Annual report on corporate governance and the ownership ... - Indesit

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Annex 3 – Structure of the Board of Directors and of the Committees of Indesit Company S.p.A. Board of Directors Number of posts held Number of posts held Internal Control Committee Human Resources & Remuneration Committee Non- Office Name Executive executive Indep. Indep. TUIF * ** *** **** * **** * Honorary Chairman (1) Vittorio Merloni 0% n/a n/a Chairman (2) Andrea Merloni X 100% 0 2 CEO Marco Milani X 100% 1 0 Director (3) Bruno Busacca X X 100% n/a n/a Director Innocenzo Cipolletta X X 100% 1 5 X 100% Director (3) Adriano De Maio X X X 66.6% n/a n/a Director (3) Luca Garavoglia X X X 0% n/a n/a Director Mario Greco X X 100% 2 4 X 100% Director (3) Hugh Malim X X 100% n/a n/a X 100% Director (3) Emma Marcegaglia X X 0% n/a n/a Director Antonella Merloni X 100% 0 1 X 100% Director Maria Paola Merloni X 57.1% 0 1 X 100% Director Paolo Monferino X X x 100% 2 1 X 100% Director (4) Valerio Battista x x x 75% 1 0 Director (4) Francesco Caio x x 75% 3 0 X 50% Director (4) Paolo De Cesare x x 75% 1 0 Director (4) Aristide Merloni x 75% 0 2 Number of meetings in 2010: Board: 7 Internal Control Committee: 4 Human Resources & Remuneration Committee: 3 NOTES * Percentage of attendance by directors at meetings of the Board or Committees. ** Number of posts held in other listed companies, including foreign ones. *** Number of posts held in other financial companies, banks, insurance companies or other large organisations. **** “X” indicates the chair of the Committee. (1) Chairman until 29 April 2010, Honorary Chairman since 29 April 2010. (2) Vice Chairman until 29 April 2010, Chairman since 29 April2010. (3) Post held until 29 April 2010. (4) Post held since 29 April 2010. Report on corporate governance and ownership at 22 March 2011 on 2010 43
Annex 4 – Curriculum vitae of the members of the board of Statutory Auditors of Indesit Company S.p.A. Angelo Casò Born in Milan in 1940, he lives in Milan. A graduate in Economics and Commerce (Università Commerciale “Luigi Bocconi”, Milan). He was registered as a public accountant in Milan in 1965. Entered in the “Albo dei Dottori Commercialisti” (Register of Public Chartered Accountants), Court of Milan on 27 January 1965. Chartered accountant since 18 th February 1971 (D.M. 18.02.1971 G.U. 55, 3 rd March 1971. “Registro dei Revisori Contabili”, decree dated 12.04.1995 GURI no. 31–bis IV, serie speciale, 12.04.1995). He has been a member of the Accounting Standards Commission of the “Consiglio Nazionale dei Dottori Commercialisti e dei Ragionieri” since it was set up and is currently chairman of its Commission for “Principles of Conduct for Statutory Audit Committees”. He chaired the “Fédération des Experts Comptables Européens” (F.E.E.) from 1991 to 1993, having been its vice-chairman for six years. He was a member of the Milan Chamber of Arbitration from 1998 to 2005. He was a member of the International Auditing Practices Committee of IFAC (now the IAASB) from 1993 to 2000. He was a member of the board of IFAC (International Federation of Accountants) from 2001 to 2005. He chaired the scientific-technical committee of O.I.C. (Organismo Italiano Contabilità) from February 2004 to March 2008. He has chaired the governing body of the O.I.C. since March 2008. His sole occupation since 1965 has been that of public accountant (based in Milan). Andrea Amaduzzi Born in Milan in 1969, he graduated in Business Economics at Università Commerciale “Luigi Bocconi” in Milan in 1992, having already taken a “Major en Contrôle de Gestion” at the H.E.C. (Grande école des Hautes Études Commerciales), Jouy en Josas (France) in 1991. He enrolled in the Milan Public Accountants of Chartered Register in 1996 and has been a chartered accountant since 1999. He is a professor of “Business Economics” at the Economics Faculty of Università degli Studi of Milan, Bicocca. At the Economics Faculty of “Università degli Studi of Milan, Bicocca”, he is Co-ordinator of the “Business Economics” section of the “Business Economics Sciences” Department, and of the “Business Economics Sciences” postgraduate degree course and a member of the academic board for “Business Economics and Strategy” research doctorate studies and he is teaching “Financial statements” and “Company appraisals”. He is also the author of numerous publications, mainly on international accounting standards and companies and assets appraisals. Luigi Biscozzi Born in Salice Salentino (LE) in 1934. He graduated in business economics (Università Commerciale Luigi Bocconi, Milan) and enrolled in the Milan Accountants of Chartered Register in 1966. He has been an official auditor since 1972 and a registered auditor since 1995. He was the tax partner at Peat Marwick & Mitchell (now KPMG) in Milan from 1965 to 1976. In 1976 he was established partner of Studio Legale e Tributario L. Biscozzi - A. Fantozzi, now Studio Legale e Tributario Biscozzi Nobili. 44 Report on corporate governance and ownership at 22 March 2011 on 2010
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