2012 ANNUAL REPORT - page 135

135
enable appropriate involvement of shareholders and of the
Board of Directors in the more important strategic decisions
of the Group, with everyday management delegated to
managers;
• to require strict adherence by management to governance
procedures and to determine appropriate consequences in
the event of non-compliance.
Further information (i) on the corporate governance system
of Prysmian S.p.A. and (ii) on its ownership, as required
by art.123-bis of Legislative Decree 58 of 24 February 1998
(Unified Financial Act), can be found in the “Report on
Corporate Governance and Ownership Structure”, available in
the Investor Relations/Corporate Governance section of the
Company’s website at
, and which
has been prepared in accordance with art. 123-bis of the
Unified Financial Act.
A summary of the Company’s corporate governance structure
now follows, together with a description of its main features.
GOVERNANCE STRUCTURE
SHAREHOLDERS'
MEETING
BOARD OF STATUTORY AUDITORS
M. Garzia (C.)
P. Burlando
L. Guerra
MANAGERS RESPONSIBLE FOR PREPARING
CORPORATE ACCOUNTING DOCUMENTS
J. Calvo e C. Soprano*
MONITORING BOARD PURSUANT TO
Leg. Decree 231/01
P. F. Lazzati (C.)
M. Milano
M.Gough
INTERNAL CONTROL COMMITTEE
C. De Conto (C.)
M.E. Cappello
F. Fröhlich
COMPENSATION AND NOMINATIONS
COMMITTEE
G. Del Ninno (C.)
C. De Conto
M. Tononi
MANAGERS IN CHARGE
OF INTERNAL CONTROL
M. Gough
BOARD OF DIRECTORS
CHAIRMAN
M. Tononi
EXECUTIVE
DIRECTORS
V. Battista, CEO and GM
P. F. Facchini, CFO
F. I. Romeo, V. P. Energy
F. Dorjee, CSO
INDEPENDENT
DIRECTORS
M. E. Cappello
C. d'Amico
C. De Conto
G. Del Ninno
F. Fröhlich
G. Tamburi
INDEPENDENT AUDITORS
PricewaterhouseCoopers SpA
* A. Bott has replaced J. Calvo from 1 January 2013.
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