The Board of Directors has set up a Related-Party Committee consisting of three independent, non-executive directors:
- Angelo Renoldi – Chairman, independent non-executive director
- Cristina Rossello – independent non-executive director
- Marco Spadacini – independent non-executive director
Members of the Related-Party Committee hold office until the expiry of their mandate as directors and, therefore, until the approval of the financial statements for the year ending 31 December 2017.
The Board of Directors has granted the Related-Party Committee the following functions and authority:
- to issue opinions on the board resolutions with regard to the adoption and amendments of the procedures on related-party transactions, pursuant to Art. 4 paragraphs 1 and 3 of Consob Regulation 17221/2010 and subsequent amendments;
- to issue, without prejudice to alternative measures envisaged by the Regulations and by the relative procedure in cases where a member of the committee is identified as a related party in a specific transaction, opinions on material and non-material transactions pursuant to Articles 7 and 8 of the Regulations.
In 2015, the Committee held 3 meetings, each duly recorded in their respective minutes, during which it examined a material related-party transactions (sale of 80% of the stake in Monradio S.r.l. to R.T.I. S.p.A.), expressing its favourable opinion.
The chairman of the committee was invited to the meetings, as well as the Head of Internal control, the CFO and the Head of Legal and Corporate Affairs.