FACTS & FIGURES - Tecnimont ICB

SAVERIO SIGNORI
Born 1961. A graduate in Economics and Commerce, he is involved in management, financial and tax
consultancy. He was a member of the working group set up by the Ministry of Productive Activities for
the reform of regulations on the extraordinary administration of major companies in crisis. He
currently holds the position of liquidator in extraordinary administration procedures for several
companies. He is a sessional lecturer in Company Economics at the Faculty of Economics and
Commerce at the Luiss University of Rome. In 1986 he founded the Studio Signori Company of
chartered accountants with offices in Rome and Milan.
GIOVANNI MALAGÒ
Born 1959. He graduated in Economics and Commerce. He is CEO of Sa.Mo.Car. SpA and Chairman and
CEO of Samofin SpA. He is currently a member of the Board of Directors of several important companies:
UniCredit Banca di Roma, FAI ( Environmental Italian Fund, the organization dedicated to preserve Italy’s
artistic and environmental heritage), Musica Park Auditorium of Rome. Since 2007 he has been advisor
to HSBC for Italy. In the sport sector he has hold relevant assignments as Chairman of the Organizing
Committee of the 13th FINA World Championships Rome 2009, member of the Organizing Committee of
the World Volleyball Championship 2010 and member of the Italian Olympic Academy.
STEFANO FIORINI
Born 1962. He completed a three-year degree in Juridical Science in Camerino. He has been an
employment consultant since 1988, specialising in company restructuring and mergers and
acquisitions, with significant experience in fiscal disputes and receivership. He has held the post of
statutory auditor for several companies.
ROBERTO POLI
Born 1938. A graduate in Economics and Commerce, he was professor of corporate finance at the
Cattolica University of Milan from 1966 to 1998. He is the founder and Chairman of Poli e Associati, one
of the prominent consultancy companies in the field of merging and acquisitions and corporate finance.
He was Chairman of Rizzoli-Corriere della Sera and Publitalia. He currently holds the position of Board
Member at Mondadori, Fininvest, Coesia and Perennius. He is Chairman of Eni since May 2002.
ADOLFO GUZZINI
Born 1941. He co-founded iGuzzini illuminazione, where he is currently President. He is also Chief
Executive Officer at Fimag, a holding company which controls F.lli Guzzini, Teuco and iGuzzini
illuminazione, in which he is also a Partner and Vice-President. From 2009 he has been the President
of the Italian Design Council. He has received the title of Knight of Labour and was awarded an
Honorary Degree in International Economics.
GIUSEPPE COLAIACOVO
Born 1966. He graduated in Economics and Finance and was awarded an Executive MBA at UCLA.
He has been a professor in the Economics of Education at the University of Perugia since 2001.
Since 1994 he has been a member of the Board of Directors of companies such as SNAM Rete Gas,
MCC and Fineco Bank (Unicredit Group), Financo, Colacem, Colabeton and Santamonica Misano
Circuit. He has also served as Chairman of Sirci Gresintex SpA and Chief Executive Officer of
Goldlake Investment.
Functions of the Board of Directors
The Board of Directors plays a central role in the corporate organization, and
drives the pursuit of the strategic goals of the Company and the Group. It also
checks that proper controls are in place to monitor their progress. Apart from
the powers granted to it under the law and the Articles of Association, the
Board of Directors also exercises sole competence in the following matters:
approval of Maire Tecnimont’s and the Group’s strategic, industrial and
financial plans and budgets;
approval of the Company’s first quarter and first half reports, including
the consolidated accounts;
assessment of the appropriateness of the general organizational,
administrative and accounting structure of the Company and its
strategically significant subsidiaries as drawn up by the Chief Executive
Officer, with specific reference to the internal control system and the
management of conflicts of interest;
periodic assessment of the Company’s and Group’s operating, financial
and stock market performance;
approval of transactions entailing the acquisition and disposal of
controlling interests in other companies and in important parts of the
Group’s and other companies’ businesses;
definition of the Company’s and the Group’s corporate governance system
and rules;
formation and regulation of committees within the Board of Directors, the
appointment of committee members and determination of their emoluments;
conferment on and revocation of delegated powers from the Chief
Executive Officer, the Chairman and other Board members, and the
determination of related emoluments;
approval of transactions proposed by the Company and its subsidiaries
that are likely to have a significant impact on the Company’s strategy,
operations, and financial or equity situation;
decisions pertaining to the exercise of voting rights in strategically
significant direct subsidiaries, at the recommendation of the Chief
Executive Officer.
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