Ownership structure

Terna S.p.A. has been listed on the Italian Stock Exchange since June 2004.

As of the Board of Directors' meeting on 15 March 2013, at which the annual report was approved, the share capital of Terna S.p.A. amounted to €442,198,240, represented by 2,009,992,000 ordinary shares with a par value of €0.22 each.

On the basis of the register of shareholders and other information available at the date of preparation of this report, the ownership of Terna S.p.A. is divided as follows:

  • Cassa Depositi e Prestiti S.p.A. (CdP)2 29.85%
  • Romano Minozzi1 5.4%
  • Institutional and Retail Investors 64.8%.




On the basis of the periodic surveys carried out by the Company, it is believed that 64% of Terna S.p.A. shares are held by Italian investors (CdP 29.85%, Retail Investors 26.5% and Institutional Investors 7.5%), with the remaining 36% being held by foreign Institutional Investors, primarily European and American.

At the end of 2012, 11.8% of Terna's share capital was held by 78 socially responsible investors (SRI). There were 66 SRI (Socially Responsible Investors) – i.e. investors choosing to invest in Terna to apply a sustainability approach based on the consideration of ESG (Environmental, Social, Governance) aspects. This figure represents a significant increase compared to the one recorded in December 2010.  At present, they represent 5.2% of the float, and 8.4% of the shares held by corporate investors (the 2010 figures were 3.7% and 6.5% respectively).

Reflecting specific laws on State shareholdings in companies involved in liberalization processes, Terna's Articles of Association set certain limits on shareholding and voting rights. As in the case of other companies involved in the liberalization process, the Ministry of the Economy and Finance, in agreement with the Ministry for Economic Development, has the right to object to the acquisition – by investors that are not under public control – of equity interests exceeding 5%. Moreover, in order to safeguard Terna's independence and impartiality, no operator in the electricity industry may exercise voting rights in appointing the Board of Directors for a stake of more than 5% in the share capital.

[1) Shareholders with a stake in the share capital of Terna S.p.A. above the thresholds indicated in the Consob decision no. 11971/99 (based on the information available, and communications from Consob).
[2) Shares held directly and indirectly.