During 2004, the Company launched the so-called “Project 231” - designed to define the Company’s organisational model as envisaged by Legislative Decree No. 231/2001 in relation to legal entities’ administrative liability for criminal offences perpetrated by persons in top management positions and by those subject to their direction or supervision. The activities conducted made it possible to define the following documents that help illustrate the system of procedures and controls put in place to reduce the risk of those crimes being committed that are envisaged by the regulations in question: the “ Group Code of Business Ethics”, the “ Principles and guidelines of the organisational, management and control model”; the “ Organisational Model”.

It is pointed out that, during 2008, the Supervisory Board (see below) updated the Organizational, Management and Control Model of Seat Pagine Gialle S.p.A, drawn up in accordance with Legislative Decree 231/2001: for the purpose of an organic layout, the Organisational Model has been drawn up according to the outline in the same Legislative Decree 231, thus having distinct sections for each of the groups of alleged offences set out by the law. In particular, it is pointed out that sections have been introduced concerning computer crimes (article 24- bis Legislative Decree 231/2001), health and safety at work offences (article 25- septies Legislative Decree 231/2001) and crimes of receiving, laundering, and spending money, goods or benefits of illegal origin (article 25- octies Legislative Decree 231/2001). Hence, the Model is divided on the basis of appropriate separate sections; each section includes: (i) indication and description of the referential article of Legislative Decree 231; (ii) general principles of conduct and implementation and, where necessary, specific procedural principles defined in order to deal with risk areas identified in the activity of assessment and relative support areas; (iii) appropriate appendices containing the definition of the circumstances of the crime described in the individual section.

The Supervisory Board (set up pursuant to Legislative Decree no. 231/2001), is composed of Marco Reboa (University Professor of Business Economics and former Independent Director of the Company), Marco Beatrice (Manager responsible for the Legal and Corporate Affairs Department of SEAT) and Francesco Nigri (Manager responsible for the Internal Audit Department of SEAT). This approach is in fact able to assure consistency with the guidance contained in the Accompanying Report of Legislative Decree no. 231/2001, endowing the Committee with the requisites of autonomy, independence, professionalism and continuity of action needed to perform the necessary activity efficiently.

The Supervisory Board is tasked with:

- overseeing the effectiveness of the Model, in order to guarantee that the lines of conduct adopted in the company comply with the established Organisational, management and control model;

- monitoring the effectiveness of the Model, in order to assess its appropriateness in preventing the occurrence of the crimes established;

- updating the Model, in order to acknowledge the appropriate adjustments following environmental and/or organisational changes in the company

- overseeing the application of the Code of Ethics

In particular, the tasks of the Supervisory Board are set out as follows:

a. supervision of the effectiveness of the Model by implementing the planned control procedures;

b. checking the effectiveness in preventing illegal conduct;

c. checks that the required requisites are maintained over time, promoting, where necessary, the necessary update;

d. promoting and contributing to, in liaison with the other units concerned, the updating and continuous adaptation of the Model and the system for supervising its implementation;

e. ensuring the referential information is received;

f. ensuring the operational integration of the Supervisory Boards established in the other subsidiary companies;

g. working out a programme of supervision, consistent with the principles contained in the Model, within the various areas of activity;

h. ensuring the implementation of the planned and unplanned control actions;

i. reporting any violations of the Model to the competent offices and monitoring, in cooperation with the Human Resources Management, the application of any disciplinary sanctions.

In carrying out the assigned tasks, the Supervisory Board has unlimited access to company information for the activities of investigation, analysis and control.