Board of Directors

The term of office for each Board Member is one year pursuant to article 19(1) AoA. Subject to election by Shareholders, Board Members are normally expected to serve for a minimum of three years. No Board Member can continue to serve beyond the AGM held in the calendar year following such Board Member's sixty fifth birthday; in exceptional circumstances the Board can extend this age to 70.

After each AGM, the BoD elects its Chairman and one or more Vice Chairmen and appoints its Secretary. It meets as often as business requires, but at least six times per year. In 2007, seven meetings were held together with the members of the GEB, as well as one telephone conference and a fullday strategy seminar. The BoD met nine times without participation of executive management. On average, 96% of the BoD members were present at the meetings and 91% at private board meetings (i.e. without participation of executive management). In addition, the BoD held five ad-hoc meetings with individual GEB members. Participation at these meetings was 91%. The BoD, without executive management, was also asked to take one decision by written consent (circular decision).

Sergio Marchionne was introduced to his new function through a tailored program, consisting of a session focusing on a detailed description of the various businesses by the Chief Executive Officers (CEOs) of each business group.