Tiscali 2012 Annual Report Download - page 32

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Annual financial report as at 31 December 2012
Date File Name Status Page
-
Annual Report as at 31
December 2012 32
Supervisory Body
During the board meeting held on 15 May 2012, the new Supervisory Body of the Company was
appointed, comprising Maurizio Piras (lawyer), external member acting as Chairman, Carlo Mannoni,
head of the Company’s regulatory affairs division, and Paolo Sottili, head of the Company’s HR
division. The current Supervisory Body replaces the previous one which expired with the approval of
the financial statements as 31 December 2011, comprising Michele Schirò (lawyer and external
member acting as Chairman), Pasquale Lionetti and Carlo Mannoni. The Supervisory Body will remain
in office until approval of the financial statements as of 31 December 2014 and carries out supervisory
functions also for the subsidiaries Tiscali Italia SpA and Veesible Srl.
Lead Independent Director
In line with the matters recommended by the Code of Conduct for listed companies, during the board
meeting held on 15 May 2012, the Board of Directors appointed Franco Grimaldi Lead Independent
Director; this office is envisaged by the Code of conduct for listed companies in which the same party
covers the office of Chairman of the Board and Chief Executive Officer or the latter is the reference
shareholder. The office will expire with the renewal of the Board of Directors following approval of the
2014 annual financial statements.
Director in charge of the internal audit and risk management system
In line with the matters recommended by the Code of Conduct for listed companies, during the board
meeting held on 15 May 2012, the Director Luca Scano was appointed as the Director in charge of the
internal audit and risk management system (hereinafter also the Appointed Director). The office will
expire with the renewal of the Board of Directors following approval of the 2014 annual financial
statements.
Shareholding structure
As at the date of this Report, the authorized share capital came to EUR 103,124,052.77, while that
subscribed and paid-in totalled EUR 92,019,513.67; it is represented by 1,861,494,698 ordinary
shares lacking par value, freely transferrable under the terms of the law without there being securities
which grant specific rights of control.
The following table contains indication of the name or corporate name of the shareholders with the
right to vote who hold an equity investment of more than 2% and who have informed the Company
and CONSOB of their equity investment. No restrictions on the right to vote are envisaged.
Shareholder Shares held Percentage
Renato Soru
directly*
via Andalas Ltd
via Monteverdi S.r.l.
331,133,617
278,928,283
1,483,109
17,609,873
17.79%
14.98%
0.08%
0.95%