Functions of the Board of the Statutory Auditors

According to the law, the Board of Statutory Auditors is entrusted with monitoring the following:
compliance with the law and the bylaws;
respect for the rules of correct administration;
the adequacy of the organisational structure of the Company for the aspects within its competence, of the internal control and administration-accounting system, and of the reliability of the latter to correctly represent the operating results;
the ways in which the corporate governance rules specified in the codes of conduct prepared by companies that manage regulated markets or professional associations, which the company declares to follow, are actually implemented;
the adequacy of the instructions issued by the Company to its subsidiaries regarding the reporting of price sensitive information.

Following the entry into force of Legislative Decree 39/2010, the Board of Statutory Auditors:
to inform the Board of Directors on the outcome of the accounting audit and to
transmit to the board its relevant report;
to monitor the financial disclosure process and to submit recommendations and
proposals aimed at ensuring its integrity;
to verify the effectiveness of internal control systems, quality and risk management
and, where applicable, of internal audit in respect of financial disclosure, without
compromising its independence;
to monitor the audit of the annual and consolidated financial statements, also taking
into account the results and the outcome of any quality controls carried out by
CONSOB pursuant to Article 26, paragraph 6 of (EU) Regulation no. 537/2014, where
to verify and monitor he independence of the auditing firm, in particular with regard
to the supply of non-auditing services to the Company;
to be responsible for the procedure concerning the selection of the auditor or the
auditing firm and to recommend the auditors or auditing firms to be appointed
pursuant to Article 16 of (EU) Regulation no. 537/2014.

The Board of Statutory Auditors carries out its duties by exercising all of the powers conferred upon it by law and, since it can rely on a constant and analytical information flow from the Company, during and beyond the regular meetings of the Board of Directors and its Committees.

In fulfilling its functions, the entire Board of Statutory Auditors, besides participating in all the Board of Directors and Shareholders' Meetings, can also takes part in the tasks of the Audit, Risks, Sustainability and Corporate Governance Committee, of the Committee for transaction with related Parties and the Remuneration Committee.

A representing member of the Board of the Statutroy Auditor can be invited to participate to the Appointment and Succession Committee and Strategies Committee.

Moreover a Standing Auditor, became a member of the Supervisory Body in accordance with the legislative decree No. 231/2001.

Last revised: 4 Oct 2017 7:00 am