INTERNATIONAL INVESTMENT CONSULTING

CORPORATE GOVERNANCE OF LISTED COMPANIES

Listed  companies are  subject to supervision by Consob, the  public  authority  responsible for regulating  the Italian securities market  in order to protect investors and guarantee transparency.

The financial statements of listed  companies must be audited by an independent auditing company, registered  with  the  Ministry  of  Justice and  meeting the  technical standards required by law.

Directors must  include   executive  and  independent non-executive members  and  have specific  duties, the most important of which are to:

 Provide accurate and fair information to the public.
 Draft the company’s offering  prospectus when required by law.
 Provide disclosure in the event of extraordinary corporate transactions.
 Disclose price-sensitive information pursuant to the law.
 Draft the information documents and comply with all other  formalities involved in public offerings of shares, takeover bids and public exchange offers.
 Disclose any information regarding transactions carried out by the managers and other  parties having access to price-sensitive information.

Consob checks this information and may inspect the companies and ask for clarifications and further  information from their management. Consob can also issue penalties to companies that do not provide the public with adequate information.