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2011 Annual Report - Italcementi Group

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Dealings with subsidiaries, joint ventures, associates and their<br />

subsidiaries<br />

<strong>Italcementi</strong> S.p.A. has current business dealings with and provides technical and/or<br />

administrative services to subsidiaries, joint ventures, associates and their subsidiaries.<br />

There were also dealings between <strong>Italcementi</strong> S.p.A. and Ciments Français S.A. and its<br />

subsidiaries regarding the exchange of personnel services, with the aim of optimizing the<br />

use of existing professional resources and developing common projects. Costs incurred by<br />

<strong>Italcementi</strong> S.p.A. for organizational, international development, insurance and IT projects<br />

were recharged to Ciments Français S.A. for the amounts attributable to it.<br />

A service contract exists between <strong>Italcementi</strong> S.p.A. and Ciments Français S.A. for<br />

allocation of the costs relating to those group functions that carry out activities in favor of<br />

both companies or in favor of the entire <strong>Group</strong>.<br />

Financially, <strong>Italcementi</strong> S.p.A. provides support to its subsidiaries both as a lender and as a<br />

guarantor and optimizes treasury management with intragroup current accounts and loans.<br />

Dealings with other related parties<br />

In <strong>2011</strong>, Finsise S.p.A., whose majority shareholder is Italo Lucchini, a director of<br />

<strong>Italcementi</strong> S.p.A., provided administrative, financial, contractual, tax and corporate reorganization<br />

consultancy services for a consideration of 360,000 euro.<br />

<strong>Italcementi</strong> S.p.A. received legal services during the year for 230,000 euro from the law firm<br />

Dewey & LeBoeuf, of which Luca Minoli, a director of Italmobiliare S.p.A., is a partner.<br />

<strong>Italcementi</strong> S.p.A. has a land occupation contract with River S.p.A. (which during the year<br />

became Kilometro Rosso S.p.A., a company in which the director Alberto Bombassei holds<br />

an investment), in connection with building works for the construction of its management<br />

office; the amount relating to <strong>2011</strong> was 42,000 euro.<br />

In <strong>2011</strong> <strong>Italcementi</strong> S.p.A. disbursed an amount of 600,000 euro to the <strong>Italcementi</strong> Cav.<br />

Lav. Carlo Pesenti foundation to cover management costs. With regard to the contract for<br />

the supply of corporate-administrative services and provision of staff, <strong>Italcementi</strong> S.p.A.<br />

charged the foundation an amount of 178,000 euro.<br />

Equity investments in <strong>Italcementi</strong> S.p.A. and its subsidiaries held by Directors, Statutory<br />

Auditors, the Chief Operating Officer and the Manager in charge of preparing financial<br />

reports, as well as their remuneration for positions held within the <strong>Group</strong>, are illustrated in<br />

the Remuneration <strong>Report</strong>.<br />

Sustainable research and development<br />

<strong>Italcementi</strong> S.p.A. research and development activities are handled by CTG S.p.A. for<br />

<strong>Group</strong> companies in Italy and abroad; CTG activities are illustrated in the directors’ report in<br />

the consolidated annual report.<br />

With regard to Integrated Environmental Authorizations (Autorizzazioni Integrate Ambientali<br />

- AIA), a renewal was obtained for the revamping of the cement plant in Rezzato. Renewal<br />

documents were prepared and sent for various production units, with participation in the<br />

related services conferences; additional documentation was prepared to meet the requests<br />

of various local authorities and bodies.<br />

156

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