Rome, 26 June 2007 The Enel Board of Directors, meeting today under the chairmanship of Piero Gnudi, implemented, upon proposal of the Compensation Committee, the 2007 stock option plan approved by the Ordinary Shareholders Meeting of 25 May.
The plan is intended to give the Company and the Group an incentive and loyalty mechanism for its managers, in line with equity plans widely used at the international level and already adopted by Enel, like other leading Italian companies, in the past.
In particular, the Board granted a total of 27,920,000 options to about 410 Group managers, including the CEO (in his capacity as General Manager), who received 1,500,000 options.
Exercise of the options is conditional on achievement of two long-term performance objectives, with a view to ensuring a convergence of interests between shareholders and management, as they are also linked to the performance of Enels stock in relation to market benchmarks.
A description of the plan, the objectives and the vesting periods of the options was previously published in the press release issued on 28 March (http://www.enel.it/azienda/sala_stampa/comunicati/ss_comunicatiarticolo.asp?IdDoc=1501183) and in the explanatory report prepared by the Board in view of the Shareholders Meeting of 25 May:
In line with the start date of the plan, the strike price was set at 7.859, the Enel share reference price on 2 January 2007, as reported on the electronic stock exchange organised by Borsa Italiana S.p.A.. Payment of the strike price will be charged entirely to the beneficiaries, as the plan does not provide for any facilitated terms in this respect.
The plan does not provide for any temporary restrictions on the transfer of the shares following exercise of the options.
CEO Mr Fulvio Conti announced his intention not to exercise the options he has been assigned before the expiry of the mandate thus acknowledging his trust in the good performance of the Group and of the Enel stock. The same policy will be followed by the CEO also for the options he was assigned in the previous years in his role of CFO of the Company, with the sole exception of the 2002 plan options. Mr Conti will have to necessarily exercise the 2002 plan options by the deadline for the expiry of the plan itself (31 December 2007).
Todays Board Meeting also amended the bylaws in order to bring them into compliance with the recent changes introduced by the Consob regulations implementing the Savings Protection Law (Law 262/2005) and the related corrective decree (Legislative Decree 303/2006). The amendments introduce a few modifications to the procedures for appointing the Board of Auditors and limitations on concurrent engagements of the members of the Board of Auditors.
For the dissemination to the public and the storage of regulated information made available to the public, Enel S.p.A. has decided to use respectively the platforms “eMarket SDIR” and “eMarket Storage”, both available at the address www.emarketstorage.com and managed by Spafid Connect S.p.A. with registered office in Milan, at Foro Buonaparte, 10. The aforementioned services are authorized by Consob (resolution No.19878 of February 15th, 2017, related to the mechanism for the dissemination to the public of regulated information “eMarket SDIR” and resolution No. 19879 of February 15th, 2017, related to the mechanism for the central storage of regulated information “eMarket Storage”).
From May 19th 2014 to June 30th 2015, Enel S.p.A. used the authorized mechanism for the storage of regulated information denominated “1Info”, available at the address www.1info.it, managed by Computershare S.p.A. with registered office in Milan and authorized by Consob with resolution No. 18852 of April 9th, 2014.