Board of Directors on May 31, 2022 aimed at guaranteeing the business continuity for the next 12 to 18 months. The prepared plan does not envisage hypothetical income from the sale of products which, although desirable, are still uncertain at the present time; on the cost side, on the other hand, cost saving strategies are envisaged both for the year 2022 and for the following year.

In addition, the directors specify that the company, in order to guarantee its financial solvency for the next twelve months, will rely on the financial resources available at 31.12.2021, on the collection of contributions due in various respects, on the loan of shareholder to which the shareholders have already subscribed and who will soon be paid into the company’s coffers at the same time as the six-month moratorium granted by a credit institution for the payment of the second installment (out of three) of €300,000, maturing on 06.30.2022 subject to subscription and payment of an amount at least equal to that of the aforementioned interest-free shareholder loan to be collected by June 2022.

The opinion of the head of statutory audit is not expressed with reservations on this aspect.

1) Surveillance activity within the meaning of Art. 2403 et seq. CC

We checked compliance with the law and the articles of association, compliance with the principles of good administration and, in particular, the adequacy of the organizational structures, the administrative and accounting system and their practical operation.

We participated in general meetings and meetings of the board of directors and, based on the information available, we have no particular findings to make.

We obtained from the administrative body sufficiently in advance and also during the meetings held, information on the orientation of the general management and its foreseeable evolution, as well as on the most important operations, due to their size or their characteristics, carried out by the company and, on the basis of the information acquired, we have no particular observations to report. We quickly exchanged data and information with the auditor regarding the exercise of our monitoring activity.

We have acquired knowledge and checked the adequacy of the organizational, administrative and accounting structure and its concrete functioning also by collecting information from the heads of the functions and in this respect we have no particular observations to report.

We have acquired knowledge and checked, to the extent of our skills, the adequacy and functioning of the administrative-accounting system, as well as the reliability of the latter in the correct representation of management events, by obtaining information from those responsible for the functions and reviews of company documents, and in this respect we have no particular observations to report.

No complaints were received from shareholders pursuant to Art. 2408 of the Italian Civil Code

We have not made any report to the administrative body under and for the purposes of Art. 15 dln 118/2021.

On July 20, 2021, the Board of Statutory Auditors issued a specific opinion relating to the remuneration due to Directors exercising specific mandates, requested from the Chairman of the Board Dr. Lenzi by the Managing Directors Dr. Emilio Sassone Corsi and Dr. Guido Massari. On this occasion, the Board issued a negative opinion on the allocation of the compensation of the Chief Executive Officer and the Chief Financial Officer