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

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

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

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The Executive Committee is currently made up <strong>as</strong> follows:Members Post ExecutiveRen<strong>at</strong>o Pagliaro Chairman XAlberto Nagel CEO XFrancesco Saverio Vinci Deputy Chairman, Executive Committee XVincent Bollorè • DirectorMaurizio Cereda Director XM<strong>as</strong>simo Di Carlo Director XAngelo C<strong>as</strong>ò * • DirectorEric Strutz • Director* Independent <strong>as</strong> defined in Code of conduct for listed companies.• Independent <strong>as</strong> defined in Article 148 of Italian Legisl<strong>at</strong>ive Decree 58/98.Pursuant to the Bank’s Articles of Associ<strong>at</strong>ion, the Executive Committee isresponsible for managing the ordinary activities of the bank <strong>and</strong> for co-ordin<strong>at</strong>ing <strong>and</strong>directing the Group companies without prejudice to those issues for which the Board ofDirectors h<strong>as</strong> sole jurisdiction. In particular the Executive Committee is responsible forthe Bank’s oper<strong>at</strong>ing performance, approving resolutions to grant loans <strong>and</strong> tradinginvolving the Group’s interests in Assicurazioni Generali, RCS MediaGroup <strong>and</strong> Telco<strong>as</strong> well <strong>as</strong> other shareholdings for amounts <strong>and</strong> percentage values not to exceed thosefor which the Board of Directors itself h<strong>as</strong> jurisdiction. It also draws up internalregul<strong>at</strong>ions, to be submitted to the approval of the Board of Directors, <strong>and</strong> establishesthe principles for co-ordin<strong>at</strong>ion <strong>and</strong> management of the Group companies in executionof the str<strong>at</strong>egic guidelines approved by the Board of Directors.Resolutions are approved by the Executive Committee with the majority ofits members in <strong>at</strong>tendance <strong>and</strong> voting in favour.Executive Committee meetings are called on the initi<strong>at</strong>ive of the Chairmanb<strong>as</strong>ed on the requirements of the business, <strong>as</strong> a rule meeting once a month.A total of twelve meetings are scheduled for the present financial year(twelve meetings took place in the period from 1 July 2010 to <strong>30</strong> <strong>June</strong> <strong>2011</strong>).MANAGINGDIRECTOIRECTORThe Board of Directors appoints a Managing Director from among theDirectors who have been members of the Banking Group’s management for <strong>at</strong>le<strong>as</strong>t three years.– 557

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