1 THE LISTS HAVE BEEN TRANSLATED INTO ENGLISH SOLELY FOR THE CONVENIENCE OF THE INTERNATIONAL READER. IN THE EVENT OF CONFLICT OR INCONSISTENCY BETWEEN THE TERMS USED IN THE ITALIAN VERSION OF THE DOCUMENT AND THE ENGLISH VERSION, THE ITALIAN VERSION SHALL PREVAIL, AS THE ITALIAN VERSION CONSTITUTES THE OFFICIAL To: SIAS S.p.A. Via Bonzanigo, Turin (TO) Turin, 24 March 2014 Delivered by hand Subject: submission of the list for the appointment of the Board of Directors of SIAS S.p.A. With reference to the Ordinary Shareholders Meeting of SIAS S.p.A. convened at the registered office in Turin, Via Bonzanigo no. 22, on 18 April 2014, at a.m., on single call, to resolve, inter alia, on the appointment of the Board of Directors pursuant to art. 16 of the Articles of Association of SIAS S.p.A., the undersigned company, ASTM S.p.A., as holder of 140,378,186 ordinary shares of SIAS S.p.A., corresponding to % of ordinary share capital, hereby submits the following list of candidates for their appointment as board directors of SIAS S.p.A.: 1. Maurizio LEO, born in Rome on 25 July 1955 (*) (**) 2. Daniela GAVIO, born in Alessandria (AL) on 16 February Beniamino GAVIO, born in Alessandria (AL) on 13 October Giovanni ANGIONI, born in Cuneo (CN) on 31 January 1941 (*) (**) 5. Stefania BARIATTI, born in Milan (MI) on 28 October Maria CARAMELLI, born in Mondovì (CN) on 8 February 1958 (*) (**) 7. Andrea PELLEGRINI, born in Milan (MI) on 10 October 1964 (*) (**) 8. Ferruccio PIANTINI, born in Venice (VE) on 28 January 1953 (*) (**) 9. Paolo PIERANTONI, born in Genoa (GE) on 9 December Giovanni QUAGLIA, born in Genola (CN) on 20 October Alberto SACCHI, born in Tortona (AL) on 14 March Graziano SETTIME, born in Turin (TO) on 17 September 1960 (*) candidates who have stated that they meet the requirements of independence set forth in article 147-ter of Italian Legislative Decree no. 58 of (Consolidated Law on Finance) and envisaged by article 148, paragraph 3 of the same decree. (**) candidates who have stated that they meet the requirements of independence envisaged by article 3 Independent Board Directors of the Code of Conduct approved by the Committee for the corporate governance of listed companies of Borsa Italiana S.p.A. Attachments: a certificate issued by an authorised broker proving that ASTM S.p.A. holds 140,378,186 ordinary shares of SIAS S.p.A.;
2 the statements by candidates in which the same accept their candidacy and declare, under their own responsibility, that there are no grounds for ineligibility or incompatibility, and that they meet the requirements prescribed for the office; the curricula vitae of the candidates. Best regards.
3 CURRICULUM VITAE MAURIZIO LEO Prof. Avv. Maurizio LEO, born in Rome on 25 July 1955, has been engaged in the following activities and is in possession of the following qualifications: 1. Bachelor s Degree in Law, awarded on 27 July 1977, from Rome University, with a mark of 110/110; 2. he was a Finance Police official, reserve second lieutenant and taught the following subjects at the Petty Officers School of the Corps: - Criminal tax and procedural law; - Indirect business taxes and duties; 3. he was an employee of the Banca Nazionale del Lavoro; 4. he is a Lawyer with representation in the Court of Cassation; 5. he won a competitive state examination based on qualifications and exams for the award of 4 positions, qualifying as 1 st Level Executive in the role of personnel of the management career of the Peripheral Direct Tax Authority, available as at 31 December 1985, announced with Italian Ministerial Decree dated 23 December 1985 and he worked for the General Management of Direct Taxes as Deputy Ministerial Director; 6. he is a 1 st level Executive (previously General manager at function level C) from 30 October 1992; 7. he was Central Director for Legal Affairs and for Tax Disputes in the Department of Inland Revenue of the Ministry of Finance from 1 February 1993 to 20 November 1999; 8. he specialised in European Studies at the postgraduate institute Alcide De Gasperi, with a mark of 110/110 cum laude; 9. he undertook a specialisation lasting 8 months on business income at the Higher School of Economics and Finance, gaining a mark of excellent; 10. at the School cited in point 9), he undertook a specialisation in the assessment of Direct Taxes and VAT, lasting 8 months, gaining a mark of excellent; 11. at the School cited in point 9), he undertook a specialisation lasting six months on tax litigation, gaining a mark of excellent; 12. he was an Assistant-researcher between 1983 and 1986 at the Institute cited in point 8) in the area of Harmonisation of Tax Legislation in the EEC ; 13. he taught at the Higher School of Economics and Finance of the Public Administration; 14. he holds courses on Tax Law and Practice, Conferences at leading national credit institutions, at national professional associations (chartered accountants and accounting experts) and trade associations (Confindustria, Confartigianato, Coldiretti) and has participated in television broadcasts on tax issues, also on behalf of the pro tempore Minister of Finance; 15. he has held specialist courses at the Luiss School of Management and has held conferences at the La Sapienza University in Rome and at the Universities of Siena and Salerno; 16. he taught tax-related subjects at IPSOA (postgraduate institute of business administration); 17. since 1985 he has taught ordinary and specialist and training courses for petty officers of the Finance Police Corps, relating to Direct Taxes ;
4 18. since 1986 he has taught specialist and training courses for Officials responsible for inspections in larger businesses at the School of Tax Police of the Finance Police Corps, and since 2001, he has taught the Higher Tax Police Course for officials of the Corps as professor; 19. he is a professor of Legislation and services for Direct Taxation at the Finance Police Academy; 20. since 1988 he has lectured at the Higher School of Economics and Finance of the Public Administration; 21. he was an associate professor for academic year 1988, in European Tax Law, at the postgraduate institute set forth in point 8); 22. he was a contract professor for academic year 1992/1993, of tax law at the University of Salerno Faculty of Economics and Business; 23. he speaks at Conventions organised by Il Sole 24 Ore on tax issues; 24. he has worked with the following tax publications: Il Fisco, Il Corriere Tributario, Riforma Fiscale and Rassegna Tributaria. He ran the theoretical-practical course in business income published weekly by the Magazine Il Fisco ; 25. he was the Editor in chief of the Magazine Quaderni published by the Ministry of Finance; 26. he published a book on 1984 tax returns; the same book was published for Il Sole 24 Ore in 1985; 27. he is the co-author of a book entitled Le imposte sui redditi nel testo unico ( Income taxes in the Consolidated Law ) published between 1988 and 1999 by the publishing house Giuffrè. The six editions of the book were acclaimed by the academic and professional spheres and were adopted by numerous universities; in 1988 he published a book printed by the Banco di Santo Spirito on VAT regulations; 28. he is the author of a book entitled the tax amnesty published in 1992 by the publishing house Il Sole 24 Ore ; 29. he has advised Members of Parliament, Chamber of Deputies, Chamber of Senators, on behalf of the Ministry of Finance, for the preparation of income tax returns from 1984 to 1992; 30. he was part of a group drafting provisions relating to the finance law and to tax provisions relating to the same for 1988, 1989, 1990, 1991, 1992, 1993, 1994, 1995 and 1996; 31. he was part of the Italian delegation, on behalf of the Ministry of Finance, that took part in the VII UN Congress for the fight against crime and the treatment of criminals; 32. he was a member of the working group revising the regulation of pension funds; 33. he is a member of the International Fiscal Association; 34. he was a researcher in Tax law at LUISS; 35. he has been a member of important Study commissions set in place by the Ministry of Finance; 36. he was the Deputy Chairman of the 1 st level Tax Commission and of the Provincial Tax Commission of Rome; 37. he has been the coordinator of various restricted groups of the Technical committee for the implementation of the Tax reform; 38. he has been an ex-officio member of the Committee to Coordinate the Centralised Service of Tax Inspectors (Se.C.I.T.) since 6 October 1993; 39. he has been a member of the Commission for the competitive state examination based on exams for 352 tax assistant jobs for the Service Centres of Salerno, Palermo and Turin;
5 40. he participated in works to draw up regulations relating to Italian Law no. 413 of 30 December 1991 with specific reference to those concerning the right of appeal, tax amnesty, the revaluation of business property and the delegation for the reform of tax disputes and followed the parliamentary procedure; 41. he was a member of the Commission that drew up legislative decrees concerning the review of tax litigation, implementing the provisions contained in article 30 of Italian law no. 413 of 30 December 1991; 42. he was a member of the Commission assigned to draw up regulations on the implementation of the tax litigation reform; 43. he was a member of the working group assigned to make amendments and supplements to tax legislation for the calculation of business income; 44. he coordinated, with the Secretary general of the Ministry of Finance and with the Minister of Finance, works regarding responses to questions posed by taxpayers in the first editions of Telefisco organised by Il Sole 24 Ore ; 45. he was Chairman of the Commission constituted to update legislation in the sector of motor vehicle tax; 46. he was the Chairman of the Commission engaged to examine the tax problems of voluntary associations; 47. he was the Deputy Chairman of the Commission for the competitive state exam for 999 places as 1 st Level Executive in the Ministry of Finance; 48. he was a member of the Commission to study a new system of vehicle license plates; 49. he was a member of the Commission to appoint Tax Court judges; 50. he was a member of the Board of Directors of SIAE and of the Legal Counsel as representative of the Ministry of Finance; 51. he was a member of the Commission to draw up outlines of legislative provisions regarding business income, employee income and capital income (Italian Law 662/96, art. 3, paragraphs 19, 160, 161 and 162); 52. he was an ex-officio member of the Consultative Committee for the application of tax avoidance regulations set forth in article 21 of Italian Law no. 413 of 1991; 53. he was designated by the Minister of Finance to participate in a commission, established at the Ministry of the Treasury, which developed regulations to implement tax provisions of bank foundations; 54. he was a columnist for the daily newspaper Il Sole 24 Ore ; 55. he was the Pro Chancellor of the Higher School of Economics and Finance from 21 November 1999; 56. he was elected, with 958 votes in favour, by the executives of the State, as a member of the Committee of guarantors of State Administration; 57. he was the director of the Masters in Tax Law organised by the Central School of tax and by the Magazine Il Fisco ; 58. he was elected as member of parliament of Alleanza Nazionale for the XIV and XV legislature; 59. he was elected as a member of parliament of Popolo della Libertà for the XVI legislature; 60. he was Deputy Chairman of the Finance Commission for the Chamber of Deputies in the XIV legislature as well as a member of the Finance Commission and of the Parliamentary Supervisory Commission on Tax Register in the XV legislature;
6 61. he was a member of the High Commission for Tax Federalism set in place by the Ministry of the Economy and Finance; 62. he is the author of a book entitled Le imposte sui redditi nel Testo Unico ( Income taxes in the Consolidated Law ) published by Giuffrè; 63. he was a member of the V Budget, Treasury and Planning Commission of the Chamber of Deputies in the XVI legislature; 64. he was Councillor for Economic, Financial and Budget Policy of Capital Rome; 65. he was a member of the VI Finance Commission of the Chamber of Deputies in the XVI legislature; 66. he was a member of the Parliamentary Commission for the Implementation of Tax Federalism in the XVI legislature; 67. he was Chairman of the Parliamentary Supervisory Commission on Tax Register in the XVI legislature; 68. he is Chairman of the Tax Commission of the Italian Accounting Body; 69. he is a member of the Scientific Committee of the Alcide De Gasperi Foundation; 70. he has been a Board Director of ACEA S.p.A. since April 2013; 71. he is the Chairman of the Control and Risks Committee of ACEA S.p.A.
7 CURRICULUM VITAE DOTT.SSA DANIELA GAVIO NAME AND SURNAME Daniela Gavio PLACE AND DATE OF BIRTH Alessandria QUALIFICATIONS - Bachelor s Degree in Medicine, majoring in Surgery at the University of Genoa - Scientific High School Diploma WORK EXPERIENCE Expertise and experience in business management mostly acquired while working for the Gavio Group, which operates in the sectors of motorway concessions, construction, the sale of electricity and third party goods transport. I currently hold the following positions: - Chairperson of the Board of Directors of APPIA S.r.l. - Board Director of ARGO FINANZIARIA S.p.A. Unipersonale - Deputy Chairperson of the Board of Directors of ASTM S.p.A. - Board Director of AURELIA S.r.l. - Board Director of AUTOSTRADA DEI FIORI S.p.A. - Sole Director of AZIENDA AGRICOLA BALDA S.r.l. - Chairperson of the Board of Directors of GAVIO E TORTI - CASA DI SPEDIZIONE S.p.A. - Board Director of PCA S.p.A. - Deputy Chairperson of the Board of Directors of S.A.T.A.P. S.p.A. - Board Director of SEA SEGNALETICA STRADALE S.p.A. - Deputy Chairperson of the Board of Directors of SIAS S.p.A. SOCIETÀ INIZIATIVE AUTOSTRADALI E SERVIZI - Chairperson of the Board of Directors of SINELEC S.p.A. - Board Director Executive Committee Member of SOCIETÀ AUTOSTRADA LIGURE TOSCANA p.a. S.A.L.T.
8 CURRICULUM VITAE DOTT. BENIAMINO GAVIO NAME AND SURNAME: BENIAMINO GAVIO PLACE AND DATE OF BIRTH: Alessandria 13 October 1965 QUALIFICATIONS: - Degree in Economics from Kensington University in Glendale (California) in Scientific High School diploma from G. Peano High School in Tortona (AL) in POSITIONS CURRENTLY HELD: I currently hold the following positions within the Gavio Group, a leading Italian group that operates in the sectors of motorway concessions, construction, the sale of electricity, logistics and third party goods transport: Chairman of the Board of Directors of ARGO FINANZIARIA S.p.A. Chairman of the Board of Directors of AURELIA S.r.l. Chairman of the Board of Directors of BAGLIETTO S.p.A. Board Member of CERRI CANTIERI NAVALI S.p.A. Sole Director of FLAMINIA DI GAVIO BENIAMINO & C. S.a.s. Board Member of GAVIO E TORTI CASA DI SPEDIZIONE S.p.A. Board Member of IMCO PROGETTI E COSTRUZIONI S.r.l. Chairman of the Board of Directors and Managing Director of INTERSTRADE S.p.A. Board Member of PCA S.p.A. Chairman of the Board of Directors of SEA SEGNALETICA STRADALE S.p.A. Board Member of SIAS S.p.A. SOCIETÀ DI INIZIATIVE AUTOSTRADALI E SERVIZI Tortona, 20 March 2014
9 STUDIO Dott. Nanni ANGIONI Accountant Corso Giolitti nr C U N E O Tel Fax Cuneo, 18 March 2014 CURRICULUM VITAE Giovanni Angioni born in Cuneo on , graduated in Economics and Business, qualified to teach Accounting and technical business subjects, qualified chartered accountant, registered with the Association of Chartered Accountants since 1967, the year in which I started my professional career Legal Auditor of Accounts - POSITIONS CURRENTLY HELD Board Director Società Iniziative Autostradali e Servizi S.p.A. member of the control and risks committee member of the remuneration committee - (company listed on the Italian stock exchange) Autostrada Asti Cuneo S.p.A. Chairman of the Supervisory Board Rocca del Castellaro S.p.A. Milano Serravalle - Milano Tangenziali S.p.A. Autostrada Torino Savona S.p.A. Chairman of the Supervisory Board Tangenziali Esterne Milano S.p.A. - Chairman of the Board of Statutory Auditors Cassa Edile Provincia di Cuneo Idroterm S.p.a. Cuneo Sigma S.p.a. Cuneo S.Andrea S.p.a. Cuneo Sole Auditor Garelli e Viglietti S.r.l. Mondovì Standing Auditor Fomec S.p.a. Mondovì
10 SOME OF THE POSITIONS PREVIOUSLY HELD Board Director Alpitel S.p.A. Nucetto ASTM S.p.A. Turin member of the executive committee (company listed on the Italian stock exchange) member of the remuneration committee Chairman of the Board of Statutory Auditors ABC S.p.A. Ponte Taro Grassetto S.p.A. Tortona Alpitour Italia S.p.A. Cuneo Alfra S.r.l. Brescia Rubinetterie Teorema S.p.A. Brescia Teco S.p.A. Brescia C.A.R. S.p.A. Brescia Barberis Mario Impresa Costruzioni S.p.A. Alba Blumarin Hotels S.p.A. Cagliari Blumarin Hotels Sicilia S.p.A. Siracusa Francorosso International S.p.A. Turin Viaggidea S.p.A. Milan Paghera S.p.A. Lonato (Bs) I.M.A. S.p.A. Fossano Giordano & C. S.p.A. Cuneo International Auto S.r.l. Cuneo S E P S.r.l. Racconigi Standing Auditor A T I Trasporti Interurbani S.p.A. Saluzzo Gino Rag. Felice S.p.A. Cuneo Merlo S.p.A. - Cuneo Blufin S.p.a. - Cuneo Halley Partecipazioni S.p.a. Cuneo My professional activity entails providing advisory services in the corporate, tax, business and accounting spheres, undertaking positions in Italian joint stock companies and multinationals operating in the fields of construction, agrifood, engineering, hotel and tourism, photography laboratories, chemicals and large-scale retail.
11 Maria Caramelli Address Via della Rocca 33, Turin Marital status Married with three children Place and date of birth Born in Mondovì, 8 February 1958 Work experience Current position Organisation Previous positions Education and qualifications Positions held relating to the field of Science (acting) General Manager Istituto Zooprofilattico Sperimentale del Piemonte, Liguria e Valle d Aosta Health Director Head of SC Neuroscience and SC Epidemiology and Epidemiological Observatory Masters in Managerial Training for Directors of Healthcare Organisations with merit Healthcare Management School of the Lombardy Region, Milan 2011 De facto Diplomate (Food Safety subspecialty) European College of Veterinary Public Health 2006 Specialisation in Inspection of Food of Animal Origin cum laude University of Turin 1997 Research Doctorate in Comparative Veterinary Pathology University of Turin 1990 Bachelor s Degree in Veterinary Medicine cum laude University of Turin 1984 Member of the European College of Veterinary Public Health Director of the National Reference Centre for Bovine Spongiform Encephalopathy (BSE) Member of the National Committee for Food Safety Member of the Scientific Committee of the Higher Healthcare Institute Member of the Academy of Science of Turin Member of the Scientific Council Agroinnova Member of the Scientific Committee of Ecosystem Onlus Member of the Interdepartmental Centre of Advanced Neuroscience Study of Turin She has also been: Deputy Chairperson of the Italian Society of Veterinary Diagnostics Member of the Ministerial Commission for Transmittable Spongiform Encephalopathy Member of the Scientific Committee of the Foundation for Biotechnologies of Turin
12 Positions held Relating to management Publications Teaching positions Awards Other Member of the General Council of Compagnia di San Paolo Member of the Board of Management of the University of Catania Member of the Piedmont Consortium for the repression of doping and other illegal uses of drugs She has also been: Auditor of the Order of Veterinary Doctors of Turin Author of over 140 scientific publications in national and international periodicals, 60 of which with I.F. Author of a book entitled Per non scoprirlo mangiando la sicurezza alimentare nel nostro Paese ( To avoid discovering it by eating it... food safety in our country ) Instar libri Ed. (2013) Author of chapters of the following books: Non flavivirus encephalitis Ed. Intech 2011 Manuale di malattie infettive del cane e del gatto ( Manual of infectious diseases of dogs and cats ) Ed. Scivac 2005 Food Safety Assurance and VPH: BSE Chapter Ed. Frans J.M. Smulder 2013 School for Specialisation in Veterinary Public Health University of Turin University Masters in Veterinary Public Health University of Padua University Masters in Technologies in Food Control University of Genoa Post Graduate Course on Occupational Safety and Health in the Workplace I.L.O. Turin Techno visionary award (Women and Technologies) 2013 Green Environment Award (VAS NPO) 2013 Bogianen Award (Chamber of Commerce of Turin) 2011 AIDDA Award (Association of Women Entrepreneurs and Women Managers) 2005 The discovery of the new variant of BSE (BASE) published in PNAS was reported by the New York Times in 2004 She organised the 2006 International Prion Convention in Turin with over 1,000 participants from all over the world and the attendance of two Nobel prize winners. In 2013, Il Sole 24 Ore included her as one of the 10 ten women scientists in Italy. Turin, 19/03/2014 Maria Caramelli
13 ANDREA PELLEGRINI Via Nicolò Porpora, Roma Mobile: Date of birth 10/10/1964 UNIVERSITY EDUCATION Università Bocconi - Milan Bachelor s Degree in Business Economics Major in Business Finance Sloan School of Management Cambridge Massachusetts Massachusetts Institute of Technology (MIT) Masters in Science of Management (MBA) WORK EXPERIENCE 2013 to date Thalia Advisors Rome Partner Strategic consulting and extraordinary finance 2013 to date Long Term Partners Milano Advisor Top management and strategic consulting Nomura Milan and Rome Country Manager and Head of Investment Banking in Italy Member of the EMEA Operating Committee of Investment Banking Merrill Lynch London, Milan and Rome Chairman of Public Sector, EMEA and Head of Investment Banking, Italy Co-Head of Investment Banking, Italy Member of the EMEA Operating Committee of Investment Banking Managing Director Director Vice President Lehman Brothers London and New York Vice President Associate 1991 summer The Mac Group London Summer Associate Barclays Bank Milan and London Senior Credit Analyst Credit Analyst Languages Italian native speaker. Fluent English and French.
14 FERRUCCIO PIANTINI Born in Venice on 28 January 1953 Bachelor s Degree in economics and business in 1976 from the L.Bocconi University in Milan Married with two children Work experience Chairman of CIDI S.A, Chairman of Strategie Industriali Finanziarie srl, Board Director of SIAS. Board Director of Architects srl Founder and shareholder, together with historic partners, of Meliorbanca SpA of which I was Deputy Chairman from 1994 to Between 1990 and 1994, I was the Joint General Manager of SOPAF S.p.A. serving on the Boards of all of the Group s Companies (Pasfin SIM, Invest spa, Arca Gifim and Mediocredito Toscano). In addition to my management role within the Group, I was also charged with identifying new Group structures through disposals and acquisitions, as well as seeking partnerships in more specialised business sectors. Between 1984 and 1990 Central Director of Banco Ambrosiano Veneto; Initially at La Centrale Generale Finanziaria, I managed and organised Group disposals and the merger with Nuovo Banco Ambrosiano; Subsequently I established the then multifunctional Group, creating: - the sales network of Ambro Italia of which I have been the Chairman; - investment funds (La Centrale Fondi); - insurance brokerage activities (Assiprogetti) as well as, - all non-banking financial services concentrated in the Fiscambi Group, of which I have been Board Director and General Manager; During my experience with Banco Ambrosiano Veneto; - I organised the major bank acquisitions, including the network of branches of Stabiese and Banca Vallone; and the sale of Toro Assicurazione and Credito Varesino; - I organised and managed the merger with Banca Cattolica del Veneto, the first in the market. Between 1983 and 1984 Director of Mittel SpA, a historic financial equity investment company, listed on the stock market. From 1980 to 1983 Industrial Executive at Necchi S.p.A., I was responsible for equity investments and General Affairs ; I managed the main transactions that regarded the shareholding structure and Equity Investments as well as the Stock market listing of the Company. From 1976 to 1980 first at Interbanca and then at Banca Cattolica del Veneto in the Loans office of the Management. Lugano, 8 March 2014
15 EUROPEAN FORMAT CURRICULUM VITAE PERSONAL INFORMATION Name PAOLO PIERANTONI Address Via De Nicolay, 9/ Genoa Telephone Fax Nationality Italian Date and place of birth Genoa - 9 December 1956 CURRENT POSITIONS AND OFFICES from APRIL 2009 SOCIETÀ INIZIATIVE AUTOSTRADALI E SERVIZI SIAS S.P.A. Industrial Holding Motorway Concessions Sector, Engineering and Construction, listed on the telematic equity market of Borsa Italiana S.p.A. Managing Director from MARCH 2001 AUTOCAMIONALE DELLA CISA S.P.A. GRUPPO SIAS S.P.A. The Company holds a Concession from the Ministry of Transport and Infrastructure for the A15 Parma La Spezia motorway and for its extension to the north as far as Nogarole Rocca (VR), in connection with the Brennero motorway, for a total of 185 km. Managing Director and Member of the Executive Committee from JANUARY 2002 SALT SOCIETÀ AUTOSTRADA LIGURE TOSCANA P.A. GRUPPO SIAS S.P.A. The Company holds a Concession from the Ministry of Transport and Infrastructure for the A.12 Sestri Levante-Livorno motorway, with the Viareggio-Lucca (A.11) junction and Fornola La Spezia (A.15), for a total of km Managing Director and Member of the Executive Committee from NOVEMBER 2012 Autostrada Torino Savona S.p.A. The Company holds a Concession from the Ministry of Transport and Infrastructure for the A.6 Torino-Savona motorway for a total of Km. 130.
16 Deputy Chairman and Board Director from NOVEMBER 2013 Società Italiana Traforo Autostradale del Frejus S.p.A. The Company holds a Concession from the Ministry of Transport and Infrastructure for the A.32 Torino-Bardonecchia motorway for a total of Km Board Director from NOVEMBER 2013 Autostrada Torino Ivrea Valle d Aosta S.p.A. The Company holds a Concession from the Ministry of Transport and Infrastructure for the A.5 Torino-Ivrea-Quincinetto motorway and the A.4/A.5 Ivrea-Santhià motorway for a total of Km Executive Committee Member and Board Director from JUNE 2001 ARGO FINANZIARIA S.P.A. UNIPERSONALE Holding company for equity investments of the Gavio Group Board Director from MAY 2004 CARISPEZIA CASSA DI RISPARMIO DI LA SPEZIA S.P.A. Bank Board Director from APRIL 2011 RINA S.P.A. Certification and Engineering Board Director from JANUARY 2012 BAGLIETTO S.P.A. A Company operating in the luxury ship building sector entailing the design, construction, refitting and sale of large pleasure boats. Board Director from MARCH 2014 TANGENZIALE ESTERNA S.P.A. Design, construction and management, under concession, of the External East Ring road of Milan. Board Director from APRIL 2009 Association AISCAT ITALIAN ASSOCIATION OF MOTORWAY CONCESSIONS Deputy Chairman
17 PREVIOUS WORK EXPERIENCE from JANUARY 1999 to MARCH 2001 PAVIMENTAL S.P.A. GRUPPO AUTOSTRADE The Company a subsidiary of Autostrade per l Italia handles the maintenance of around 3,000 km of motorway networks of the Parent Company. Managing Director and General Manager from 1997 to the END of 1998 AUTOSTRADA DEI FIORI S.P.A. The Company holds a concession from ANAS for the A.10 Savona-Ventimiglia motorway, for a total of Km Technical and Operations Director from 1989 to the END of 1997 SPALT SOCIETÀ DI STUDI E PROMOZIONE DI INFRASTRUTTURE DI SUPPORTO S.P.A. The Company is an investee of Motorway Concession Holders, whose purpose is to promote and coordinate the construction of new infrastructure to improve the motorway system and transport in general. It has developed projects worth over 2000 billion lire. Director from 1987 to 1989 from 1983 to 1987 FORTUNE MANAGEMENT Property Development Project Manager, with responsibility for the infrastructure, car parks and commercialmanagement sectors of the Company. ANSALDO IMPIANTI Engineering Head of civil building design for the Nuclear Power Plant in Montalto di Castro and in Trino Vercellese FIAT ENGINEERING - TURIN Engineering Design of industrial civil works, in the United Arab Emirates. EDUCATION AND TRAINING
18 from 1975 to 1980 University Qualification obtained Mark UNIVERSITY OF GENOA Degree in Hydraulic Civil Engineering. 110 cum laude from 1970 to 1975 Secondary education Qualification obtained CLASSICAL HIGH SCHOOL G. MAZZINI GENOA Classical high school diploma Genoa, 20 March 2014 Paolo Pierantoni
19 CURRICULUM VITAE Giovanni QUAGLIA Personal information Born in Genola on Resident in Genola (CN) Via Pagliani no. 20, freelance professional Tax code QGLGNN 47R20 D967Z Education and Qualifications Classical High School diploma awarded in academic year Bachelor s degree in modern literature awarded by the University of Turin, Faculty of Literature and Philosophy, in academic year Professional qualifications School Executive Contract Professor of Business Economics and Management at the Department of Management Business Economics and Management Section of the University of Turin Chartered Auditor Registered freelance journalist Administrative positions held Mayor of Genola from 1970 to 1981 Chairman of the Saluzzo Savigliano Fossano District Committee from 1976 to 1983 Regional Director of Piedmont from 1983 to 1988, in this role, member and subsequently Deputy Chairman of the Planning, Budget and Finance, Personnel Commission Chairman of the Provincial Authority of Cuneo from 1988 to 2004 Positions held in Entities and Companies Statutory Auditor of Ceva-Garessio-Albenga S.r.l. from 1989 to 1992 Statutory Auditor of R.A.C. Raccordi Autostadali Cuneesi S.p.A. from 1992 to 1995 Statutory Auditor of Infotour Piemonte S.r.l. from 1991 to 1993 Statutory Auditor of Cassa Rurale e Artigiana of Vottignasco from 1992 to 1995 Chairman of the Board of Directors of ATI (Azienda Trasporti Interurbani) S.p.A. from 1989 to 1992 Member of the Board of Directors and of the Executive Committee of S.A.T.A.P. Società Autostradale TO- AL-Piacenza S.p.A. from 1989 to 1995 Member of the Board of Directors of Autofiori S.p.A. from 1993 to 1999 Member of the Board of Directors of Allione Ricerca Agroalimentare S.p.A. from 1994 to 1997 Chairman of the Board of Directors of Tourist Agency Valli Alpine e Città d Arte from 1997 to 1999 Acting Deputy Chairman of the Cassa di Risparmio di Torino Foundation from 1994 to 2000 and from 2004 to 2012 Chairman of the Board of Directors of Agenzia autonoma per la gestione dell Albo dei Segretari Comunali e Provinciali Regional section of Piedmont from 2001 to 2003 Member of the Board of Directors and of the Executive Committee of Banca Cassa di Risparmio di Savigliano from 2002 to 2004 Member of the Board of Directors of Agenzia di Pollenzo S.p.A. from 2000 to 2005 Chairman of the Management company of Turin Cuneo Levaldigi Airport from 2004 to 2005 Standing Auditor of Autostrade S.p.A. from 2000 to 2006 Standing Auditor of NewCo 28 S.p.A. from 2002 to 2003 Standing Auditor of Autostrade per l Italia S.p.A. from 2003 to 2004 Deputy Chairman of the Provincial Red Cross Committee of Cuneo from 2006 to 2008 Member of the Board of Directors of IRIDE S.p.A. and of IREN S.p.A. from 2006 to 2010 Chairman of Equitalia Cuneo S.p.A. and Deputy Chairman of Equitalia Nomos S.p.A. from 2008 to 2011 Member of the Board of Directors of Autostrade per l Italia S.p.A. from 2004 to 2012 Acting Deputy Chairman of the CRT Development and Growth Foundation from 2007 to 2012 Member of Management, Board of Statutory Auditors and Chairman s Office ACRI from 2004 to 2012
20 Member of the Board of Directors of Banca Pitagora S.p.A. in 2012 Chairman of the Board of Directors of REAM Sgr S.p.A. from 2008 to 13 March 2013 Member of the Board of Statutory Auditors of EFFETI S.p.A. from 2010 to 2013 Current positions Member of the Board of Directors of Unicredit S.p.A., of the Corporate Governance, HR and Nomination Committee and of the Related Parties and Equity Investments Committee of UniCredit S.p.A. Member of the Board of Directors of SIAS S.p.A. Chairman of Autostrada Torino-Savona S.p.A. Member of the Ethics and Disciplinary Committee of AISCAT Chairman of the Board of Directors of Cogetech S.p.A. and Cogemat S.p.A. Chairman of the Board of Statutory Auditors of Perseo S.p.A. Chairman of the Board of Directors of OGR-CRT S.c.p.a. Chairman of the Board of Directors of Local tourism promotion association Le Terre dei Savoia Member of the Board of Directors of the University of Gastronomic Science in Pollenzo Chairman of the Provincial Committee of Cuneo of the Dante Alighieri Association Member of the Board of Directors of the Peano Foundation Member of the Technical-Scientific Council of Arpa Piedmont Honorary titles Commendatore (Knight Commander) of merit of the Italian Republic since 1988 Great Officer of merit of the Italian Republic since 1993 First class gold medal for particular merit in the sector of culture, art and education awarded by the Minister of Public Education in 1995 Knight Grand Cross of the Italian Republic since 2002 Commendatore (Knight Commander) of the Order of San Gregorio Magno, awarded by the Holy Father Giovanni Paolo II on 21 April 2004 Latest publications Quaglia G., (2007), Settimane sociali ( ). Un confronto per la crescita italiana, [Social weeks ( ). A comparison for Italian growth] Aragno Editore, Turin Quaglia G., (2011), Conclusioni. Le sfide del family business, [Conclusions. The challenges of the family business] in Tardivo G., Cugno M., Il sistema family business. Un patrimonio da valorizzare, [The family business system. An asset to be valued] Franco Angeli, Milan. Quaglia G., (2011), Il ruolo della Fondazione CRT nella creazione di valore per il territorio, [The role of the CRT Foundation in creating value for the local area] in La Fondazione CRT [The CRT Foundation], L Artistica di Savigliano, Cuneo. Quaglia G., Miglietta A., (2012), Etica e finanza. Per un rapporto tra persona e mercato, [Ethics and finance. For a relationship between the individual and the market] Cittadella Editrice, Assisi. Tardivo G. and Quaglia G., (2013): La creazione di valore [The creation of value] (vol. I: Creazione di valore per l impresa [The creation of value for the enterprise]; vol. II: Creazione di valore per il territorio [The creation of value for the local area]) Franco Angeli, Milan Quaglia G., Miglietta A. (being published): I nuovi orizzonti della filantropia La Venture Philanthropy [The new horizons of philanthropy The Philanthropy Venture] La Cittadella, Assisi March 2014 SIGNATURE I hereby authorise the processing of my personal information as indicated in Italian Legislative Decree 196/2003 and subsequent supplements. In compliance with art. 10 of Italian Law no. 675 of 31/12/1996 (art. 48 Italian Presidential Decree 445/00) the undersigned hereby declares, under his own exclusive responsibility, that the content of this curriculum vitae corresponds to the truth.
21 CURRICULUM VITAE PERSONAL INFORMATION Name Alberto Sacchi Place and date of birth Tortona, 14 March 1960 EDUCATION AND QUALIFICATIONS Scientific High School leaving diploma awarded in academic year 1978/1979; Bachelor s Degree in Economics and Business awarded on 10 October 1983 from the University of Pavia; degree mark: 110/110 cum laude; title of dissertation: La determinazione del Capital Sociale: recenti interventi legislative e problemi di attualità ( Determining Share Capital: recent legislative changes and current problems ); supervisor: prof. Gian Carlo Rivolta, full time professor of Business Law. OTHER QUALIFICATIONS Qualified to work as a Chartered Accountant from 1983 and registered on the professional roll of Alessandria since 1984; Enrolled on the Register of Auditors. WORK EXPERIENCE - I worked on a professional placement programme as a Chartered Accountant from September 1983 to March 1984 at the offices of Dott. Italo Locatelli; - From April 1984, I was recruited by the Gavio Group, initially as a clerk and from June 1987 as an executive working in Gavio Group companies. With regard to the positions held during the period, I held the offices of board director and statutory auditor in various Gavio Group companies, both engaged in operations and financial companies. I currently hold the following positions: - Board Director of ARGO FINANZIARIA S.p.A. Unipersonale - Managing Director of ASTM S.p.A. - Board Director of AUTOCAMIONALE DELLA CISA S.p.A. - Board Director of AUTOSTRADA DEI FIORI S.p.A. - Board Director of SIAS S.p.A. SOCIETÀ INIZIATIVE AUTOSTRADALI E SERVIZI - Board Director Executive Committee Member of SOCIETÀ AUTOSTRADA LIGURE TOSCANA p.a. - S.A.L.T. - Board Director of TANGENZIALI ESTERNE DI MILANO S.p.A. In addition: - since 2003, I have been the Chairman of the First Technical Committee of AISCAT (Associazione Italiana Società Concessionarie Autostrade e Trafori Italian Association of Companies holding Motorway and Tunnel Concessions) Administration, Finance and Tax;
22 - From 2000 to 2002 I was a member of the Steering Committee of the Cassa di Risparmio di Tortona Foundation.
23 CURRICULUM VITAE PERSONAL INFORMATION Name: Graziano Settime Place and date of birth: Turin, 17 September 1960 EDUCATION Scientific High School Diploma awarded from the High School Gino Segrè in Turin. Bachelor s Degree in Economics and Business awarded from the University of Turin OTHER QUALIFICATIONS Qualified as a Chartered Accountant since 1991 (enrolled on the Turin Register since said date) Enrolled on the Register of Auditors Technical Expert of the Judge at the Court of Turin WORK EXPERIENCE : Company accounts analyst at the Company Accounts Data Service in Turin : auditor at Arthur Andersen (Turin Office) 1988: head of Management Control for Elastogran S.p.A. (a Company of the multinational group BASF) : auditor at Price Waterhouse (Turin Office) 1992: auditor at Price Waterhouse (London Office) 1993-April 1997: From May 1997: From May 2005: auditor at Price Waterhouse (Turin Office) in the position of Executive (from 1993) and assigned to manage transaction support activities (due diligence, acquisitions, ) Executive at the Gavio Group General Manager of Autostrada Torino-Milano S.p.A. Currently member of the Board of Directors of the following companies: - Autostrada Torino-Ivrea-Valle d Aosta S.p.A. - SATAP S.p.A. - SIAS S.p.A. - Energrid S.p.A. - C.I.E. S.p.A. Compagnia Italiana Energia - Itinera S.p.A. Torino, 18 March 2014
REMUNERATION REPORT DRAFTED ACCORDING TO ARTS. 123-TER OF THE CONSOLIDATED LAW ON FINANCE AND 84-QUATER OF THE REGULATION ON ISSUERS Internet site: www.grupposias.it Approved by the SIAS S.p.A. Board of
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ENGINEERING INGEGNERIA INFORMATICA SpA ROME, Via San Martino della Battaglia, 56 THE UNDERSIGNED AND FULLY PAID UP SHARE CAPITAL IS EQUAL TO 31,875,000 TRADE REGISTER NO. 00967720285 ROME CHAMBERS OF COMMERCE
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