TABLE 1: INFORMATION ON SHAREHOLDING STRUCTURE

STRUCTURE OF SHARE CAPITAL

No. of shares

% of share capital

Listed (market) / unlisted

Rights and obligations

Ordinary shares

53,811,095

100%

Listed (on MTA – Milan electronic equity market)

Each ordinary share attributes the right to one vote

Shares with limited voting rights

-

-

-

-

Shares without voting rights

-

-

-

-

OTHER FINANCIAL INSTRUMENTS

(giving right to subscribe newly issued shares)

Listed (market) / unlisted

No. of instruments outstanding

Share category servicing conversion/exercise

No. of shares servicing conversion/exercise

Convertible bonds

-

-

-

-

Warrants

-

-

-

-

SIGNIFICANT SHAREHOLDINGS

Declarant

% of share capital

Direct shareholder

Possession status

FÜRSTENBERG SEBASTIEN EGON

69.221

La Scogliera S.p.A.: 69.186

Ownership

Fürstenberg Sebastien Egon:0.035

Total: 69.221

Ownership

INTESA SANPAOLO S.P.A. (1)

2.710

Cassa di Risparmio del Veneto S.p.A.: 1,983

Pledge

Banca Fideuram S.p.A.: 0.002

Banco di Napoli S.p.A. 0.004

Pledge

Intesa Sanpaolo S.p.A.: 0.720

Total 2.710

Pledge

PREVE RICCARDO

2.743

Preve Costruzioni S.p.A.: 2,586

Preve Riccardo: 0.157

Total 2.743

Ownership

BOSSI GIOVANNI

3.549

Bossi, Giovanni

Ownership

(1) The percentages declared by Intesa Sanpaolo S.p.A as per Article 120 CFA can be fully attributed to pledges held by this banking group. According to the declaration received from Banca IFIS, no. 387,271 shares, equal to 0.720% are held as pledge at Intesa Sanpaolo, while no. 1,065,447 shares, equal to 1.980% are in pledge at Cassa di Risparmio del Veneto S.p.A., and are owned by Alchimia S.p.A. which, moreover, has no voting rights only in the case of extraordinary shareholders’ meetings (subject to waiver of the pledge holder).

TABLE 2: STRUCTURE OF BOARD OF DIRECTORS AND BOARD COMMITTEES

Board of Directors

Internal Audit Comm.

Remun. Comm.

Office

Members

In office since

In office until

List (M/m)*

Exec.

Non-exec.

Indep. as per Code

Indepas per CFA

(%) **

No. of other offices ***

****

**

****

***

Chairman

Furstenberg, Sebastien Egon

2010

2012

M

x

100%

-

X

100%

Deputy Chairman

Csillaghy, Alessandro

2010

2012

M

x

94%

-

CEO

Bossi, Giovanni

2010

2012

M

x

100%

-

Director

Conti,

Leopoldo

2010

2012

M

x

88%

-

X

67 %

Director

(LID)

Cravero, Roberto

2010

2012

M

x

x

x

94%

6

X

100%

X

100%

Director

Martin, Andrea

2010

2012

M

x

x

x

88%

-

X

83%

X

67%

Director

Preve Riccardo

2010

2012

m

x

x

x

100%

-

X

83%

Director

Salamon, Marina

2010

2012

M

x

76%

1

Director

Maderna Francesca

2010

2012

M

x

x

x

100%

-

Quorum required for presentation of lists on occasion of last appointment: 1%

No. of meetings held during FY concerned:

BoD: 17

ICC: 12

RC: 3

NOTES

* In this column “M/m” indicates whether the member was elected from the list voted by the majority (M) or by the minority (m).

** These columns show directors’ percentage attendance of meetings, respectively of the BoD and committees (no. of attendances/no. of meetings held during effective period of office of person concerned).

*** This column shows the number of directorships or offices as statutory auditor held by the person concerned in other companies listed on regulated Italian and foreign markets, in financial, banking and insurance companies, or companies of significant size. The second paragraph of Section 4 lists these companies with reference to each director. None of the directors holds offices in the sole subsidiary of Banca IFIS S.p.A.

****In this column “X” indicates that the BoD member belongs to the committee.

TABLE 3: STRUCTURE OF BOARD OF STATUTORY AUDITORS

Board of Statutory Auditors

Office

Members

In office since

In office until

List (M/m)*

Independence as per Code

** (%)

No. of other offices ***

Chairman

Rovida, Mauro

2010

2012

m

X

100%

19

Standing statutory auditor

Santesso, Erasmo

2010

2012

M

X

59%

6

Standing statutory auditor

Stevanato, Dario

2010

2012

M

X

82%

7

Substitute statutory auditor

Giacometti, Luca

2010

2012

m

X

Substitute statutory auditor

Rapetti, Francesca

2010

2012

M

X

-----------------STATUTORY AUDITORS WHO CEASED TO HOLD OFFICE DURING FY CONCERNED----------------

Quorum required for presentation of lists on occasion of last appointment: 1%

Number of meetings held during FY concerned: 22 meetings

NOTES

* In this column, as per the Borsa Italiana format, “M/m” indicates whether the member was elected from the list voted by the majority (M) or by the minority (m). The present membership of the Board of Statutory Auditors was resolved by the Ordinary Shareholders’ Meeting on 29 April 2010 for the 3-year period 2010-2012, using the list-vote mechanism.

** This column shows statutory auditors’ percentage attendance of BSA meetings (no, of attendances/no. of meetings held during effective period of office of person concerned).

*** This column shows the number of directorships or offices as statutory auditor – relevant for the purposes of Article 148-bis of the CFA - held by the person concerned. The full list of offices is published, pursuant to Article 144-quinquiesdecies of the Consob Issuers’ Regulation, on Consob’s website (area interattiva > saivic > informativa al pubblico of the Italian version).