Consob

The resolutions the Commission adopts are published in Consob’s Bollettino and, where this is provided for, in the Gazzetta Ufficiale. The material in this newsletter summarizes the most important measures and those of general interest; its diffusion is intended only to inform readers about the Commission’s activities.

In order to protect the privacy of those who are subject to sanctions and interdictive measures and the same time guarantee the maximum transparency and publicity to the work of the Commission, the data identifying the parties posted on the website is only available to existing externel search engines for a period of three years. After the expiry of three years, they are not accessible by external search engines, but can only be retrieved by access to the site itself.

Weekly newsletter - year XVIII - No. 21 - 21 May 2012

N.B. measures adopted by Consob are published in the Bollettino and, where envisaged, also in the Gazzetta Ufficiale. This newsletter summarises the more important or general measures and their disclosure here is therefore merely to update readers on Commission activities.

- NEWS OF THE WEEK -

COMMUNICATION FOR INVESTOR PROTECTION

The Financial Services Authority (FSA), the British supervisory authority, reports that the companies:

- Campbell Merger Solutions (www.campbellmerger.com), with declared headquarters in Tokyo;

- Square Mile Financial (www.squaremilefinancial.co.uk), with declared headquarters in London, which has no connection with the authorised company Square Mile Financial (FSA authorisation no. 201799);

- Aw Associates, which also operates as Andrew Warner Associates / A. Warner Associates (www.aw-associates.co.uk), which has no connection with the authorised company Andrew Warner (FSA authorisation no. 489099);

- Greenwood Capital Advisors, with declared headquarters in New York;

- Cantor Index / Cantor UK (www.cantorfsa.com, www.cantor-fsa.com, www.cantorint.com, www.ukcantorhk.com, www.ukcantor.net, www.ukcantor.com), which has no connection with the authorised company Cantor Index Limited (FSA authorisation no. 194414);

- Kingfisher Equities (www.kingfisherequities.com), with declared headquarters in Switzerland;

- Direct Brokers Invest/DB Invest, which also operates as Direct Brokers Investments, which has no connection with the authorised company DB Invest Limited (FSA authorisation no. 457115);

- Peter Daly, with declared headquarters in Edinburgh, which has no connection with Peter Daniel Daly (FSA authorisation no. PDD01038);

- Espa Financial (www.espa-financial.com), with declared headquarters in London;

- Quest Financial, which has no connection with the authorised companies Quest Financial Management Limited (FSA authorisation no. 447970) and Quest Financial Solutions Limited (FSA authorisation no. 479581);

- Paul Mason and Patrick Beaumont, which have no connection with the authorised company Plus 500 UK Ltd (FSA authorisation no. 509909);

- Avalon Consultants Ltd (www.avalon-consultants.com), with declared headquarters in Belize,

are offering investment services without the required authorisation.

* * *

The Central Bank of Ireland, the Irish supervisory authority, reports that the companies:

- Otis Kpo llc, with declared headquarters in the United States;

- Hannover & Rothchild Consultancy, with declared headquarters in the United States;

- Russel Merger Group, with declared headquarters in Japan;

- Eldridge Financial, with declared headquarters in Switzerland;

- The Pinnacle Group, with declared headquarters in the United Kingdom and in Germany

are offering investment services without the required authorisation.

The Pinnacle Group has already been reported by the British supervisory authority (see "Consob Informs" No. 10/2012).

* * *

The French Authorite des Marches Financiers (AMF) reports that Xforex (www.xforex.com), and Ultimass Global Holding, with headquarters in the British Virgin Islands, are offering investment services without the required authorisation.

* * *

Finanstilsynet, the Norwegian supervisory authority, reports that the company Sumitomo Global (www.sumitomoglobal.com), with declared headquarters in Tokyo is offering investment services without the required authorisation.

The company has already been reported by the Danish authority (see "Consob Informs" No. 13/2012).

* * *

The Spanish Comision Nacional del Mercado de Valores (CNMV) reports that the companies AG-Forextrade.com, Mercatrading Inversiones(www.mercatrading.es) and Servicios Eurobroker 2001 sl, are offering investment services without the required authorisation.

The authority has also reported that Filiberto Juan Plaza is in business with Servicios Eurobroker.

IOSCO: BEIJING HOSTS THE 37TH ANNUAL MEETING

From 16 to 18 May 2012, IOSCO (International Organization of Securities Commissions), the global organization of supervisory authorities for financial markets, held its thirty-seventh annual meeting in Beijing. The meeting saw the active participation by the Consob delegation, led by its chairman Giuseppe Vegas.

The meeting began with a comparison of notes on the subjects of the new financial structure of the post-crisis era, market integrity and trading infrastructures, and the development of capital markets in emerging countries. Matters concerning the regulation of futures on raw materials and derivative financial products were also discussed.

During the meeting, a new organisation governance body was constituted. This is a transitional board that brings together in a single board the functions previously assigned to the technical committee, executive committee and the committee for emerging markets. The new Iosco governance has been considered better suited to effectively and promptly dealing with the decision-making processes required as a consequence of the crisis and to providing a guiding role in the global regulation of the financial markets effectively.

The transitional board numbers 32 members and will remain in office for two years. The Japanese Masamichi Kono of the Financial Services Agency of Japan (FSAJ) has been elected to head the transitional board, previously head of the Iosco technical committee. Kono will remain in office until March 2013 when, during the meeting to be held in Sydney, Greg Medcraft, chairman of the Australian Securities & Investment Commission (ASIC) will take over. In the meantime, Vedat Akgiray, chairman Capital Markets Board of Turkey and Ethiopis Tafara, Director of the Office of International Affairs at the SEC in the United States, have been appointed deputy chairmen.

The 37th meeting was hinged on the subject of strengthening international cooperation, with specific reference to the MMOU (Iosco Multilateral Memorandum of Understanding Concerning Consultation and Cooperation and the Exchange of Information), the multilateral MoU adopted in 2002 which saw Consob amongst the first to sign and to which today more than eighty of the organisation's members adhere. During the Beijing meeting, a further four supervisory authorities adhered to the MMOU (Malaysia, Peru, Egypt and Mauritius).

During the meeting, initiatives were taken aimed at members of the Organisation who have not yet signed the MoU, seeking to encourage adhesion to the international cooperation principles and hinder incorrect conduct in a context of increasing market globalisation. The resolution passed by the Beijing meeting enables strict provisions to be taken to ensure increasing sharing of the principles of cooperation and facilitate the removal of obstacles that may be seen in relations with the countries whose legislative systems are not aligned to the required standards.

From the start of 2013, moreover, Iosco will be publishing a watch list of members who have not signed the MMOU and will be assessing additional initiatives by which to encourage the adhesion of those who have not yet signed the MoU, including the possibility of limiting their participation in decision-making within the Organisation.

The documents produced during the 2012 conference are available on the website www.iosco.org. The next annual Iosco meeting will be held in Luxembourg from 15 to 19 September 2013.

ACCOUNTING OF PREPAID TAX: BANK OF ITALY - CONSOB - ISVAP DOCUMENT NO. 5

Article 9 of Law no. 214 of 22 December 2011 has amended the tax legislation applicable to prepaid tax assets booked on the financial statements in relation to the impairment of loans, of goodwill and other intangible assets (hereinafter DTA).

Document no. 5 of the "Coordination table of the Bank of Italy, Consob and Isvap on the application of the IAS/IFRS" provides some clarification with regards to the ways in which the DTA can be correctly recorded on the financial statements of companies when drawn up in compliance with the IAS/IFRS.

More specifically, the authorities believe that the effects of the new tax regulation do not bring about any change to the accounting classification of the DTA, hence they must continue to be stated amongst the assets of the financial statements, as prepaid tax assets. Any tax credit that should ensue by virtue of the transformation of the DTA shall be treated - for any share that is not offset - as a current tax asset.

For reasons of information transparency on the matter, the notes to the financial statements must describe the characteristics of the DTA and must provide their performance during the financial year.

The full text of the document is available from www.consob.it.

CAPITAL INCREASE IGD SIIQ

Consob has approved the registration document, the securities note and summary note in relation to the offer for the subscription of shares in Igd SiiQ spa, reserved to those with the right to the dividend for financial year 2011.

The group headed by Igd operates in the management and ownership of shopping centres for large-scale organised distribution and, in particular, property management and lease in service activities.

The issuer is subject to the special regime of Siiq (listed real estate investment companies) introduced by Law no. 296 of 27 December 2006. The main characteristic of this special regime is the possibility of adopting, where certain established requirements are met, a specific taxation system where profits are only subject to taxation when distributed to shareholders. In exchange for this, the special regime obliges the Siiq to distribute at least 85% of profits deriving from property lease activities (so-called "exempt management").

As of the prospectus date, Coop Adriatica scarl controls the company in accordance with Art. 93 of the Consolidated Law on Finance, with an investment sufficient to exercise a dominant influence in the shareholders' meeting and, in accordance with art. 2497 of the Italian Civil Code, manages and coordinates the company.

The shares concerned by the offer come from the share capital increase resolved by the extraordinary shareholders' meeting of Igd on 19 April 2012. The meeting has approved this share capital increase, to be implemented by 30 September 2012, in a divisible fashion for a total amount of 19,089,451 euro, including any premium, by means of issuing ordinary shares with no specified face value.

The capital increase is reserved to those who have the right to a dividend in relation to financial year 2011, with the exclusion of stock options up to 10% of the pre-existing share capital, in accordance with Art. 2441, section four, second sentence of the Italian Civil Code. In line with the practice adopted by foreign issuers, including European real estate investment companies, this operation enables the issuer to permit subjects with the right to receive a dividend for financial year 2011 to use the amounts received by way of dividends up to a given share (in the case in hand, 80%) to subscribe shares resulting from the share capital increase.

On 17 May 2012, on the basis of the criteria established by the extraordinary shareholders' meeting held on 19 April 2012, the board of directors established a subscription price of 0.64 euro per share and the assignment ratio of one new ordinary share for every 10 ordinary shares held in Igd in relation to which dividend rights are due for FY 2011. The maximum number of shares concerned by the offer is 29,827,267 ordinary shares for a maximum total counter-value of 19,089,450.88 euro.

The share capital increase aims to strengthen the company's equity. Proceeds from the increase will be used to help cover the overall short-term financial demands of the Igd group. There are no subscription commitments for this share capital increase.

In the "Risk Factors" section, the prospectus indicates elements of risk to the investor with regard to the issuer, its group, its related business sector.

- Commission decisions -

taken or made public during the week
(the documents with a link or underlined in the printed edition are immediately available in the respective sections of the website www.consob.it; the other measures will be available in the next few days)

Regulations, guidance and communications

- Accounting of advanced tax (Bank of Italy - Consob - Isvap document no. 5 of 15 May 2012).

Issue of Savings Securities for the Southern Economy (Art. 1, section 3 of the Ministerial Decree enacting Art. 8, section 4 of Italian Law Decree no. 70/2011)

- Banca di Credito Cooperativo di Flumeri sc for a maximum amount in bonds of 3.5 million euro (decision of 15 May 2012);

- Banca di Credito Cooperativo di Acquara scrl for a maximum amount in bonds of 3 million euro (decision of 16 May 2012).

Prospectuses

- Approval has been given for the registration document, the securities note and summary note in relation to the offer for the subscription of shares in Igd SiiQ spa, reserved to those with the right to the dividend for financial year 2011 (decision of 16 May 2012).

- Authorisation has been given for publication of the registration document and base prospectus concerning the public offering programme of fixed rate, variable rate, blended rate: fixed and variable, step up/step down and zero coupon bonds issued by Cassa di Risparmio di Fano spa (decision of 15 May 2012).

- Authorisation has been given for publication of the registration document and supplements to the base prospectuses concerning the public offering programme of fixed rate, variable rate and step up/step down bonds issued by Credito Siciliano SpA (decision of 15 May 2012).

- Authorisation has been given for publication of the registration document and supplement to the base prospectus in relation to the public offering programme of zero coupon, fixed rate, step-up/step-down fixed rate, callable fixed rate with amortisation, floating rate and blended rate bonds issued by Banca Popolare di Bergamo spa (decision of 15 May 2012).

- Authorisation has been given for publication of the registration document and the three supplements to the base prospectuses concerning the programmes of public offering and/or listing of Euribor cap covered warrants and bonus certificates, quanto bonus certificates and up&up certificates and up&up quanto certificates, planar certificates and quanto planar certificates, per due certificates and quanto per due certificates, borsa protetta and borsa protetta with cap and quanto borsa protetta and borsa protetta with quanto cap, alpha borsa protetta and quanto alpha borsa protetta, butterfly and quanto butterfly certificates issued by Aletti & C. Banca di Investimento Mobiliare spa (Decision of 15 May 2012).

Registers and lists

Renzo Golfarini resident in Bologna , has been removed from the register of financial salesmen (Resolution No. 18065 of 11 January 2012).

Stefano Rocca resident in Caserta , has been removed from the register of financial salesmen (Resolution No. 18171 of 11 April 2012).

Antonio Vadacca resident in Lecce , has been removed from the register of financial salesmen (Resolution No. 18172 of 11 April 2012).

Lorenzo Cerantola resident in the province of Vicenza has been suspended for sixty days as a precautionary measure from carrying out the business of financial adviser (Resolution No. 18176 of 18 April 2012).

Piero Randi resident in Forlì has been suspended for four months from the register of financial salesmen as a disciplinary measure (Resolution No. 18169 of 11 April 2012).

CONSOB INFORMS (Rome Tribunal Registration no. 575 of 23/12/94) – Chief Editor: Alberto Aghemo - Editorial board: Antonella Nibaldi (coordinator), Laura Ferri, Claudia Amadio, Annalisa Mancini - Text and layout: Alfredo Gloria - Address: CONSOB Via G. B. Martini, 3 - 00198 Rome - telephone: (06) 84771 - fax: (06) 8417707. Documents or reports can be submitted via the interactive section of the web site www.consob.it, where CONSOB INFORMA can also be consulted via the "newsletter" link.