Bylaws and other documentations

Our report on corporate governance and ownership structure details, in particular, any aspects related to the governance system adopted by Rai Way. It outlines the internal regulations relating to information, including ownership structure, compliance, the Board of Directors, committees, Internal Control and Risk Management Systems, Related-Party Transactions, the Board of Auditors, shareholders' meetings, and our relationship with shareholders.

Rai Way has adopted, according to the initiation of negotiations of its own shares onto the Telematic Share Market (“MTA”) of the Italian Stock Exchange, the Procedure for Related-Party Transactions. This procedure is subsequently updated in correspondence with relevant laws and regulations, with particular reference to CONSOB Regulation n.17221 from 12 March 2010, and its subsequent modifications and integrations. Indications and clarifications supplied by communications from CONSOB (with particular reference to communication n. DEM/10078683 from 24 September 2010) are taken into consideration.

The Procedure aims to establish Rai Way’s conduct principles, and is used to guarantee the correct management of related-party transactions.

In order to apply the Procedure and to implement the principles required by the regulation of reference, the Control, Risks and Sustainability Committee takes on a central role, fulfilling the function and the role of the committee for related-party transactions.

Rai Way adopted a Policy concerning the engagement with its shareholders and investors, also in compliance with the provisions of Recommendation no. 3 of the Code of Corporate Governance for Listed Companies. The Policy - in addition to describing the Company’s ordinary and continuous channels of communication (such as the Company's internet site, Shareholders' Meetings, Investor Relations activities) - identifies the criteria on the basis of which Rai Way assesses the possibility of a direct engagement, at Board of Directors level, with such subjects, as well as, in particular, the procedures for activating and carrying out such engagement.