Chrysler 2009 Annual Report Download - page 79

REPORT ON
OPERATIONS
CORPORATE
GOVERNANCE
78
The independence of directors is assessed annually and is based on the absence or non-relevance, during the previous three years, of economic or
shareholding relationships or other relationships, whether direct, indirect or on behalf of third parties, with the Company, its executive directors and executives
with strategic responsibilities, its controlling companies or subsidiaries, or any other party related to the Company. The results of these assessments are
published in the Annual Report on Corporate Governance.
At the meeting held on 22 July 2009, the Board of Directors confirmed that Messrs. Roland Berger, René Carron, Luca Garavoglia, Gian Maria Gros-Pietro,
Vittorio Mincato, Pasquale Pistorio, Ratan Tata and Mario Zibetti satisfied the requirements of independence.
Some directors also hold positions at other listed companies or companies of significant interest. Excluding the positions held by executive directors within
the Fiat Group mentioned above, the most significant are as follows:
Andrea Agnelli: Director of EXOR S.p.A.;
Carlo Barel di Sant’Albano: Chief Executive Officer of EXOR S.p.A., Director of Juventus FC S.p.A., Sequana S.A., SGS S.A., Cushman & Wakefield and
Vision Investment Management Ltd., Member of the Supervisory Board of Intesa Sanpaolo S.p.A.;
Roland Berger: Vice Chairman Wilhelm von Finck AG, Director of Telecom Italia S.p.A., Chairman of the Supervisory Board of Prime Office AG, SPAC
Germany 1 Acquisition Ltd and WMP EuroCom AG, Member of the Supervisory Board of Schuler AG, Senator Entertainment AG, Fresenius SE and
Loyalty Partner Holdings S.A.;
Tiberto Brandolini D’Adda: Chairman of Sequana S.A. and EXOR S.A., General Partner of Giovanni Agnelli & C. S.a.p.A., Vice Chairman of EXOR S.p.A.,
Director of SGS S.A. and Vittoria Assicurazioni S.p.A;
René Carron: Chairman of Crédit Agricole S.A. and Caisse Regionale de Crédit Agricole des Savoie, Vice Chairman of Confédération Nationale de la
Mutualité de la Coopération et du Crédit Agricoles, Director of GDF-Suez and Member of the Supervisory Board of Lagardere SCA;
Luca Cordero di Montezemolo: Director of Poltrona Frau S.p.A., Tod’s S.p.A., Pinault Printemps Redoute S.A., Member of the International Advisory
Board of Citi Inc.;
John Elkann: Vice Chairman and General Partner of Giovanni Agnelli & C. S.a.p.A., Chairman of EXOR S.p.A., Director of RCS Mediagroup S.p.A. and
Banca Leonardo Group S.p.A., Member of the Supervisory Board of Le Monde S.A.;
Luca Garavoglia: Chairman of Davide Campari Milano S.p.A., Director of Indesit Company S.p.A.;
Gian Maria Gros-Pietro: Chairman of Autostrade per l’Italia S.p.A., Atlantia S.p.A. and Credito Piemontese S.p.A., Director of Edison S.p.A.;
Sergio Marchionne: Chief Executive Officer of Chrysler Group LLC, Chairman of SGS S.A., Non-executive Vice Chairman and Senior Independent Director
of UBS AG, Director of Philip Morris International Inc.;
Virgilio Marrone: Director of Old Town S.A. and Member of the Management Board of Intesa Sanpaolo S.p.A.;
Vittorio Mincato: Director of Parmalat S.p.A. and Tecno Holding S.p.A., Vice Chairman of Nordest Merchant S.p.A., Chairman of Casa Editrice Neri Pozza S.p.A.;
Pasquale Pistorio: Honorary Chairman of S.T. Microelectronics N.V., Director of Atos Origin S.A. and Brembo S.p.A.;
Ratan Tata: Chairman of The Indian Hotels Company Ltd, Director of Alcoa Inc., Antrix Corporation Ltd and JaguarLandRover Ltd (UK). Mr. Tata also
serves as Chairman of the principal companies of the Tata Group;
Mario Zibetti: Director of Ersel Sim S.p.A.
COMMITTEES ESTABLISHED BY THE BOARD OF DIRECTORS
The Board of Directors established the Internal Control Committee, the Nominating and Corporate Governance Committee, which in 2009 was also allocated
responsibility for sustainability issues and renamed the Nominating, Corporate Governance and Sustainability Committee, with responsibility for, among
others, selecting and proposing nominees to serve as director, and the Compensation Committee, with an advisory role for compensation issues.