Annual Accounts and Report as at 30 June 2011 Draft - Mediobanca

him and to ensure that the administrative andaccounting procedures are complied with in practice.Sub-section VI - Powers to represent the BankArticle 27The corporate signature shall be vested in theChairman of the Board of Directors, the ManagingDirector, the General Manager if appointed, and insuch other employees of the Bank to whom such righthas been specifically granted.The corporate signature shall be binding when it isjointly executed by two of the authorized personsappending their signatures under the Company’sname, always provided that one of the two signaturesis that of the Chairman, the Managing Director, or theGeneral Manager or one of the employees of the Bankin whom such right has been specifically vested.The Board of Directors may, however, empower thecorporate signature to be appended to certaincategories of the Company’s instruments of day-to-dayadministration jointly by any two of the authorizedpersons. The Board of Directors may moreoverdelegate to its members or to one of the employees ofthe Bank expressly so authorized the power to signseverally certain specific instruments or contracts ofthe Company.The Board of Directors may furthermore delegate toemployees of the Bank specifically so authorized thepower to sign severally certain categories of theCompany’s instruments of day-to-day administration.The Board of Directors may also grant the right tosign in the name of the Company to other Banks,always provided that such right shall be exercisedonly in relation to services performed on theCompany’s behalf. In such cases the Banks soauthorized shall insert the words “per procura dellaMediobanca - Banca di Credito Finanziario” abovetheir own Company signature executed in accordancewith the provisions of their Articles of Association.The power to represent the Bank as a Member,whether on its own behalf or on behalf of third parties,at the time companies are established and at GeneralMeetings of other companies may also be exercisedseverally by the Chairman, the Managing Director,the General Manager or by employees of the Bankspecifically designated by the Board of Directors.The power to represent the Company in judicial andadministrative procedures shall be vested severally inthe Chairman, the Managing Director and GeneralManager if appointed, and in employees of the BankSub-section VI - Powers to represent the BankArticle 287Unchanged””””””– 527