INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM

On May 14, 2025, the Board of Directors granted the Chairman powers regarding the internal control and risk management system.

Internal Control and Risk Management Committee.

Board of Statutory Auditors.

The Internal Control and Risk Management Committee has investigative, advisory, and propositional functions with respect to assessments and decisions regarding the Company’s Internal Control and Risk Management System. In particular, its role is to assist the Board of Directors in defining the guidelines of the Internal Control System, in identifying a person responsible for supervising its functioning, and in evaluating the adequacy, effectiveness, and actual operation of the Internal Control System.

The Internal Control and Risk Management Committee periodically reports to the Board of Directors on the results of its activities and its assessments regarding the adequacy of the Internal Control System, also formulating any proposals as appropriate.

The Internal Audit Function operates within the scope of Fincantieri, its subsidiaries pursuant to Article 93 of the TUF, and joint ventures/holdings jointly owned with other partners in accordance with the specific provisions set out in the agreements between the parties.

The Internal Audit Function plays a primary role in the process of verifying and assessing the Internal Control and Risk Management System, with the main tasks of:

• verifying its operation and adequacy, both on an ongoing basis and in relation to specific needs, through an Audit Plan approved by the Board of Directors;

• providing support to the company’s top management and management in matters relating to the Internal Control and Risk Management System (SCIGR), in order to promote the efficiency, effectiveness and integration of controls within business processes.

The role of manager in charge of preparing the company’s accounting documents (the “Manager in Charge”) has been assigned to Felice Bonavolontà, Head of the Group Accounting and Administration Function, by the Board of Directors at its meeting held on 29 May 2025, following the opinion of the Board of Statutory Auditors, until the expiry of the current Board of Directors’ term.

In compliance with the provisions of Article 154-bis of the TUF and Article 26 of the Articles of Association, the Manager in Charge is an expert in administration, finance, control and sustainability, and possesses the integrity requirements prescribed by current regulations for Directors. The Manager in Charge establishes appropriate administrative and accounting procedures for the preparation of the separate and consolidated financial statements, for the process of preparing the sustainability statement, as well as for any other financial communication.

The acts and communications of the Company disseminated to the market and relating to accounting information, including interim reports, must be accompanied by a written statement from the Manager in Charge, certifying their correspondence to the documentary evidence, books and accounting records.

In particular, the Manager in Charge, together with the Chief Executive Officer, certifies by means of a specific report on the separate financial statements, the consolidated financial statements, and the condensed half-yearly financial statements:

• the adequacy and effective application of the administrative and accounting procedures and of the process for preparing the sustainability statement during the period to which the documents refer;

• that the documents are prepared in accordance with the applicable international accounting standards recognized in the European Community pursuant to Regulation (EC) No. 1606/2002 of the European Parliament and of the Council of 19 July 2002;

• the correspondence of the documents to the results of the books and accounting records;

• the suitability of the documents to provide a true and fair view of the financial position, results of operations, and cash flows of the Company and of the group of companies included in the consolidation;

• for the separate and consolidated financial statements, that the management report includes a reliable analysis of the performance and results of operations, as well as of the situation of the Company and of the group of companies included in the consolidation, together with a description of the main risks and uncertainties to which they are exposed;

• for the condensed half-yearly financial statements, that the interim management report contains a reliable analysis of the information referred to in Article 154-ter, paragraph 4 of the TUF.

Pursuant to Article 154-bis, paragraph 5-ter of the TUF, the Manager in Charge, together with the Chief Executive Officer, also certifies that the sustainability statement included in the management report has been prepared in accordance with the reporting standards applied pursuant to Directive 2310/34/EU of the European Parliament and of the Council of 26 July 2013, and the Legislative Decree adopted in implementation of Article 13 of Law No. 15 of 21 February 2024, and with the specifications adopted pursuant to Article 8, paragraph 4, of Regulation (EU) 2020/852 of the European Parliament and of the Council of 18 June 2020.

In order to facilitate information flows, the Manager in Charge is entitled to attend meetings of the Board of Directors with reference to matters relating to accounting.

The Manager in Charge prepares periodic reports regarding the planning of activities to be carried out and the results of the controls performed, which are made available to the Board of Directors.

The Board of Directors verifies, pursuant to Article 154-bis of the TUF, that the Manager in Charge has adequate powers and resources for the performance of the tasks assigned to him.

In accordance with the provisions of the Organization, Management and Control Model pursuant to Legislative Decree 231/2001, the Supervisory Body (OdV) of Fincantieri is appointed by the Board of Directors and remains in office for three financial years, and in any case until the appointment of the new Supervisory Body.

The Supervisory Body is established as a collegial body capable of ensuring an adequate level of independence, professionalism, and continuity of action. Specifically, it is composed of:

• two members (including the Chairman) selected from outside the company structure, chosen from individuals with proven experience, independence and professionalism;

• one internal member, also to ensure coordination among the various parties involved in the Internal Control and Risk Management System (SCIGR).

The Supervisory Body in office for the three-year period 2024–2026 was appointed by the Board of Directors on 16 April 2024 and is composed as follows:

• External members: Attilio Befara (serving as Chair) and Iole Savini

• Internal member: Davide Carlino (Head of Internal Audit).

Within the Legal, Corporate Affairs and Compliance Department, headed by the Company’s General Counsel, in addition to the Group Compliance, Anti-Corruption and 231 Model Function, there are two other functions responsible for overseeing legal and compliance risk. These functions are impartial and independent, as they do not report, either hierarchically or functionally, to the business functions involved.

• Corporate Affairs Function: This function is responsible for ensuring compliance with the requirements set out by law, regulatory provisions, the Articles of Association, the Corporate Governance Code, and internal regulations, mainly in relation to:

• corporate bodies

• management and disclosure to the market of corporate information and internal dealing regulations

• transactions with related parties

• Data Protection Officer: Through the DPO, the Legal, Corporate Affairs and Compliance Department coordinates activities for the protection of individuals with regard to the processing of personal data, as well as the free movement of such data.