Investment in Italy

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Investment in ItalyUnion-regulated market under the supervision of Consob. The MTA currently countsapproximately 300 companies. Companies wishing to list on the MTA must appoint asponsor to assist them through the listing process and for one year after flotation. Thesponsor is mainly responsible for assisting the company during the admission phase.• AIM Italia: this market is dedicated primarily to SMEs. It was introduced recently (therules and regulations were approved at the end of 2008), following the merger of BorsaItaliana with the London Stock Exchange (“LSE”), in order to replicate the successfulexperience of the AIM market managed by the LSE in the UK. AIM Italia is a multilateraltrading facility as per the MiFID, is regulated by Borsa Italiana only, and therefore isnot subject to supervision by Consob. Its admission requirements are relatively simplecompared to the MTA. Companies applying to AIM Italia must appoint a nominatedadviser (“Nomad”) from an approved register held by Borsa Italiana. The Nomad isresponsible for guiding and advising the company on its responsibilities under the AIMItalia rules in the admission process and on its continuing obligations in its subsequentlife as a publicly quoted company. Companies listed on AIM Italia must also maintain theservices of a specialist who undertakes to support the liquidity of the company’s shares.• MAC: this market is dedicated to small and very small companies. MAC is also regulatedby Borsa Italiana only, and is not subject to supervision by Consob. The listing processis extremely simple and only specialised investors registered through Borsa Italiana cantrade on it, while retail investors are excluded. It was launched in November 2007 andcurrently counts six listed companies. Companies wishing to list on MAC must appoint asponsor to assist them through the listing process and for three years after the flotation,and they must maintain the services of a specialist.The following table illustrates the main admission and ongoing requirements for the MTA,AIM Italia and MAC.92© 2012 KPMG S.p.A., KPMG Advisory S.p.A., KPMG Fides Servizi di Amministrazione S.p.A., KPMG Audit S.p.A., Italian limited liability share capital companies, and Studio Associato Consulenza legale e tributaria, anItalian professional partnership, are member firms of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.
Investment in ItalyMTA AIM Italia MACListing requirementsFree float Minimum 25 percent. No minimumpercentage.Market capitalisation Minimum EUR 40million.Track recordIntermediariesType of admissiondocumentApproval ofthe admissiondocumentationLatest three annualfinancial statements,audited; latest twoprepared under IFRS.Obligation to have asponsor.Prospectus preparedin accordance withEU regulations.Admissiondocumentation mustbe approved byBorsa Italiana andConsob.Ongoing requirementsIntermediaries STAR segment:obligation to have aspecialist.Price-sensitiveinformationFinancial informationAll price-sensitiveinformation must begiven to the market.Financial statementsprepared inaccordance withIFRS. Annual andhalf-year financialstatements subjectto audit/reviewrespectively.Requirement topublish financialresults for the 1 st and3 rd quarters.No minimum marketcap.Latest three annualfinancial statements,audited and preparedunder IFRS.Obligation to have aNomad.Simplified versionof a prospectusprepared under EUregulations.Admissiondocumentationexamined by theNomad and approvedby Borsa Italiana.Obligation to havea Nomad and aspecialist.All price-sensitiveinformation must begiven to the market.Financial statementsprepared inaccordance withIFRS. Annual financialstatements subjectto audit. Requirementto publish half-yearfinancial results.No minimumpercentage.No minimum marketcap.Latest annualfinancial statements,audited.Obligation to havea sponsor and aspecialist.Information schedulecontaining basicinformation regardingthe company and itsoperations.Approved by BorsaItaliana.Obligation to have aspecialist.Obligation to giveBorsa Italiana specificinformation.Annual financialstatements subjectto audit.For more information, please contact:Stefano CervoPartneremail: scervo@kpmg.it© 2012 KPMG S.p.A., KPMG Advisory S.p.A., KPMG Fides Servizi di Amministrazione S.p.A., KPMG Audit S.p.A., Italian limited liability share capital companies, and Studio Associato Consulenza legale e tributaria, anItalian professional partnership, are member firms of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.93
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Investment in Italy

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