Tiscali 2009 Annual Report Download - page 72

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investors and the financial community, as well as by extensive documentation made available on the company
website www.tiscali.it in the “investor relations” section. Recourse to on-line communication, which is mainly
used by the non-institutional public, is considered strategic by the Company, since it makes standardized
disclosure of the information possible. Tiscali undertakes to systematically see to the accuracy, completeness,
continuity and up-dating of the financial matters disclosed via the Company website. It is also possible to contact
the Company using a special e-mail address ([e-mail]).
The Directors, Statutory Auditors and top management of Tiscali and its subsidies are obliged to respect the
confidentiality of the documents and information acquired during their activities. Any dealings between these
parties and the press or other means of mass media, as well as with financial analysts or institutional investors,
which involve confidential documents or information concerning Tiscali or the Group, may take place solely via
the head of investor relations, unless they involve interviews or declarations made by the executive directors.
The company managers and, in any event, all the employees and collaborators are obliged to keep price sensitive
information and documents acquired because of and during their activities confidential and not to communicate
such information to others except for official or professional reasons, unless these documents or information
have already been made public in the prescribed forms. The above parties are prohibited from giving interviews
to press bodies, or making public declarations in general, which contain information on significant events,
qualifiable as “privileged” as per Article 181 of Italian Legislative Decree No. 58/1998, unless such information
has been included in press releases or documents already disclosed to the public, or expressly authorized by the
Investor Relations office. In compliance with the matters indicated by Article 114.2 of Italian Legislative Decree
No. 58/1998, on 17 November 2004 a procedure was circulated within the Group with the aim of disciplining
the communication to the Parent Company of price sensitive events which have occurred within the sphere of
pertinence of the subsidiary companies.
In replacement of the Code of Conduct on Internal Dealing adopted by the Company in November 2002, and in
enactment of the new Article 115(2) of Italian Legislative Decree No. 58/1998 on keeping a register of persons
with access to privileged information, the Company established a register of persons (held by the Investor
Relations Office) who, based on their business or profession or in relation to duties performed, have access
to such information. In accordance with the aforementioned legislation, the IT-managed register contains: the
identity of each person with access to privileged information, the reason that person was entered on the register,
that date of registration, and the date of any updates to information relating to that person.
8.5 Security System Document
Within the meanings of Schedule B, item 26 of Italian law Decree no. 196/2003 that forms the Law on
the protection of personal data, the Directors report that the Company has conformed to the measures for
the protection of personal data, in the light of the Provisos introduced by Italian Law Decree no. 196/2003
in accordance with the terms and procedures indicated therein. In particular we highlight the completed
updating of the Security System Document filed at the registered office.
8.6 Shares held by Directors and Statutory Auditors
As required by current legislation, and specifically by Article 79 of CONSOB Regulation No. 11971/99
implementing Italian Legislative Decree 58/1998, the table below indicates the number of shares held by
Directors and Statutory Auditors.
Corporate Governance Report and Ownership Structure