Governance System

Davide Campari-Milano S.p.A. is a public company and its shares are listed on Borsa Italiana market (Italian stock exchange).

Among the initiatives aimed at securing disclosure to the management operations and transparent communication to the investors and the financial market, Davide Campari-Milano S.p.A. has outlined a corporate governance system which structured in accordance with general regulations, as well as with the By-laws, the Code of Ethics, and the recommendations outlined in the Corporate Governance Code of Listed Companies issued by Borsa Italiana S.p.A. (the Italian stock exchange) as well as internal regulations and national and international best practice.

The Company has a traditional administration and control model, consisting of a management body, the Board of Directors, and a control body, the Board of Statutory Auditors.
The Board of Directors has full ordinary and extraordinary administrative powers to manage the Company and to achieve the corporate purpose and create value for shareholders in the medium to long term.

It constitutes the central body of the Company’s corporate governance system.

The Board of Statutory Auditors is responsible for compliance with the law and with the Articles of Association. It ensures that the principles of correct administration are applied, and specifically that the internal control system and the organisational, administrative and accounting procedures are adequate and properly functioning.

The accounts are audited by an auditing company.

The Shareholders’ Meeting is responsible for approving at ordinary sessions, the annual accounts, the appointment and dismissal of Board members and the appointment of members of the Board of Statutory Auditors, the remuneration of Directors and Auditors, the engagement of external auditors and the conferral of responsibilities to Directors and Auditors, and at extraordinary sessions, changes to the by-laws.

The Group observes the principles of correctness, loyalty, honesty and impartiality in carrying out its business and those of confidentiality, transparency and completeness in managing corporate information.

To this end the Company adopted a Code of Ethics in February 2004, setting out the above principles and defining the mission and values according to which the Group's employees should operate.

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Last updated Jul 05 2016