Fair Related-Party Transactions
We have adopted, implemented and regularly updated appropriate measures that ensure real transparency and compliance with the criteria of substantial and procedural fairness in the company's related-party transactions.
The Board of Directors approved a new “Regulation on Related-Party Transactions” on July 26th, 2018 in accordance with CONSOB Regulation no. 17221 of March 12th, 2010. The regulation, which replaces the one adopted in 2016, sets out the rules and procedures relating to the identification, preparation, approval and execution of related-party transactions concluded by Amplifon, directly or through Italian or foreign subsidiaries.
Related Parties are recorded in a specific register, which is managed and updated in compliance with current regulations, including observance of privacy.
Related-party transactions with a total amount greater than 500,000 euros and which, at the same time, cannot be qualified as major transactions are defined as "minor transactions".
NB. Related-party transactions of a total consideration of less than 500,000 euros are defined as a “transaction of a negligible amount” and are excluded from application of the procedure.
Major related-party transactions are those in which at least one of the three significance indicators listed below is greater than 5%. The significance of indicators is:
- relative to the amount (ratio between the amount of the transaction and the company's capitalization)
- relative to the assets (ratio between the total assets of the entity that is the subject of the transaction and the total company assets)
- relative to the liabilities (ratio between the total liabilities of the entity that is object of the transaction and the total company assets)
Some related-party transactions fall under the competence of the Shareholders' Meeting.