2012 Annual Report - Italcementi Group

all, 76.5 million euro from the elimination of the reciprocal financial positions between
Italcementi S.p.A. and Cementificio di Montalto S.p.A., merged at the end of 2012.
Transactions with related parties
Italcementi S.p.A. had transactions with the following related parties:
- the parent, Italmobiliare S.p.A., and companies of the Italmobiliare group (subsidiaries,
joint ventures, associates and their subsidiaries);
- subsidiaries, joint ventures, associates and their subsidiaries;
- other related parties.
Transactions with related parties reflect Italcementi S.p.A.’s interest in leveraging the
synergies within the Group to enhance production and commercial integration, employ
competencies efficiently and rationalize use of corporate divisions and financial resources.
No atypical or unusual transactions, as defined by Consob communication DEM/6064293
of July 28, 2006, took place during the year.
All transactions with related parties, whether financial or relating to the exchange of goods
and services, are conducted at normal market conditions and comply with the Code of
Conduct.
The figures pertaining to dealings with related parties and their effect on the company’s
financial position and results of operations are provided in the notes (note 32).
As regards corporate governance, Italcementi S.p.A. has adopted the “Procedure for
transactions with related parties”, detailed in the section dedicated to “Corporate
governance”.
Transactions with Italmobiliare S.p.A. and Italmobiliare group companies
Italcementi S.p.A. is subject to management and coordination by Italmobiliare S.p.A..
Italmobiliare S.p.A.’s management and coordination activities and the intragroup
transactions with Italmobiliare S.p.A. and the other companies subject to its management
and coordination have positively influenced operations and financial results, creating an
efficient use of resources and skills present in and of mutual interest to the two companies.
Italcementi S.p.A. provides Italmobiliare S.p.A. and that company’s subsidiaries with
personnel administration services and receives and provides services. It also provides
Italmobiliare S.p.A. with a share register management service and administration services
for shareholders' meetings.
Following the introduction of the “tax consolidation” regime in Italian tax law, Italcementi
S.p.A. and some of its Italian subsidiaries elected national tax consolidation as per articles
117-129 of the Consolidated Income Tax Act (TUIR), with Italmobiliare S.p.A. as the
consolidating company.
Italcementi S.p.A. does not hold nor held during the year, directly or indirectly, Italmobiliare
S.p.A. shares.
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