The Board of Managing Partners adopts a new code of conduct

Milan, July 30th 2002 - In conformity with what emerged from recent work carried out by the Corporate Governance Committee which led to modifying and integrating the Self-Regulation Code, the Board of General Partners has approved a procedure fixing a Code of Conduct for carrying out all operations (including intergroup ones) with correlated parties (principally managers and auditors). This quite independently of the fact that there are "disclosure" obligations (recently indicated in the new article 71 (2) of Consob's so-called "Issuer Regulations") only in relation to some of such operations (those liable to have "an effect on safeguarding company/assets or on the completeness and fairness of information, including accounting information").

At the same time, internal rules have been re-defined with greater precision. These concern the gathering of more complete information not only regarding operations with correlated parties, but also those of greater economic, financial and proprietory significance, intergroup ones as well as atypical or unusual ones and the supplying of such information to the Board of General Partners and the Board of Auditors, pursuant to article 150 (1) of the T.U.F. (Unified Financial Code).

The Board has also confirmed its intention to be constantly receptive to the need to modify the aforementioned rules, whether this need is generated by the market and the authorities responsible for monitoring it or is dictated by changes in the Group's organisation. In this light, it was resolved that the Internal Control Committee (now known as the "Committee for Internal Control and Corporate Governance") will also monitor periodic updating of the said rules and that Pirelli and the companies it owns observe the Code of Conduct they have adopted.

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