compensation

The compensation of the Board of Directors is determined by the Shareholders’ Meeting, while the compensation of the Chairman, the Chief Executive Officer and the Directors who serve on Board Committees is determined by the Board of Directors, upon a proposal by the Compensation Committee and based on the input of the Board of Statutory Auditors.

Initially, the compensation payable to the current Directors was determined by the Shareholders’ Meeting that elected them on April 26, 2011. It consisted of a fixed annual fee payable to each Director and an attendance fee for each meeting attended by each Director. The compensation of Directors that perform special functions or are members of Board Committees was determined by the Board of Directors at its July 25, 2011 meeting.

Considered the Company’s Governance, executives with strategic responsibilities have not been identified.

The compensation of the Statutory Auditors is determined by the Shareholders’ Meeting that elects them. The compensation of the Board of Statutory Auditors currently in office was determined by the Shareholders’ Meeting of April 26, 2011, amounting to 60,000 euros for the Chairman and 40,000 euros for each Statutory Auditor.

Additional information about the compensation earned by the Statutory Auditors in 2010 is provided in a table included in the section of this Report entitled “Compensation of Directors and Statutory Auditors.”