The Shareholder’s meeting appoints the Board of Statutory Auditors (composed of three Statutory Auditors) and defines the annual fee for the members of the same. The Shareholder’s meeting also appoints two Deputy Auditors.

The statutory and deputy auditors are appointed by the Ordinary Shareholders’ Meeting on the basis of the lists submitted by the shareholders, in which candidates must be listed in sequential order. The lists contain the names of one or more candidates which must in any case not exceed the maximum number of members to be elected.

The list are divided into two sections: one for candidates for the office of statutory auditor and one for the deputy auditors. The first candidate in each section must be entered in the register of accounting auditors and must have practiced as a legal auditor of account for at least three years.

The lists submitted by the shareholders will be filed at the registered office of the company and put at public’s disposal in accordance with terms and provisions set by the regulations in force.

Each shareholder may submit or second the submission of one list only, and may only vote for one list. The shareholders who belong to the same group and those adhering to a shareholders’ agreement on the company shares may not submit or vote for more than one list, even if  through an intermediary or through a trust company.

Each candidate may be entered in one list only. Violation of the above will render the candidate ineligible for election.

The chairman of the Statutory Board is appointed by the Shareholders’ Meeting, and is the statutory auditor elected by the minority, unless only one list has been voted or no list has been submitted, in which case the chairman of the Statutory Board will be appointed by the meeting on a legal majority basis.

The members of the Statutory Board are chosen from among those in possession of the professional and integrity requirements set forth by Ministry of Justice Decree no. 162 dated March 30, 2000. Pursuant to Article 1, paragraph 2, letters b) and c) of the Decree, commercial and tax law, company economics and company taxes, are considered subjects strictly pertaining to the company’s business.

Taking the laws on ineligibility into account, auditors who hold management or control positionsequal or beyond the limits established by the laws and regulations in force cannot be appointed and must resign if appointed.

The Board of Statutory Auditors in office, appointed by the Shareholders’ meeting of April 5, 2011, is comprised as follows: Giacinto Sarubbi (Chairman), Renato Righetti and Massino Scotton On the same date the Shareholders’ meeting appointed Bruno Borgia and Pietro Cerasoli as Deputy Auditors. The current Board of Statutory Auditors shall be in office until the Shareholders’ meeting convened for the approval of the Company’s Financial Statements as of 31 December 2013.

Until April 5, 2011, the Board of Statutory Auditors was comprised as follows:  Giacinto Sarubbi (Chairman), Massimo Scotton and Francesca Tripodi.