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2011 Annual Report - Italcementi Group

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Representation form pursuant to art. 154-bis, par. 5 TUF in relation to the<br />

consolidated financial statement (pursuant to art. 81-ter of Consob Regulation<br />

n° 11971/99, and subsequent modifications and integrations)<br />

1. The undersigned Carlo Pesenti, Chief Executive Officer and Carlo Bianchini, the Manager<br />

in charge of preparing the company’s financial reports, of <strong>Italcementi</strong> S.p.A., having also<br />

taken into account the provisions of Article 154-bis, paragraphs 3 and 4, of the Italian<br />

Legislative Decree February no. 58 of 24 February 1998, hereby certify:<br />

the adequacy in relation to the legal entity features and<br />

the effective implementation<br />

of the administrative and accounting procedures for the preparation of the consolidated<br />

financial statement over the course of the period from January 1 st , <strong>2011</strong> and December 31 st ,<br />

<strong>2011</strong>.<br />

2. The representation of the adequacy of the administrative and accounting procedures<br />

adopted in the preparation of consolidated financial statements as at December 31 st , <strong>2011</strong> is<br />

based on a form identified by <strong>Italcementi</strong> according to the CoSO framework (illustrated in the<br />

CoSO <strong>Report</strong>) and also takes into account the document “Internal Control over Financial<br />

<strong>Report</strong>ing – Guidance for Smaller Public Companies”, both issued by the Committee of<br />

Sponsoring Organizations of the Treadway Commission, representing a generally accepted<br />

international framework.<br />

3. It is also certified that:<br />

3.1 the consolidated financial statement:<br />

a) has been drawn up in accordance with the international accounting standards<br />

recognised in the European Union under the EC regulation 1606/2002 of the<br />

European Parliament and of the Council of 19 July 2002;<br />

b) is consistent with the entries in the accounting books and records;<br />

c) is capable of providing a true and fair representation of the assets and liabilities,<br />

profits and losses and financial position of the issuer and the group of companies<br />

included in the consolidation.<br />

3.2 The directors’ report includes a reliable analysis of the performance and the results of<br />

operations, and the overall situation of the issuer and the group of companies included<br />

in the consolidation, together with a description of the main risks and uncertainties they<br />

are exposed to.<br />

Signed by: Carlo Pesenti, Chief Executive Officer<br />

Signed by: Carlo Bianchini, Manager in Charge<br />

March 2 nd , 2012<br />

This report has been translated into the English version solely for the convenience of international<br />

readers<br />

145<br />

www.italcementigroup.com

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