PRESS RELEASE
Stezzano, 29 April 2014

The General Shareholders’ Meeting of Brembo was held today in Stezzano (Bergamo,Italy) and resolved on: the approval of the 2013 Annual Report and the distribution of a gross dividendof €0.50 per share the appointment of the Board of Directors and the Board of Statutory Auditors
 the amendment to Article 5 of the By-laws the plan for the buy-back and sale of own shares
Approval of the Financial Statements and allocation of net income
The General Shareholders' Meeting of Brembo, held today at the Stezzano (Bergamo, Italy)
headquarters under the chairmanship of Alberto Bombassei, approved the Financial Statements forthe year ended 31 December 2013 and the distribution of a gross dividend of €0.50 per shareoutstanding at ex-coupon date, with the exclusion of the Company’s own shares.
Payment date will be on 15 May 2014, with coupon No. 22 ex-date 12 May and record date 14 May.
Brembo S.p.A.’s net revenues for 2013 amounted to €638 million, essentially in line with the previousyear. The General Shareholders’ Meeting approved the following allocation of net income, whichamounted to €41.4 million:
 to the Shareholders a gross dividend of €0.50 per ordinary share outstanding at ex-coupon
date, with the exclusion of own shares;
 the remaining amount to reserves.
Appointment of the Board of Directors
Based on the two lists of candidates received, the General Shareholders' Meeting appointed the new
Board of Directors, which will remain in office until the approval of the Financial Statements for theyear ending 31 December 2016. The Board is made up as follows:
Board of Directors
Alberto Bombassei

ChairmanElected from the list submitted by Nuova Fourb

Matteo Tiraboschi
Andrea Abbati Marescotti
Cristina Bombassei
Umberto Nicodano
Barbara Borra
Gianfelice Rocca
Giovanni Cavallini
Giancarlo Dallera
Pasquale Pistorio
Bianca Maria Martinelli

Deputy Chairman
Executive
Executive
Non-executive
Independent
Independent
Independent
Independent
Independent
Independent

Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by a group ofShareholders (2.11% of share capital)

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Appointment of the Board of Statutory Auditors
Based on the two lists of candidates received, the General Shareholders' Meeting has appointed theBoard of Statutory Auditors, which is composed of the following members:
Board of Statutory Auditors
Raffaella Pagani
Auditor - Chairwoman
Sergio Pivato
Milena T. Motta

Auditor
AuditorMarco Salvatore
Myriam Amato

Alternate AuditorAlternate Auditor

Elected from the list submitted by a group ofShareholders (2.11% of share capital)
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by Nuova Fourb
Elected from the list submitted by a group ofShareholders (2.11% of share capital)

The resumes of Directors and Statutory Auditors, as well as additional documentation required bycurrent applicable laws and regulations are available on the website:
http://www.brembo.com/it/Investitori/Informazioni-per-gli-azionisti/Pages/Assemblea-soci-2014.aspx.
Amendment to Article 5 of the By-laws
The Shareholders’ Meeting also granted the Board of Directors the power to increase share capital,
excluding option rights, pursuant to Articles 2443 and 2441, paragraph 4, of the Italian Civil Code.
Plan for the Buy-back and Sale of Own Shares
The plan for the buy-back and sale of own shares approved by the General Shareholders’ Meeting is
as follows.
1. Reasons for which this authorisation is requested: undertaking, directly or through intermediaries, any investments also to limit abnormal
movements in stock prices, stabilising stock value and supporting the liquidity ofCompany’s stock on the market, so as to foster the regular conduct of trading beyond
normal fluctuations related to market performance;
 carrying out, in accordance with the Company’s strategic guidelines, share capitaltransactions or whatsoever transaction which makes it necessary or appropriate share
package swaps through exchange, contribution, or any other available methods;
 buying back own shares as a medium-/long-term investment.

2. The Company’s share capital amounts to €34,727,914 and is divided into 66,784,450 ordinary
shares (including 1,747,000 own shares in portfolio) with a nominal value of €0.52 each.
Under the said authorisation, the Board of Directors would be allowed to buy and/or disposeof, on one or more tranches, up to a maximum of 1,600,000 own shares which, together withown shares in portfolio at the date of the Shareholders’ Meeting, would represent 5.01% ofCompany’s share capital.
3. The minimum purchase price is €0.52 (fifty-two euro cents) and the maximum purchase priceis €30.00 (thirty euro), for a maximum expected outlay of €48,000,000. With reference to thedisposal of own shares, the Board of Directors will define, from time to time, all the criteria to
set the relevant consideration and/or methods, terms and conditions to use own shares in
portfolio, taking due account of the realisation methods applied, the price trend of the stock in
the period before the transaction and the best interest of the Company.
4. The authorisation to buy back own shares has a duration of 18 months from the date of theShareholders’ resolution (29 October 2015).

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5. Own shares shall be purchased or disposed of on regulated markets, on one or more
tranches, on a revolving basis, in accordance with applicable regulations in force, so as toensure equal treatment to all Shareholders and not to allow direct matching of buy orders withpredetermined sell orders.
The sale of own shares held will be effected in the most appropriate way in the interest of theCompany, including on-the-market and off-market disposal, or swaps with equity investments
as part of industrial projects.
Board of Directors: Appointment of the Chief Executive Officer and Composition of theCorporate Governance Committees
At its meeting following the General Shareholders' Meeting, the Board of Directors of Brembo S.p.A.,
chaired by Alberto Bombassei, granted the powers and prerogatives of Chief Executive Officer toAndrea Abbati Marescotti, thereby also confirming the powers granted to the Chairman and to theExecutive Deputy Chairman Matteo Tiraboschi.
The Board verified the satisfaction of independence requirements by the independent Directors andmembers of the Board of Statutory Auditors pursuant to Article 148, paragraph 3, of the Consolidated
Law on Finance (TUF) (applicable to Directors in accordance with Article 147-ter, paragraph 4, ofTUF) and the Corporate Governance Code promoted by Borsa Italiana, on the basis of theinformation provided by such Directors and Auditors in confirmation of the information presented in
the above summary table.
The Board of Statutory Auditors then verified that the criteria adopted by the Board of Directors had
been properly applied.
The following Committees were set up and the following appointments made in accordance withapplicable laws and regulations:
Remuneration & Appointments Committee
Barbara Borra(Chairwoman) - IndependentUmberto Nicodano
Non-executive
Giovanni Cavallini
Independent
Audit & Risk Committee*
Giovanni Cavallini(Chairman) - Independent
Bianca Maria Martinelli
Independent
Giancarlo Dallera
Independent(*it also acts as the Related Party Transactions Committee)
Lead Independent Director
Pasquale Pistorio
Director in charge of overseeing the Internal Control andRisk Management System
Cristina Bombassei
Executive in charge of implementing Law 262
Matteo Tiraboschi
In addition, the Board of Directors assigned the function of Supervisory Committee to the Board ofStatutory Auditors, which will rely on the collaboration of the Internal Audit Director, Alessandra
Ramorino, Attorney Marco Bianchi (Studio Castaldi Mourre & Partners) and Mario Tagliaferri (StudioLexis).

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Pursuant to Article IA.2.6.7 of the Instructions on the Rules of Markets organised and managed by
Borsa Italiana, the Directors disclosed the following equity interests in Brembo S.p.A. at theappointment date: A. Bombassei 35,744,753 shares (through Nuova Fourb S.r.l.).

---------------------------------------------------------------------------------------------The operating and financial figures for the first quarter of 2014 will be examined by the Board ofDirectors on 14 May 2014.
The manager in charge of the Company’s financial reports, Matteo Tiraboschi, declares, pursuant toparagraph 2 of Article 154-bis of Italy's Consolidated Law on Finance, that the accounting information
contained in this press release corresponds to the documented results, books and accountingrecords.

Company contacts:
Investor Relator
Matteo Tiraboschi
Tel. +39 035 605 2899

Communications and Institutional Relations Director
Thanai Bernardini
Tel. +39 035 605 2277 +39 335 7245418
Email: press@brembo.it

Email: ir@brembo.it
www.brembo.com

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