Other informations

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 Holding S.p.A., pursuant to Art. 2497 bis of the Italian Civil Code. Following Edizione Holding's transfer of its entire investment in Autogrill to its wholly-owned subsidiary Schematrentaquattro S.r.l., 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 new parent, Schematrentaquattro. Effective 1 January 2009, Edizione Holding S.p.A. was merged into Ragione S.A.p.A. di Gilberto Benetton e C., which changed its name and legal status to Edizione S.r.l.

Related party transactions

See the section "Other information" in the Notes to the consolidated and separate financial statements.

Statement pursuant to Art. 2.6.2(12) of the Regulations for Markets Organised and Managed by Borsa Italiana S.p.A.

In respect of Art. 36 of Consob Regulation no. 16191 of 29 October 2007 on conditions for the listing of parent companies, companies formed or governed under the laws of countries outside the European Union that are of material significance to the consolidated financial statements, we report that four companies fall under these provisions (Autogrill Overseas Inc., Autogrill Group Inc., HMSHost Corp., and Host International Inc.), that suitable procedures have been adopted to ensure total compliance with said rules, and that the conditions stated in Art. 36 have been satisfied.

Research and development

In relation to the nature of its activities, the Group invests in innovation, product development, and improvements to the quality of service. It does not conduct technological research as such.

Data protection

Autogrill S.p.A. has implemented and updated for 2008 the Data Protection Document, required by Italy's data protection law and prepared in consideration of our particular business needs.

In 2008, Autogrill S.p.A. continued to monitor compliance with the law, by:

  • training new data protection personnel and improving the training start-up and control procedure;
  • revising the measures for backing up and restoring systems and databases;
  • extending the use of swipe cards for the identification of cashiers;
  • continuously adapting IT infrastructures to security best practices. During the year, Autogrill was Italy's first food & beverage company to earn PCI DSS certification for credit card payment systems. It also passed anti-hacking tests for its network, data center, email and PCs.

Shares held by Directors, statutory auditors and general managers

As required by Art. 79 of the implementation rules for Legislative Decree February 24, 1998 no. 58, adopted by Consob with Resolution 11971 of 14 May 1999, the following table shows the shares of Autogrill S.p.A. and its subsidiaries held by Directors and statutory auditors of Autogrill S.p.A., general managers and executives with strategic responsibilities, and their spouses (unless legally separated) and minor children.

Shares in Number of
shares held at the end
of 2007
Number
of shares
purchased
Number
of shares sold
Number of shares
held at the end
of 2008
Gianmario Tondato   Da Ruos Autogrill S.p.A. 14,700 - - 14,700
Gianni Mion Autogrill S.p.A. - 5,000 - 5,000

Treasury shares

At 31 December 2008, Autogrill S.p.A. held 125,141 treasury shares, or 0.049% of the share capital. Its subsidiaries do not own shares or other securities representing the share capital of Autogrill S.p.A.

Reconciliation between parent company and consolidated equity

Below is a reconciliation between the profit and equity of the Group with those of the Parent company, Autogrill S.p.A., as required by Consob's Resolution 15519 and Circular DEM/6064293.

(€k) Equity at 31.12.2007 Changes in equity Profit for 2008 Equity at 31.12.2008
Autogrill S.p.A. Separate Financial Statements 653,671 (118,826) 18,305 553,150
Effect of the consolidation of subsidiaries’ Financial Statements and related deferred taxes (54,211) (20,491) 106,597 31,895
Valuation of the convertible bond option 1,744 - (1,744) -
Translation reserve (38,559) (60,183) - (98,742)
Hedging reserve1 754 (601) - 153
Consolidated Financial Statements 563,399 (200,101) 123,158 486,456
Minority interests 58,169 (21,160) 19,913 56,922
Total consolidated equity 621,568 (221,261) 143,071 543,378

1 Shown net of tax effect