Corporate Governance refers to all the rules adopted by businesses in order to ensure that business activities are conducted in accordance to the principles of honesty, efficiency and transparency.

Corporate Governance adopted by ANSALDO STS, was elaborated according to the principles established by the Corporate Governance Committee of Borsa Italiana (Preda Code), and is based on the key role of the Board of Directors who run the corporation and pursue the primary objective which is to create value for the shareholders, by actively operating for achieving industrial strategies and directly intervening on the decision-making regarding the most relevant management topics, which are of their exclusive competence.

Commitments and ethical responsibilities that the group takes through its directors, employees and collaborators in carrying out business dealings and activities, are contained in theEthical Code adopted by the Board of Directors which represents a pre-requisite and a reference for the Company organizational model.

In relation to the Board of Directors, the following bodies have been established:

• the Committe for Internal Monitoring with the task to assist the Board in monitoring the efficiency of business operations, reliability of financial information, observance of the laws and regulations as well as protection of the company goods
• the Committee for Payment with the task to submit proposals to the Board of Directors for salaries for the Managing Director and the other directors with particular competencies and for the definition of the payment criteria for the Company Top Management

Furthermore, the Board of Directors has adopted specific principles of behaviour for Operations with the Co-related Parties, has introduced an internal procedure for transparency in handling Confidential Information and Privileged Information as well as enacting a Code of Behaviour for Internal Dealing aimed at providing information regarding the operations on finance introduced by those who are considered "relevant" in compliance with the above-mentioned code.

The Board of Directors, the social bodies and the company management in the ambit of their relative competencies and responsibilities, are committed to operating so that the Corporate Governance system which has been briefly outlined, be applied punctually and will be updated in accordance to the evolution of market standards, regulations and best practices in order to pursue the above-mentioned objectives of honesty, efficiency and transparency.