Related Party Transactions Procedure

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. More specifically, 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 (RPT) according to three categories:

  • Transaction of greater significance, where at least one of the key indicators exceeds the threshold of 5%, approval of which is reserved for the BoD
  • Transactions for small amounts, where the equivalent value does not exceed Euro 200,000
  • Transaction of lesser significance, which includes all RPTs other than transactions of greater significance and those for small amounts

In implementation of Consob regulations, the Board of Directors has set up the Related Party Transactions Committess, comprising three unrelated independent directors. The RPT Committee is vested with investigative proactive and advisory tasks and powers to assess and decide on related party transactions of both greater and lesser significance.