Associated Persons

The following persons are connected in accordance with the Article 2 N.4172/2013

• Any person directly or indirectly owns shares or equity participation of at least thirty-three percent (33%), by value or number, or rights to profits and voting rights.
• Two or more persons, if a person holds directly or indirectly shares shares voting rights or participation in capital of at least thirty-three percent (33%), by value or number, or rights to profits and voting rights.
• Each person with whom there is a relationship of direct or indirect substantial administrative dependency or control or exercises a decisive influence or has the possibility of exercising decisive influence over another person or if both persons are related direct or indirect substantial administrative dependency or control or has the possibility to exercise a decisive influence by a third party.

Clarifications according to Pol.1142/2015

1. The indirect involvement obtained by multiplying the percentages occupied by the successive steps.

2. Regarding the relationship of direct or indirect substantial administrative dependency, two individuals become connected when:

• More than half of the Board members or one or more managing directors or managers appointed by the other person.
• The same person or persons involved in the administration of a person in the capacity of Executive Director or manager, participate in the management of another person in his capacity as Executive Director or manager.
• Third person appointed on both persons, more than half of the board members or one or more of the directors or managers.

3. Regarding the relationship of direct or indirect or exercise / possibility of exercising decisive influence, two individuals become connected when:

• The face (excluding financial institutions) has lend or provide guarantees for the other person’s credit and the amount of loans and guarantees (cumulatively) more than 50% of total assets of borrowers.
• Third person (excluding financial institutions) has lend or provide guarantees for credits on both entities and the amount of loan and guarantees (cumulatively) more than 50% of total assets of borrowers.
• One person provides or defines / suppliers to at least 90% of raw and auxiliary materials required for the production of all other person’s products and results from a contract (writing or verbal) that clears the final price selling products.

Instead, the franchisor – franchisee relationship (franchising), does not constitute a single connection relationship, and the same applies to the relationship of the exclusive or principal supplier of goods or provision of services of a person for another person.