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Report on Coporate Governance
Index
1. Corporate Governance System
2. Shareholding information
(art. 123-Bis legislative decree 58/1998)
as at March 15, 2011
A. Capital Structure
B. Restriction on the transfer of securities
C. Significant shareholdings
D. Shares granting special rights
E. Employee shareholdings: mechanism
exercising voting rights
F. Restrictions on voting rights
G. Agreement with shareholders
H. Change of control clause
I. Proxies to increase the share capital and
authorization to buy treasury shares
3. Management and coordination activities
4. Compliance
5. Board of Directors
A. Nomination and substitution of directors
B. Members
C. Role of the board of directors
D. Chairman of the board of directors, chief
executive officers and executive directors
E. Independent directors
F. Lead Independent Director
11. Internal Control System
A. Risk management and internal control over
financial reporting
B. Executive officer in charge to supervise the
functionality of the internal control system
C. Organization, management and control model
pursuant to legislative decree 231/2001
D. Independent Auditors
E. Director in charge of drawing up the financial
statements
12. Directors’ interests and transactions
with related parties
13. Appointment of Statutory Auditors
14. Statutory Auditors
15. Relations with Shareholders
16. General shareholders’ meetings
17. Other Corporate Governance practices
18. Changes subsequent to the year end
under review
6. Processing Of Confidential Information
7. Committees Within The Board Of Directors
8. Remuneration Committee
9. Remuneration Of Directors
10. Internal Control Committee
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