Appointments Committee

The majority of the Appointment Proposals Committee members are non-executive independent directors. The Appointment Proposals Committee is currently composed of the following members:

• Franco Debenedetti, acting as Chairman
• Luca Paravicini Crespi
• Michele Colaninno

Functions of the Appointments Committee

The Appointment Proposals Committee has the duty of ensuring that the presentation procedure for lists set by the Articles of Association takes place correctly and transparently, in respect of applicable legislation and the Articles of Association. Once it has verified that the presentation procedure for lists has been respected, ensuring specifically that the documents that are filed along with the lists and the proper deadlines for these have been met in full. This committee arranges the necessary formalities for the presentation of these lists to the Shareholders in Meeting convened for the appointment of the Board of Directors or members thereof.

Pursuant to the application criteria under 6.C.2 c) of the Code, the Appointment Proposals Committee also has the duty to give the Board an opinion, if and when necessary, regarding the size and composition thereof. During the financial year one meeting of the Appointment Proposals Committee was held on 16 April 2009.

During this meeting, the Committee ensured that the procedure for presenting lists took place properly and transparently in compliance with applicable laws and the articles of association, with particular reference to the completeness of documents to file with the lists and filing dates. The Committee also oversaw procedures required to present lists to the Shareholders' Meeting.