Rules

The Board of Statutory Auditors monitors the Company’s compliance with the applicable laws and its Bylaws and has a management control function, being specifically required to verify that:

  • the principles of sound management are being followed;
  • the structure of Company’s organization, its system of internal controls and its administrative-accounting system are adequate and the administrative accounting system is reliable;
  • the Code is being concretely implemented;
  • the procedure adopted by the Company regarding related-party transactions is being complied with;
  • the Company provided its subsidiaries adequate instructions regarding the obligation to disclose insider information to the market.

It is not responsible for performing an independent statutory audit of the financial statements, a task that, pursuant to law, must be entrusted to an independent auditing firm chosen among those listed in a special register maintained by the Ministry of the Economy and Finances. However, it is required to submit to the Shareholders’ Meeting a detailed proposal concerning the selection of the Independent Auditors.

The Board of Statutory Auditors is also required to perform the functions assigned under current laws to the Internal Control and Auditing Committee, created by Legislative Decree No. 39 of January 27, 2010 in implementation of a European Union directive concerning independent statutory audits of annual and consolidated financial statements. Accordingly, it is required to monitor the disclosure of financial information; the effectiveness of internal control, internal auditing and risk management systems; and the statutory independent auditing of annual and consolidated financial statements and the independence of the Independent Statutory Auditors