2012 Annual Report - Italcementi Group

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Name, surname Position Period during which the office was held End of office term Fixed remuneration Remuneration for taking part in committees Variable non-equity remuneration Bonuses and other incentives Profit sharing Non- Other monetary remuneration benefits Italo Lucchini Director 1.1 – 31.12 2012 Remuneration Committee (I) Remuneration in the company preparing the financial statements 45,000 15,000 60,000 (II) Remuneration from subsidiaries and affiliated companies 43,240 43,240 Total 88,240 15,000 103,240 Sebastiano Mazzoleni Director 1.1 – 31-12 2012 Total Fair value of equity remuneration End-ofservice bonus and severance indemnity di l (I) Remuneration in the company preparing the financial statements 45,000 45,000 (II) Remuneration from subsidiaries and affiliated companies 38,540 38,540 Total 83,540 83,540 Yves René Nanot Director 1.1 – 31-12 2012 Executive Committee (I) Remuneration in the company preparing the financial statements 90,000 90,000 (II) Remuneration from subsidiaries and affiliated companies 119,160 3,775 144,353 267,288 Total 209,160 3,775 144,353 357,288 Marco Piccinini Director 1.1 – 31.12 2012 (I) Remuneration in the company preparing the financial statements 45,000 45,000 (II) Remuneration from subsidiaries and affiliated companies Total 45,000 45,000 Ettore Rossi Director Supervising Board 1.1 - 31-12 2012 (I) Remuneration in the company preparing the financial statements 45,000 40,000 85,000 (II) Remuneration from subsidiaries and affiliated companies 4,300 4,300 Total 49,300 40,000 89,300 Attilio Rota Director 1.1 – 31.12 2012 Control and Risk Committee Committee for Transactions with Related Parties (I) Remuneration in the company preparing the financial statements 90,000 60,000 150,000 (II) Remuneration from subsidiaries and affiliated companies Total 90,000 60,000 150,000 Carlo Secchi Director 1.1 – 31.12 2012 Control and Risk Committee Committee for Transactions with Related Parties (I) Remuneration in the company preparing the financial statements 45,000 60,000 105,000 (II) Remuneration from subsidiaries and affiliated companies Total 45,000 60,000 105,000 Elena Zambon Director 1.1 – 31.12 2012 (I) Compensi nella società che redige il bilancio 45,000 45,000 (II) Remuneration from subsidiaries and affiliated companies Total 45,000 45,000 Emilio Zanetti Director 1.1 – 31.12 2012 Remuneration Committee (I) Remuneration in the company preparing the financial statements 45,000 15,000 60,000 (II) Remuneration from subsidiaries and affiliated companies Total 45,000 15,000 60,000 Maria Martellini Chairman of the Board 1.1 – 31.12 2011 of Statutory Auditors (I) Remuneration in the company preparing the financial statements 73,687 73,687 (II) Remuneration from subsidiaries and affiliated companies Total 73,687 73,687 Mario Comana Standing Auditor 1.1 – 31.12 2011 (I) Remuneration in the company preparing the financial statements 49,125 49,125 (II) Remuneration from subsidiaries and affiliated companies Total 49,125 49,125 Luciana Gattinoni Standing Auditor 1.1 – 31.12 2011 (I) Remuneration in the company preparing the financial statements 49,125 49,125 (II) Remuneration from subsidiaries and affiliated companies Total 49,125 49,125 228
2012 Annual Report Presentation 4 General information 14 Annual Report Consolidated Annual Report Directors’ report 146 Sustainability disclosure Italcementi S.p.A. Annual Report Separate financial statements 241 Extraordinary session 351 Name, surname Position Period during which the office was held End of office term Fixed remuneration Remuneration for taking part in committees Variable non-equity remuneration Bonuses and other incentives Profit sharing Non- Other monetary remuneration benefits Giovanni Battista General Manager 1.1 – 31.12 - Ferrario (I) Remuneration in the company preparing the financial statements 350,000 169,585 26,990 546,575 (II) Remuneration from subsidiaries and affiliated companies 788,540 714,000 1,502,540 Total 1,138,540 883,585 26,990 2,049,115 Carlo Bianchini Manager in charge of 1.1 – 31.12 2012 preparing the company’s financial statements (I) Remuneration in the company preparing the financial statements 294,565 131,435 5,818 30,000 461,818 (II) Remuneration from subsidiaries and affiliated companies 48,792 9,000 57,792 Total 343,357 140,435 5,818 30,000 519,610 Total Fair value of equity remuneration End-ofservice bonus and severance indemnity di l Remunerations, split by each office, when the amount reported in the above table is in aggregate form Fixed remuneration Giampiero Pesenti Pierfranco Barabani Lorenzo Renato Guerini Carlo Pesenti Federico Falck Italo Lucchini Yves René Nanot Attilio Rota Remuneration as Director Remuneration as Executive committee member Fixed remuneration Remuneration as Director Remuneration as Executive committee member Fixed remuneration Subsidiaries and affiliated companies: Ing. Sala S.p.A. Ciments Français S.A. Remuneration as Director Fixed remuneration Remuneration as Director Remuneration as Executive committee member Fixed remuneration Remuneration as Director Remuneration as Executive committee member Subsidiaries and affiliated companies: Ciments Français S.A.: Remuneration as Director Azienda Agricola Lodoletta S.p.A.: Remuneration as Director Remuneration as Director Remuneration as Executive committee member Subsidiaries and affiliated companies: Ciments Français S.A.: Remuneration as Director Subsidiaries of Ciments Français S.A.: Remuneration as Director Remuneration as Director Remuneration as Executive committee member 45,000 45,000 950,000 45,000 45,000 125,000 18,000 6,340 45,000 125,000 45,000 45,000 1,245,000 45,000 45,000 37,040 6,200 45,000 45,000 38,540 105,813 45,000 45,000 Remuneration for the Board committees’ members Alberto Clô Control and Risks Committee Committee for Transactions with related parties Federico Falck Control and Risks Committee Committee for Transactions with related parties Attilio Rota Control and Risks Committee Committee for Transactions with related parties Carlo Secchi Control and Risks Committee Committee for Transactions with related parties 35,000 25,000 35,000 25,000 35,000 25,000 35,000 25,000 229 www.italcementigroup.com
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2012 Annual Report
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Contents PRESENTATION Letter to the
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Letter to the stakeholders Consolid
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Italcementi Group in the world (as
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Highlights Contribution to consolid
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Share prices and market capitalizat
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E) Share prices and market capitali
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Italcementi S.p.A. Directors, Offic
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Lorenzo Renato Guerini (Director si
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Alberto Clô (Director since May 4,
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Yves René Nanot (Director since Ju
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Board of Statutory Auditors Maria M
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Notice of Call Those who are entitl
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Appointment of the Board of Directo
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Annual Report Consolidated Annual R
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2012 Annual Report Presentation 4 G
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Financial statements Statement of f
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Statement of comprehensive income N
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Statement of cash flows Notes 2012
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21. Deferred tax assets and Deferre
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Amendments to IAS 12 “Income taxe
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1.3. Basis of consolidation The con
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Changes in equity interests in subs
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Operating lease payments are recogn
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1.15. Cash and cash equivalents Cas
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1.18. Share-based payments The Grou
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1.24. Government grants Government
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4. Operating segment disclosure The
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The table below sets out segment re
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The table below sets out other segm
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The useful life adopted by the Grou
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Assumptions used for the computatio
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7. Intangible assets in thousands o
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10. Other non-current assets This c
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15. Reserves Translation reserve Th
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Net liabilities determined on the b
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The table below sets out key data f
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appeal and by the regional court of
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22.1 Financial liabilities Financia
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Bond loans f) The Italcementi Group
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The bond was assigned a Ba2 Moody
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At December 31, 2012 lines of credi
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22.3.1 Fair value of derivatives Th
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22.4 Interest-rate risk management
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The Group companies operate chiefly
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From 2008 to 2012, the Group transa
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26. Services Services amounted to 1
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29. Non-recurring income (expense)
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The income statement and the statem
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Diluted earnings per share Diluted
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36. Joint ventures The Group’s mo
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Net debt (in thousands of euro) amo
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Annex 1 The following table shows i
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Company Registered office Share cap
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Company Registered office Share cap
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Italcementi S.p.A. Annual Report 14
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Annexes 303 www.italcementigroup.co
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ITALCEMENTI S.P.A. REPORT OF THE BO
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We ascertained that the Remuneratio
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312
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Sustainability disclosure Italcemen
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In 2010, the Group reinforced its a
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2 Looking forward 2.1 Targets 2015
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3 Social responsibility 3.1 Valuing
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2012 2011 2010 2012 2011 2010 Italy
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Trainees (%) 2012 2011 2010 Manager
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3.3 Health and product responsibili
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The Social Initiatives Policy reinf
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In 2012, Energy Efficiency Certific
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Power consumption, concrete 2012 20
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4.3 Air emissions At the end of 201
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Water consumption, cement 2012 2011
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Quarry management, cement (*) Matur
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5.2 Quality The Group is committed
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5.4 Sustainable construction Italce
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6 Reporting and additional informat
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6.4 Boundaries and reporting method
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Training management system Hours of
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Extraordinary session 351 www.italc
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Summary of resolutions The Annual G
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at an extraordinary session: to ren
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April 2013 Project by LSVmultimedia
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2012 Annual Report - Italcementi Group

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