1. Issuer profile

Salini Impregilo S.p.A. (hereinafter “Salini Impregilo” or the ‘“Issuer”) is an issuer with shares listed on the Mercato Telematico Azionario (electronic stock exchange) managed by Borsa Italiana S.p.A., resulting from the merger of Salini S.p.A. into Impregilo S.p.A., with effect from January 1, 2014.

With this merger the Campione Nazionale® project was finalized. This project aims to create a global leader with the expertise, skills, track record and dimensions necessary to compete in the global construction industry through more efficient and effective business management.

Salini Impregilo is currently an industrial group specializing in the construction of major, complex projects, a dynamic Italian company able to compete with leading global players. Through its business and organizational skills, technical and financial expertise, risk management abilities and time and cost optimization capacity, Salini Impregilo has an unrivalled wealth of expertise and skills which enables it to play a leadership role in the civil engineering large-scale works market and large-scale infrastructure and plant construction business.

Operating in over 50 countries with 34,400 employees, an annual turnover of roughly €4 billion and an order backlog of €29 billion, the group is a global player in the construction industry and a world leader for infrastructure projects in the water segment.

Salini Impregilo bases its activities on a strong passion for construction which is reflected in its wealth of international projects. The Group has been operating in the dams and hydroelectric plants, hydraulic works, railways and metro systems, airports and motorways, civil and industrial building sectors for over 100 years.

Management and the entire Group are committed to operating in accordance with environmental, ethical and professional principles, which comply with the highest international criteria for corporate governance and citizenship.

The corporate governance structure adopted by Salini Impregilo S.p.A. is based on the guidelines set out in the "Corporate Governance Code" approved in March 2006, amended in March 2010 and in December 2011 and most recently approved, in its current version, in July 2014 by the Committee for Corporate Governance and promoted by Borsa Italiana S.p.A., ABI, Ania, Assogestioni, Assonime and Confindustria, available to the market on Borsa Italiana’s website http://www.borsaitaliana.it/comitato-corporate-governance/codice/2014clean.pdf (the “Code”), as it believes that having a well structured governance system is a pre-requisite for maximum efficiency and also ensures greater levels of transparency, thus increasing investor confidence in the Issuer.

To facilitate the assessment ofthe Issuer’s governance system and the information contained in this report, it should be noted that the shareholders’ meeting called to approve the financial statements at December 31, 2014 will also be called on to express their views on several amendments to the bylaws. The proposed amendments mainly reflect the need to eliminate all procedural rigidity in the functioning of the corporate bodies and in the exercise of shareholders’ rights.

The Articles of the company Bylaws affected by the proposal of the Board of Directors are, in particular, Articles 7 (Share Capital - Bonds), 10 (Right of withdrawal), 16 (Convocation of Shareholders’ Meeting), 18 (Powers of the Chairman), 20 (Management and Representation), 24 (Management and Representation) and 29 (Board of Statutory Auditors) of the company Bylaws.

These amendments to the bylaws shall be mentioned from time to time in the relevant sections of the report. At any rate, further details are provided in the various Board of Directors’ Reports which will be published on the company’s website www.salini-impregilo.com, under the Shareholders’ Meeting section.

The scope of this report on corporate governance and ownership structure (the “report”) is to illustrate Salini Impregilo’s corporate governance model and provide a brief description of how it has been implemented by the Issuer.

It is based on the specially designed form prepared by Borsa Italiana S.p.A. (Fifth edition - January 2015).