Chrysler 2011 Annual Report Download - page 351

Motions
for AGM
350
b) Election of the Board of Directors
Shareholders are reminded that election of the Board of Directors, pursuant to law and the By-laws, is based on a voting list system designed to ensure
the presence of a member elected by minority shareholders on the Board. Candidates must be listed in numerical order and satisfy the requirements of
integrity established by law. The candidate who is indicated at number one on the list must also satisfy the legal requirements for independence, in addition
to those set out in the Corporate Governance Code adhered to by the Company.
Finally, procedures for election of the Board of Directors are established by law and, where applicable, by the additional requirements of Article 11 of
Fiat S.p.A.’s By-laws.
Specifically, lists of candidates must be submitted to the Company at its registered office, together with additional documentation required, at least 25 days
prior to the date of the General Meeting and may only be presented by shareholders who, individually or jointly with others, own at least 1% of ordinary
shares. Certification of that percentage must, if not presented at the time the lists are filed, be provided at least 21 days prior to the date of the meeting.
No individual shareholder, or shareholders connected by a relationship of control or significant influence as defined in the Civil Code, may present or
vote, even by means of an intermediary or a trustee company, more than one list of candidates and any list which, in the General Meeting, receives votes
representing less than 0.5% of ordinary shares shall be excluded from consideration.
Candidates must meet the requirements established by law and the By-laws and any candidate present on more than one list shall be considered ineligible.
The lists, together with required accompanying documentation, will be made publicly available at the Company’s registered office, on the Company
website and at Borsa Italiana at least 21 days prior to the date of the General Meeting.
You are asked to vote on one of the lists submitted and published in accordance with law and the By-laws.
22 February 2012
On behalf of the Board of Directors
/s/ John Elkann
John Elkann
CHAIRMAN