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Analytical index of topics (CONSOB Resolution No. 18049, SECTION I)

CONSOB Resolution

Information required

Reference

A

Bodies or persons involved in the preparation and approval of the remuneration policy, specifying the respective roles, as well as the bodies or persons responsible for the correct implementation of that policy;

Sect. I
Involved bodies and parties
Approval procedure for the 2015 Remuneration Policy

B

Any intervention by a remuneration committee or other committee competent in this regard, describing its composition (distinguishing between non-executive and independent directors), powers and working procedures;

Sect. I
Involved bodies and parties

C

The names of any independent experts involved in the preparation of the remuneration policy;

Sect. I
Managers with strategic responsibilities

D

The aims pursued with the remuneration policy, the principles that underlie it, and any changes in the remuneration policy compared with the previous financial year;

Sect. I
Purpose and general principles of the Remuneration Policy

E

Description of policies on the fixed and variable components of remuneration, with particular regard to an indication of the relative weight in the overall pay mix and distinguishing between variable short-term and medium-/long-term components;

Sect. I
2015 Remuneration Policy guidelines

F

The policy applied with regard to non-monetary benefits;

Sect. I
Managers with strategic responsibilities

G

With reference to the variable components, a description of the performance targets used as the basis for awarding them, distinguishing between variable short-term and medium-/long-term components, and information on the link between changes in results and changes in remuneration;

Sect. I
Chief Executive Officer

H

The criteria used for evaluating the performance targets used for the awarding of shares, options, other financial instruments or other variable components of remuneration;

Sect. I
Purpose and general principles of the Remuneration Policy
Managers with strategic responsibilities

I

Information used to show that the remuneration policy is consistent with the pursuit of the company’s long-term interests and with the risk management policy, if one has been formally adopted;

Sect. I
Managers with strategic responsibilities

J

The vesting periods of any deferred payment systems, indicating the deferral periods and the criteria used for determining those periods, and, if provided, the ex-post correction mechanisms;

Sect. I
Purpose and general principles of the Remuneration Policy
Managers with strategic responsibilities

K

Information on any provisions for the retention of financial instruments in the portfolio after their acquisition, indicating the retention periods and the criteria used for determining those periods;

 

L

The policy in relation to indemnities for termination of office or termination of the employment relationship, specifying the circumstances that give entitlement to their payment and any link between these indemnities and the company’s performance;

Sect. I
Non-executive directors
Chief Executive Officer
Managers with strategic responsibilities

M

Information on the presence of any insurance, pension or welfare cover other than statutory cover;

Sect. I
Managers with strategic responsibilities

N (i)

Any remuneration policy applied in relation to independent directors;

Sect. I
Non-executive directors

N (ii)

Any remuneration policy applied in relation to committee membership;

Sect. I
Non-executive directors

N (iii)

Any remuneration policy applied in relation to the performance of particular offices (chairman, vice-chairman, etc.);

Sect. I
Chairman

O

Information on the use of the remuneration policies of other companies as benchmarks, and, where such use is made, the criteria used for selecting these companies.

Sect. I
Managers with strategic responsibilities

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