14MB - Pirelli

EXTRAORDINARY SESSION CONSOLIDATED FINANCIAL STATEMENT SUSTAINABILITY REPORT DIRECTORS' REPORT PRELIMINARY INFORMATION
1. PROFILE OF THE COMPANY ISSUING THE REPORT
Pirelli & C. is a company listed on the Italian Stock Exchange that controls a multinational
Group that does business in 160 countries with 135 years’ experience in the industry.
In the tyres sector it operates Pirelli Tyre, the fifth largest manufacturer in terms of turnover,
and leader in the high quality tyre market, with an industrial presence on four continents.
In the property sector it trades as Pirelli RE, a company which in just a few years has established
its leadership in Italy, and has developed a major property business in Germany. It has a
marginal presence in Poland.
With its strong orientation towards innovation, the Group has also initiated a number of startup
initiatives in recent years, in high technology sectors such as new generation photonics,
broadband access, renewable energy sources and sustainable mobility, now supported by the
new antiparticulate filter business.
Pirelli Labs S.p.A. is the advanced research centre that serves all the Group businesses.
Awareness of the importance of an efficient Corporate Governance system in fulfilling its objective
of creating value induces the Company to keep its corporate governance system constantly
in line with national and international best practice.
Pirelli adopts the traditional administration and control system based on the central role played
by the Board of Directors. The Company Governance model is based on the presence of correct
disclosure practices regarding the choices and the procedures for decision-making within the
Company, on an effective system of internal controls, on an effective regulation of potential
conflicts of interest and on a rigorous code of conduct for transactions with related parties.
The system of governance is documented in the Code of Ethics, the Company Bylaws, the regulations
regarding shareholders’ meetings, and a series of principles, rules and procedures,
periodically updated to reflect regulatory and legal developments, that are available on the
Company website at www.pirelli.com in the section dedicated to Governance and the approach
and policies of the Board of Directors.
Moreover, the Company has been publishing its sustainability reports since 2005 - further information
is available in the appropriate section in the company financial reports.
It should be noted that the Company voluntarily highlights updates and additions made to its
corporate governance system since the preceding annual report in its half-yearly report.
2. INFORMATION on the SHAREHOLDER STRUCTURE (ex art. 123 bis TUF) at 10/03/2009
a) Structure of the share capital
The Share capital is divided into ordinary shares and savings shares each of 0.29 euros par
value: the table below shows its exact composition:
86 PIRELLI & C. S.p.A. MILAN
No. shares
% of share capital Listing
Ordinary shares* 5,233,142,003 97.49% Listed on the MTA (Telematic Stock Market) organised and managed by Borsa
Italiana S.p.A. - Blue Chip segment.
Savings shares** 134,764,429 2.51% Listed on the MTA (Telematic Stock Market) organised and managed by Borsa
Italiana S.p.A. - Blue Chip segment.
* Identification code ISIN IT0000072725
** Identification code ISIN IT0000072733
Rights and obligations
Ordinary shares entitle the holder to one vote each. They are registered shares or bearer shares,
to the extent permitted by law, and in this case can be converted into the other type of shares
at the request and expense of their owner.