Related Party Transactions

 

Related Party Transactions (RPT) are governed by a specific Procedure, adopted by the Board of Directors pursuant to CONSOB Regulation no. 17221 of 12 March 2010 and subsequent amendments. 

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Adopted in 2011, the Related Party Transactions Procedure was amended by the Board of Directors on 18 December 2013, with effect from 1 January 2014, on 21 June 2021, with effect from 1 July 2021 and subsequently on 14 June 2023. Application of the Procedure was extended to include natural or legal persons who, for their own account or through subsidiaries, directly or indirectly, even via trust companies or intermediaries, hold at least 5 per cent of Acea's share capital.

The Procedure classifies Related Party Transactions (RPTs) according to three categories

 

Transactions of greater significance, where at least one of the relevance ratios exceeds the threshold of 5%, approval of which is reserved for the BoD

Transactions for small amounts, with smallness thresholds differentiated according to the nature of the counterparty and the type of transaction

Transactions of lesser significance, which includes all RPTs other than transactions of greater significance and those for small amounts

According to the RPT Procedure, prior to approval of a related party transaction, whether of minor or major relevance, the Related Party Transactions Committee is required to express an opinion on the company’s interest in carrying out the operation as well as on the suitability and substantive correctness of the related conditions.

 

The functioning of the Related Party Transactions Committee is governed by appropriate regulations, last modified by resolution of the Board of Directors on 14 June 2023.

 

Documents

Related Party Transaction Procedure

Regulations of the Committee for Related Party Transactions

Information Document relating to major transactions with Related Parties