On December 12, 2007, the Board of Directors approved a special “Procedure for the internal management and external communication of documents and information” as proposed by the CEO. This procedure substituted the “Internal regulations for disclosing price sensitive documents and information to the market” approved by the Board of Directors on March 27, 2001.
The Procedure includes the guidelines for the internal management and external communication of documents and information, especially inside information as per Article 114.1 of TUF (“Inside information”).
It covers all those parties who, based on their employment or professional activities or duties, have frequent or infrequent access to company information about the Issuer. These parties are obliged to: (i) maintain such confidential information secret; (ii) use such information solely to carry out their employment or professional activities; and (iii) not use such confidential information contrary to the current legislation.
Specifically, the directors and statutory auditors of Salini Impregilo and its subsidiaries are required to maintain information and documents obtained by them during the execution of their duties confidential as well as the contents of any discussions carried out during board meetings and as part of the work of the Board of Statutory Auditors.
In order to ensure a coordinated and standard approach, any contact with the press or other mass media or with financial analysts and institutional investors that involves information (even when not confidential) about Salini Impregilo or its subsidiaries can only take place after authorization by the chairperson or CEO of Salini Impregilo or the Investor Relations and Corporate Identity units of Salini Impregilo, in accordance with the Procedure.
The chairperson and CEO of the Issuer are responsible for managing privileged information.
The related administrative bodies are responsible for management of privileged information about the subsidiaries, which may be disclosed in accordance with the Procedure.
Only the chairperson and CEO of Salini Impregilo may disclose privileged information to the market.
The communication of privileged information must respect the criteria of completeness, timeliness, transparency, adequacy and continuity. Investors should be provided with the same information to avoid discontinuity or the creation of situations that could affect the listed share price.
The chairperson is responsible for ensuring compliance with the Procedure, which provides for penalties to be applied to the parties that violate it.