Why Sodali? Sodali is recognized as the global leader in corporate governance consulting, shareholder transactions and institutional investor relations. When a company’s board and managers are facing demands from investors, looking for their support, or trying to manage their expectations, they turn to Sodali for advice and services. Why Sodali? Here are 12 reasons: 1.Sodali is committed to “aligning interests.” Our goal is to prevent problems rather than increase confrontation. We help companies define issues and deal with shareholders proactively before problems arise. 2.Sodali is the only truly international provider of these services. We are based in Europe with offices in New York, London, Sao Paulo and Tokyo. 3.Sodali draws upon local expertise to provide customized service in each market we serve, having offices, representatives and clients in 19 countries around the globe. We bring an international perspective and centralized resources, but with a focus on local law and business practices. 4.Sodali works hard to establish the trust of institutional investors and maintain their confidence. Our credibility with investors gives us access and an edge when clients need their support. 5.Sodali works only for companies, not for dissidents or activists. We are not an opportunistic “gun for hire.” 6.Sodali treats the Annual General Meeting as a definitive corporate governance event, where shareholders can learn about the company and the company can learn about its owners and the constituencies it serves. 7.Sodali has mastered the mechanics of cross-border share voting. We know who makes the decisions at each ownership level and we work in tandem with proxy advisors, intermediaries, custodians and their back office operations. 8.Sodali is a both a thought leader in corporate governance and a provider of practical solutions that help clients use governance constructively in support of business goals. 9.Sodali is the first firm of the industry that has published its Code of Business Conduct and is publicly committed to avoiding conflicts of interest. 10.Sodali combines the expertise and resources of a large global enterprise with the personalized service of a small boutique. The client comes first. 11.Sodali is an independent, employee-owned firm with no conflicting business objectives. 12.Sodali has achieved an unbroken track record of success for our clients. LONDON NEW YORK ATHENS BEIJING COPENHAGEN GENEVA MADRID MILAN PARIS ROME SAO PAULO TOKYO [email protected] www.sodali.com SELECTED CLIENTS SODALI SERVICES General Meeting and Transactional Services jj jj jj jj jj jj Ownership analysis and profliling Preparation and Conduct of AGMs EGMs, Activist Proposals and Contested Elections Mergers and Acquisitions Takeover Preparedness and Defense Restructurings & Bondholder Programs Corporate Governance Advisory Consulting Services jj jj jj jj jj jj Corporate Governance Assessment Board Evaluation Outreach and Engagement with Shareholders Workshops on Corporate Governance & Shareholder Communication Corporate Governance Consulting for private companies Services related to initial public offerings T. +44 (0)20 71006451 | [email protected] | www.sodali.com London Beijing Madrid Rome 103 Wigmore Street, Nations House 9th floor, London W1U 1QS Shangdu International Center, No.8 East Bridge Road, Chaoyang District 100020, Beijing, China Hermosilla 11, planta 4 Madrid 28001 43, Via XXIV Maggio Rome 00187 New York Copenhagen Milan Sao Paulo 509 Madison Avenue - Suite 1206 New York, NY 10022 28, Kongens Nytorv DK-1050 Copenhagen, Denmark 30, Via Manzoni Milan 20121 Rua Diogo Jácome, 518 bl. 3/232 04512-001 São Paulo SP Brasil Athens Geneva Paris Tokyo 4th floor, 4 Eratosthenous Street Athens 11635 23, Quai des Bergues Geneva 1201 20, Rue Quentin Bauchart 75008 Paris Pacific Century Place Marunouchi 8F 1-11-1 Marunouchi, Chiyoda-ku Tokyo 100-6208 Japan