Management and coordination

At its meeting of 27 April 2004, the Board of Directors decided that there were no conditions whereby Autogrill would be subject to the management and coordination of the parent, Edizione S.r.l. (formerly Edizione Holding S.p.A.), pursuant to art. 2497-bis of the Italian Civil Code.

Following Edizione S.r.l.’s transfer of its entire investment in Autogrill to its wholly-owned subsidiary Schematrentaquattro S.r.l. (which on 18 November 2013 became a “società per azioni” and was therefore renamed Schematrentaquattro S.p.A.), on 18 January 2007 the Board of Directors agreed that there were still no conditions whereby Autogrill would be subject to the management and coordination of its parent, Schematrentaquattro.

Specifically, at those meetings the Board of Directors verified that there were no indicators of effective dominant influence by the controlling shareholder, given Autogrill’s extensive managerial, organizational and administrative autonomy and the lack of instructions or directives from Edizione S.r.l. and Schematrentaquattro S.r.l. (now Schematrentaquattro S.p.A.) that might be evidence of management or coordination.