Annual Report on
Corporate Governance 2013

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2. Board of Directors and Committees

  • All
  • Executive
  • Independent
  • Non-Executive

John Elkann
Chairman

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Sergio Marchionne
Chief Executive Officer

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Andrea Agnelli

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​Joyce Victoria Bigio
Indipendent

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​Tiberto Brandolini d'Adda

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​René Carron
Indipendent

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Luca Cordero di Montezemolo

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Gian Maria Gros-Pietro
Indipendent

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Patience Wheatcroft
Indipendent

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  • All
  • Nominating, Corporate Governance and Sustainability
  • Compensation
  • Internal Control and Risk

John Elkann
Chairman

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​René Carron
Chairman

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Gian Maria Gros-Pietro
Chairman

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​Joyce Victoria Bigio

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Patience Wheatcroft

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3. Shareholder Structure

As defined under Article 93 of Legislative Decree 58/98, the Company is controlled by Giovanni Agnelli e C. S.a.p.A. indirectly through Exor S.p.A. which holds 30.06% of total shares.

In addition, Fiat S.p.A. holds 2.76% of its own shares.

The Company has approximately 240,000 shareholders in total. As at 27 February 2014, other shareholders holding more than 2% of shares (and, therefore, more than 2% of voting rights) were: Baillie Gifford & Co (2.64%), Vanguard International Growth Fund (2.26%) and Norges Bank (2.01%). For the remaining shares, approximately 17.1% are held by Institutional Investors within the European Union, 21.8% by Institutional Investors outside the European Union and 21.37% by other shareholders. No shareholder agreements, as defined under Article 122 of Legislative Decree 58/98, currently exist.

 

Capital Structure

  No. of shares % total share capital Listed
Ordinary Shares 1,250,739,023 100% YES

 

Significant Holdings

Ultimate shareholder Direct shareholder % ordinary shares/voting rights
Giovanni Agnelli & C. S.a.p.A. Exor S.p.A. 30.06%
Baillie Gifford & Co (1) 2.64%
Vanguard International Growth Fund Vanguard International Growth Fund 2.26%
Norges Bank Norges Bank 2.01%

Fiat S.p.A. also holds 2.76% own ordinary shares (2.76% of voting rights)

(1) Baillie Gifford Overseas Limited e Baillie Gifford & Co.

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