Report on corporate governance and ownership 2011 - Indesit


<strong>Report</strong> on corporate governance and ownership at 21 March 2012 on 2011 
Clause 2
a) Adoption of a code of conduct
See Introduction and Principles (Part One).
b) Description of existing risk management and internal control systems in relation to the
financial reporting process (including the consolidated financial statements)
See the following sections of Part Two of the <strong>Report</strong>: 6.2 (The Internal audit function and the Internal
Control Officer), 7 (the Internal Control Committee), 9 (Treatment of Price-sensitive Information), 15
(The Officer charged with drafting the Company’s accounting and corporate documents). On the “Main
characteristics of the existing risk management and internal control systems in relation to the financial
reporting process”, see Annex 1 to this <strong>Report</strong>.
c) Shareholders’ meetings procedures
See 10.3 (Shareholders’ meetings and Rules).
d) Composition and operation of administration and control bodies and their committees
See sections 1 (Board of directors), 4 (Human Resources and Remuneration Committee), 6 (Internal
Control System), 7 (Internal Control Committee), 11 (Statutory Audit Committee).
3. New developments in 2011
In 2011, the Group was engaged in the following corporate governance activities:
• adjustment to new regulations on transparency in the remuneration of key management posts in
the Company in view of art. 123-ter, TUIF, introduced by D.Lgs. 259/2010;
• new foreign legislation on the liability of organizations;
• updating of the Shareholders’ Meeting Rules;
• review of the powers and authority structure following organizational modifications.
4. Plans for 2012
The Company will now be engaged in the following corporate governance activities:
• adjustment to the new regulations on gender equality pursuant to law 120/2011;
• other statutory updates;
• adjustment to the new version of the Code published 5/12/2011;
• review of the Organizational Model and Code of Conduct in relation to the introduction of new
predicate offences;
• possible review of the process of adjusting to the SHRD in response to subsequent regulatory
changes.
There have been no significant changes to the Group’s governance system since the end of 2010.
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