Facts & Figures 2010

Imagination is more important than knowledge. For knowledge is limited, whereas imagination embraces the entire world, stimulating progress, giving birth to evolution.

- Albert Einstein -

Board of Directors Chairman & Chief Executive Officer Directors

Fabrizio Di Amato Gianni Bardazzi Massimo Sebastiani Stefano Fiorini Giovanni Malagò Roberto Poli Saverio Signori Giuseppe Colaiacovo Adolfo Guzzini

Statutory Auditors Chairman Statutory Auditors Alternate Auditors

Giorgio Loli Andrea Marrocco Giovanni Scagnelli Andrea Bonelli Luca Longobardi

Independent Auditors Deloitte & Touche SpA

Company Management SVP Strategic Marketing and Special Initiatives SVP Human Resources, Organization and ICT SVP Corporate Initiatives SVP Administration, Finance and Control Head of Investor Relations Tecnimont Managing Director Met NewEn Managing Director Tecnimont KT Managing Director Stamicarbon Managing Director Tecnimont Civil Construction Managing Director

Gianni Bardazzi Franco Ghiringhelli Mario Ruzza Massimo Sebastiani Lawrence Y. Kay Roberto Bertocco Andrea Brunetti Domenico D’Elia Pejman Djavdan Antonio Savini Nicci

INDEX

1

CHAIRMAN’S STATEMENT

2

MAIRE TECNIMONT AT A GLANCE

11

3

OUR BUSINESS

16

4

2010 HIGHLIGHTS

21

5

GROUP STRATEGY

29

6

CORPORATE GOVERNANCE

32

7

SUSTAINABILITY

48

8

ENGINEERING CENTRES AND R&D

58

9

MAIRE TECNIMONT INNOVATION CENTRE

67

MAIN COMPETENCES AND PROJECTS

71

10

7

11

SHAREHOLDER NOTEBOOK

107

12

CONSOLIDATED FINANCIAL STATEMENTS

110

KEY FIGURES

REVENUES BY SECTOR

REVENUES BY GEOGRAPHIC AREA

BACKLOG BY SECTOR

BACKLOG BY GEOGRAPHIC AREA

All ямБgures are rounded, ensuring totals sum to 100%

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In € million

BACKLOG

REVENUES

4,196

4,534

4,728

5,359

1,984

2,463

2,180

2,536

2007

2008

2009

2010

2007

2008

2009

2010

The backlog increased by 13% in 2010 thanks to €2.7 billion of new orders. Importantly, the share of the Oil, Gas & Petrochemicals BU grew to 76% of the total, compared to 59% in 2009.

Revenues increased by 16%, reflecting the execution of the Oil, Gas & Petrochemicals’ backlog as well as the peak workload on the Latin American projects being carried out by the Power Business Unit.

EBITDA

NET INCOME*

145

187

133

133

73

117

77

62

2007

2008

2009

2010

2007

2008

2009

2010

* After minorities

EBITDA was in line with 2009. The EBITDA margin in 2010 was 5.3%, lower than the 6.1% in 2009. The change was due to the different business mix, as the Power BU’s contribution exceeded 40% of revenues.

MAIRE TECNIMONT

Net income decreased by 19% compared to 2009.

The decline was primarily driven by non-recurring tax credits booked in 2009 and increased amortization in 2010, resulting from the application of purchase price allocation accounting, in line with the revised IFRS standard 3, to the acquisitions of Tecnimont KT and Stamicarbon.

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1

CHAIRMAN’S STATEMENT

Dear Shareholders, The past year was characterized by a further scaling back of investments in the oil, gas and petrochemicals sector. This scale-back had already begun in 2009 as a result of the unfavourable economic environment and the increase in production from the investment cycle of earlier years. Consequently, the competitive scenario in 2010 intensified, with a significant growth in the number of tender bidders, which exerted downward pressure on prices.

Nevertheless, some geographical regions showed initial signs of recovery. In the Middle East, the United Arab Emirates continued to invest, launching several new mega-projects to further develop their hydrocarbons production capacity, Saudi Arabia, Kuwait and Qatar also resumed the bidding process on a number of projects in the oil and gas sector. Apart from the Middle East, the most dynamic regions remain Asia and Latin America, where activities have already resumed, albeit to a lesser extent than in the Gulf states.

In terms of financial results, 2010 was a healthy year for the Group, with a 16% growth in consolidated revenue and EBITDA in line with 2009. The 19% decline in Group net income was mainly due to non-cash items related to the recent acquisitions.

New orders in 2010 amounted to €2,659 million, higher than in 2009.

The backlog reached record levels, surpassing €6 billion at 30 June 2010 and closing the year at €5.4 billion, a 13% increase over 2009. As of 31 December 2010, projects managed by the Oil, Gas & Petrochemicals business unit, which enjoyed a strong improvement over 2009, accounted for 76% of the backlog.

MAIRE TECNIMONT

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In 2010 the Oil, Gas & Petrochemicals BU generated revenue of €1,132 million; the Power BU recorded €1,123 million; and the Infrastructure & Civil Engineering BU €281 million. Latin America remained the leading geographical area in In 2010, the Oil, Gas terms of revenue, generating & Petrochemicals BU €974 million. The Middle East was also a strong revenue driver, completed Borouge 2, a contributing €734 million major polyolefins project to the top line. in the UAE. In 2010, the Oil, Gas & Petrochemicals BU completed Borouge 2, a major polyolefins project in the UAE, a highly satisfactory outcome that affirms the Group’s ability to execute very large-scale projects. Other important projects completed included aromatics (Kuwait), Q-Chem 2 (Qatar), Panipat (India), Münchsmünster (Germany) and Stenungsund (Sweden). Work continued apace on GASCO, the contract for the construction of a major gas treatment plant in Abu Dhabi, the largest and most important project ever awarded to the Group. In fact, 92% of the new contracts awarded in 2010 were to the Oil, Gas & Petrochemicals BU. Amongst these, I should like to highlight the Borouge 3 polyolefins plant in Ruwais (United Arab Emirates), AGRP, an acid gas and condensates treatment plant in Kuwait City, and the propane dehydrogenation plant in Tobolsk, Russia.

most interest in urea and fertilizers are sub-Saharan Africa, Asia, Latin America, and the Middle East.

In 2010 Maire Tecnimont further expanded its asset base in technology, competences and expertise in oil and gas services by acquiring Tecnimont KT (formerly Technip KTI).

This Italian process engineering firm has specific expertise in sulphur recovery and gas treatment plants, hydrogen and synthesis gas units, and fired heaters for refineries and petrochemical plants, in many cases based on proprietary technologies. Maire Tecnimont plans to use the newly acquired technologies to exploit new growth opportunities.

In Infrastructure & Civil Engineering, the civil construction division was demerged from Tecnimont on 31 March 2011 and spun off into Tecnimont Civil Construction SpA, a new Group company. This transaction has a dual aim: to optimize and enhance the resources and expertise of the Infrastructure BU and to enable Tecnimont to focus on the oil services business.

Finally, the year 2011 will be marked by the reorganization of all the northern Italian offices into a new Group Headquarters in Milan. While this will have an impact on costs, it will surely bring us many advantages in terms of efficiency and cross-fertilization of skills and expertise.

The acquisition in autumn 2009 of the Dutch company Stamicarbon, the global leader in I trust that the results presented, given the licensing urea technology, enabled the Group current economic and competitive scenario, to broaden its range of services and opened meet the approval of all our shareholders and up new growth horizons that the strategic decisions we In 2010 Maire Tecnimont are implementing attest to our in the EPC business, and in geographical areas firm intention to increase the further expanded its where we previously had asset base in technology, value of the Group. little or no presence. The competences and expertise geographical areas of

in oil and gas services by acquiring Tecnimont KT.

Yours sincerely,

Fabrizio Di Amato Chairman & Chief Executive Officer

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CHAIRMAN’S STATEMENT

MAIRE TECNIMONT

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MAIRE TECNIMONT AT A GLANCE

Maire Tecnimont is the parent company of an engineering, main contracting and licensing Group operating worldwide in the oil, gas & petrochemicals, power, infrastructure and civil engineering sectors. The Group has also developed key competences in renewable energy.

The Group’s reputation and success have been achieved as a result of its strong technology orientation and advanced skills in project management and engineering, procurement and construction (EPC) services for the implementation of complex projects worldwide.

The Group combines high quality and planning standards with a focus on multicultural and environmental issues.

Quoted on the Milan Bourse, Maire Tecnimont is present in approximately 30 countries, and controls over 50 operating companies. It has a workforce of over 5,100 employees, more than half of whom are located outside Italy.

MAIRE TECNIMONT

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Group Structure Maire Tecnimont SpA is the parent company of the Group, driving strategy and coordination of the following corporate areas: administration, finance and control; human resources, organization and ICT; strategic marketing and special initiatives; communication; and procurement. It also directly handles other functions on behalf of the Group, such as legal and corporate secretarial, internal auditing, public affairs and investor relations services.

The History of Maire Tecnimont Diversification, continuous organic growth and an ambitious M&A strategy have been the key drivers in the rapid development of Maire Tecnimont, allowing the Group to reach its current leading world position in engineering, main contracting and licensing activities.

Origins and Incorporation in 2005 The Group’s roots lie in two historically important Italian engineering companies: Fiat Engineering (which later became Maire Engineering), acquired in February 2004, and Tecnimont (part of Montedison), the acquisition of which in 2005 gave birth to the Maire Tecnimont SpA.

Fiat Engineering It was the construction and plant building division of the Fiat Group. Originally formed during the 1930s to design and build automobile plants, it later evolved specialist skills in cogeneration and combined cycle plants in Italy and abroad, notably in the Middle East and Latin America. It also developed expertise in infrastructure projects, such as the design of high-speed railway lines and innovative underground railway systems.

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Tecnimont It was founded by Montedison in 1973 to combine the specialist skills of the engineering and development divisions of Montecatini and Edison, two great names of Italian industry. The former inherited the legacy of Giulio Natta, the Nobel prize-winner for chemistry in 1963, and specialized in building polyolefin plants. The latter had been active in electricity generation since the late 19th century. Tecnimont and its forerunners have been designing and constructing plants for the chemicals and petrochemicals, oil and gas, and power sectors in Italy and abroad for more than 50 years, and have established a track record of success in the execution of turnkey engineering, procurement and construction projects worldwide.

The acquisition of Tecnimont by Maire was ranked as the second most important merger in Italy in 2005 (KPMG M&A Award 2006).

MAIRE TECNIMONT AT A GLANCE

2007 - Listing on the Stock Exchange Two years after its incorporation Maire Tecnimont decided to increase its international visibility and widen its ownership base by listing on the Italian stock exchange.

In the same year it was awarded the “Value Creators” Prize by MF Company Awards.

2008 - Acquisition of Noy Engineering In 2008 the Group acquired the Bergamo-based Noy Engineering, which specializes in the design and supply of PET resin and polyester, nylon and acrylic fibre plants, in order to broaden its technology portfolio. Noy has been active since the early 1980s in the chemicals and textiles sectors and has also diversified internationally and into new product areas.

2009 - Acquisition of Stamicarbon and Incorporation of Met NewEn Maire Tecnimont acquired Stamicarbon in 2009, enlarging its intellectual property expertise and adding technology licensing to its traditional engineering and construction activities. The Dutch company started life in the 1940s as the licensing subsidiary of DSM (Dutch State Mines), selling licenses for coal-washing plants, and then entered the chemical sector in the 1950s, licensing urea processes. The latter rapidly became its most important activity, becoming pivotal by the end of the 1980s when the company closed its Mineral Technology department. Stamicarbon has established itself as the world market

leader in the design and innovation of urea manufacturing technology. Thanks to the Stamicarbon acquisition, Maire Tecnimont was a finalist in the KPMG M&A Award 2010 in the category of “Best acquisition abroad by an Italian company”.

In the same year, Maire Tecnimont decided to enter the renewable energy sector by setting up a new company, Met NewEn, to develop Group activities. Met NewEn will promote investments designed to harness the Group’s synergistic strengths in renewables, particularly biomass and concentrated solar power.

2010 - Acquisition of Technip KTI, later Tecnimont KT In 2010 Maire Tecnimont acquired the entire share capital of Sofipart Srl, a company that controlled 76.1% of KTI Management SpA, which, in turn, owned 75% of Technip KTI SpA (TKTI). Technip KTI (later Tecnimont KT) was originally established 40 years ago as a furnace design contractor under the name of Selas Italia. It has since developed into a world leader in the design and construction

MAIRE TECNIMONT

of hydrogen, ammonia, methanol, ethylene and sulphur plants. In 1974 Selas Italia changed its name to KTI (Kinetics Technology International), and under this name was acquired by Mannesmann Anlagenbau, Germany, in 1988, and, then in 1999, by Technip Italy. Thanks to the TKT acquisition, Maire Tecnimont won the 2011 KPMG M&A Award in the category “Best acquisition in Italy”.

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HARMONY. AN INSTRUMENT IN OUR JOB.

MAIRE TECNIMONT

Maire Tecnimont

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OUR BUSINESS

MAIRE TECNIMONT

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Engineering and Main Contracting As a leading EPC Contractor Maire Tecnimont has the key resources and skills to manage large integrated complex projects in Petrochemicals, Oil & Gas, Power and Infrastructure, leveraging also on proprietary technologies. Our strong technology orientation provides access to the best available state-of-the-art technologies that guarantee us a recognized world leadership as a contractor. Through our network of international engineering centres, the Group offers services and know-how from conceptual study, through technology selection to process engineering and detailed design. We are also able to provide first-level procurement services covering all client requirements through a network of high quality equipment vendors and construction subcontractors. Our geographical reach, experience, background and traditions are enabling us to expand our procurement platform into new markets by qualifying local

vendors and testing them on specific projects.

This, of course, is without jeopardizing project schedules and compromising on quality standards.

Construction is provided as a fully integrated service with a focus on local content.

Competitiveness is assured by special care for equipment quality and delivery timetables.

Our international construction network draws on the skills of experts in piping, electrical systems and instrumentation.

Our commissioning group, with a wide experience of complex projects worldwide, can guarantee the prompt and efficient start-up and operation of new plants, reinforced by valuable training services.

All EPC activities are coordinated through skilled project management, based on experience in the field and improved by continuous training of our experts.

Licensing and Intellectual Property We offer more than 60 years’ experience in the development and licensing of urea technology, and more than 40 years’ experience in hydrogen and syngas technology, gas treatment and sulphur recovery facilities.

We have a diversified licensing portfolio for both grass-roots plants and revamping projects, either through carefully selected licensed contractors or supplied directly

to the client. We can also provide comprehensive process design packages and proprietary equipment services tailored to specific client needs.

We also provide licensing in high-technology transport systems by developing communications systems applicable to any advanced urban transport networks.

Renewable Energy Recognizing that renewable energy will be an important part of our future, the Group is active in screening and promoting new investment opportunities, including managing the permitting process and financing projects based on renewable sources. Since 2009, we have been especially active in biomass and solar power.

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OUR BUSINESS

Leadership in the Worldwide Market Maire Tecnimont’s world-beating record includes: Some 140 polypropylene and polyethylene plants delivered worldwide and a share of approximately 30% of global polyolefin capacity installed in the last six years, including a 40% share in LDPE; The largest gas treatment plant ever awarded in Abu Dhabi (UAE) on a LSTK basis (US$4.7 billion); More than 230 power plant projects executed or under construction in Italy and abroad, with an installed capacity of more than 20,000 MW;

World market leader in urea technology, with more than 250 plants licensed worldwide. A market share of more than 50% in licensing grass-roots urea plants and in urea revamping technology, and a market share of more than 35% in licensing urea granulation technology; World market leader in licensing hydrogen technology, with single train capacity up to 180,000 Nm3/h. World market leader in Claus sulphur recovery plants, with single train capacity up to 700 tonnes/day.

Designing more than one-third of the high-speed railway network in Italy and acting as the EPC contractor for the first automated metro system in Italy;

MAIRE TECNIMONT

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2010 HIGHLIGHTS

February 3 February / Infrastructure Signing of the works completion certificate for the Turin automated metro, Line 1, section Marconi-Lingotto.

23 February / Licensing Signing of a cooperation agreement between Stamicarbon and IPCOS NV of Belgium to provide urea producers with IPCOS’ high-end advanced process control and optimization solutions.

March

May May / Corporate Organization The two Business Units, Oil & Gas and Chemicals & Petrochemicals, merge into a new unit, Oil, Gas & Petrochemicals.

26 May / Petrochemicals

Signing of a letter of intent by Tecnimont ICB (TICB) and National Fertilizer Ltd, a leading Indian producer of nitrogen fertilizers, for the feedstock conversion of an ammonia plant in Nangal district, Punjab State, India.

The Group’s main EPC contractor, Tecnimont, is awarded two contracts for the EPC phase of the Borouge 3 expansion project in Ruwais, Abu Dhabi. The client, Borouge, is a joint venture between the Abu Dhabi National Oil Company (ADNOC), one of the world’s largest oil and gas companies, and Borealis, a leading international producer of chemicals and plastics.

April

31 May / Petrochemicals

22 March / Petrochemicals

1 April / Licensing Stamicarbon signs an agreement to license a 1,925 tonnes/day urea plant to Turkmenhimiya State Concern, Ashgabat, the Turkmenistan state petrochemicals company.

MAIRE TECNIMONT

2 April / Awards TICB, Mumbai, receives the BIZZ Award for business excellence 2010, the most prestigious recognition in the world from the World Confederation of Business.

Signing of a contract between Tecnimont and C.S. Construction Solutions Ltd for the end-user, Novy Urengoy Gas Chemical Complex (a company controlled by Gazprom), to provide equipment and raw materials, procurement services and site assistance for a 400,000 tonnes/year low density polyethylene plant in Novy Urengoy, western Siberia, in the Russian Federation.

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June

August

2 June / Petrochemicals

6 August / Awards

Inauguration ceremony for Borealis’s 350,000 tonnes/year high-pressure LDPE plant in Stenungsund, Sweden. Awarded to the Group in 2007, the project has a strategic importance for Borealis because it produces special grades of polyethylene. The plant commissioning marks an important milestone for this important and long-standing client.

TICB, Mumbai, receives the Gold Trophy award in the category of Merchant Exporter for its outstanding contribution to engineering exports in the western region during the year 2007-08 from the Hon. Shri Rajendra Darda, Minister of Industries, Employment and Self-Employment, of the government of the state of Maharashtra.

23 June / Oil & Gas

29 August / Awards

Signing of a contract between the newly acquired Tecnimont KT and Nynas AB, Sweden, a leading producer of naphthenic oils and bitumen/asphalts, for a new sulphur recovery unit at the Nynäshamn refinery in Sweden.

TICB receives the Star Performer award for outstanding contribution to engineering exports in the product group Project Exports – Large Enterprise for the year 2007-08 at the All-India Export Award Function of EEPC India in Mumbai.

25 June / M&A

September

Finalization of the acquisition of Technip KTI, subsequently renamed Tecnimont KT. The acquisition process started on 5 March 2010 when Maire Tecnimont acquired a 40% stake in Sofipart Srl, a company that indirectly controlled Technip KTI SpA. On 19 May 2010, Maire Tecnimont completed the acquisition of 60% of Sofipart, and on 25 June, it achieved 100% control of Technip KTI SpA through the purchase of the remaining 25% stake from Technip Italy, a subsidiary of Technip, Paris.

July

Maire Tecnimont ranks 36th in the 2010 ranking of the top 225 international contractors published by the US trade magazine Engineering News-Record, one of the leading publications in the industry.

10 September / Awards TICB receives the Special Trophy for Excellence in EP services for the year 2008-09 at the All-India Export Award function of EEPC India in Bangalore.

1 July / Events

October

Group’s annual Convention at Palazzo Mezzanotte, the headquarters of the Italian stock exchange in Milan.

8 October / R&D

27 July / Oil & Gas Tecnimont wins a contract to develop an acid-gas removal plant for Kuwait National Petroleum Company, a refiner controlled by the Kuwait Petroleum Company.

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6 September / E&C

The new Maire Tecnimont Innovation Centre (MTIC) is launched at the Group’s first Innovation Day held in Rome. Located in Sittard, The Netherlands, the MTIC will create a common platform for steering and directing strategic new business initiatives throughout Group companies.

2010 HIGHLIGHTS

11-13 October / Events A meeting for financial analysts and investors with senior Group management is held at the Habshan 5 and Borouge construction sites in Abu Dhabi. A meeting of the Maire Tecnimont Board of Directors is also held in the Abu Dhabi branch office.

November 2 November / Awards During the annual IPMA World Congress in Istanbul, Tecnimont’s Borouge revamping and the Turin Metro project are nominated Prize Winner and Finalist respectively at the IPMA International Project Excellence Awards 2010, both in the Big Projects category.

The awards identify examples of excellent project management, especially in innovative projects.

Construction. The plant will produce 350,000 tonnes/year of HDPE and 350,000 tonnes/year of normal alpha-olefins.

10 November / Events During the visit of the Confindustria trade mission to Gulf Countries, the “start of mechanical works” ceremony is held at the Habshan 5 construction site, Abu Dhabi, in the presence of the media, entrepreneurs and Italian and Emirate authorities.

24 November / Infrastructure Tecnimont is a member of the consortium named as preferred bidder for the northern and southern construction areas of the Copenhagen-Frederiksberg Cityringen metro.

A definitive contract for the project was signed in January 2011.

December 9 November / Petrochemicals Inauguration of the Q-Chem II project in Messaied Industrial City, Qatar. The EPC contract was awarded in 2005 to a consortium of Tecnimont and Daewoo Engineering and

MAIRE TECNIMONT

December / Events Launch of Maire Tecnimont’s new advertising campaign.

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2010 HIGHLIGHTS

First Half 2011 January

March

24 January / Petrochemicals and Power

29 March / Awards

Signing of a memorandum of understanding with the International Institute for Energy Policy and Diplomacy (MIEP), part of the Moscow State Institute of International Relations (MGIMO University).

Maire Tecnimont and MIEP will cooperate in joint research and education projects in the energy sector.

February 9 February / Renewable Energy Presentation to the Italian Ministry of the Environment of an application for the Archetype 30+Q concentrated solar power project. Met NewEn is the leader of a consortium which includes Enel Green Power, Enea and Equiter. Financed by the European Union, the project calls for the construction of a 30 MWe concentrated solar power plant using molten salts technology in Sicily.

MAIRE TECNIMONT

Maire Tecnimont receives the KPMG 2011 M&A Award for the “Best acquisition in Italy” for the acquisition of Technip KTI, subsequently renamed Tecnimont KT.

28 March / Petrochemicals Signing of a memorandum of understanding for cooperation on project development in sub-Saharan Africa with Orascom Construction Industries (OCI). OCI is a leading international fertilizer producer and construction contractor based in Cairo, Egypt.

31 March / Corporate Organization Incorporation of Tecnimont Civil Construction, active in Infrastructure and Civil Engineering.

April 21 April / Corporate Events Official inauguration of Maire Tecnimont’s new Milan Headquarters.

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WE BRING MATERIAL TO LIFE.

MAIRE TECNIMONT

Maire Tecnimont

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GROUP STRATEGY

Maire Tecnimont’s strategy, based on sustainable and profitable growth, aims at: Enlarging our geographical presence by penetrating new, fast-growing markets; Reinforcing the Group’s commercial and industrial presence in selected markets where we already operate; Improving our market share by selling the high technology expertise/knowledge already present in the Group; Strengthening our presence in nitrogen fertilizers by leveraging on proprietary urea technologies and relevant EPC implementation; and Enhancing our technology portfolio, competences and know-how to consolidate areas of leadership and high competitiveness.

The strategy will be implemented through: Developing and building new strategic alliances by forming partnerships as dictated by the market in specific geographies and products; Organic in-house development, selective M&A and integration of acquired companies; Intensifying the local-content approach to reinforce our commercial and operating presence in selected geographical markets; Improving competitiveness and R&D initiatives.

MAIRE TECNIMONT

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Merger & Acquisition Activities and Recent Results The acquisition of Stamicarbon was aimed at The rapid growth of the Maire Tecnimont enhancing our visibility and competitiveness Group in recent years has been based in the fertilizer business as well as enriching partly on a successful acquisition strategy, our technology portfolio, while that of Technip combined with the ability to merge, organize KTI (subsequently renamed Tecnimont KT, and optimize acquired resources. or TKT) was aimed at strengthening our The Group has the capability to evaluate, position in Oil & Gas, in particular by adding select and manage large M&A operations by proprietary technologies and engineering itself. In the last two years, it has completed skills in gas treatment. The Group intends to two important transactions: the acquisition leverage on Tecnimont KT’s core expertise, in 2009 of Stamicarbon BV, the world market including its proprietary technologies for leader in urea technology, and the acquisition in 2010 of Tecnimont KT (formerly Technip KTI), sulphur recovery, hydrogen and syngas a medium-sized engineering and construction production, as well as its high-temperature furnaces and R&D activities. contractor in the Oil & Gas industry.

TKT, today directly controlled by Both acquisitions were made with the Maire Tecnimont, will have its own EPC intention of enlarging and strengthening the Group’s technology portfolio on the one hand, role within the Group, focusing on small and medium-sized oil and gas projects and accumulating competences and skills where competitiveness requires lean project in specific new sectors, boosting our EPC organization structures and business worldwide, In the last two years, specific competences. on the other.

the Group has completed two important transactions.

Human Resources Development Strategy Maire Tecnimont has a Human Resources strategy that aims to develop its human capital, promote the spirit of multiculturalism, and use all the Group’s skills to leverage success. HR is an integral part of the Group’s overall business strategy, designed to support its growth and enhance its competitive edge.

To achieve its strategic objectives, Maire Tecnimont bases its HR management policies on certain key principles that permeate all levels of the Group: Organizational integration – a single group with shared tools and processes; A project management approach that is flexible, forward-looking, teamwork-based and results-oriented; and Skills development – a range of ongoing training initiatives as an integral part of each person’s job.

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Every day Maire Tecnimont faces market challenges that require its employees to share the Group’s common values, providing orientation for individual and team performance to attain the Group’s strategic goals - values that are recognized by the people who contribute each day to the growth of Maire Tecnimont.

Maire Tecnimont people are committed to achieving our goals by cultivating best-inclass expertise; they constantly challenge their path to market leadership by keeping open minds; they trust in the potential of others; and they are passionately dedicated to their professional development.

GROUP STRATEGY

MAIRE TECNIMONT

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CORPORATE GOVERNANCE

MAIRE TECNIMONT

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Company Profile The governance of Maire Tecnimont SpA is based on the traditional organizational model, with a General Shareholders’ Meeting, a Board of Directors and a Statutory Board of Auditors.

The Board of Directors has established two internal committees with advisory functions, the Remuneration Committee and the Internal Control Committee, in accordance with Italian Stock Market Regulations and the Corporate Governance Code of Italian Listed Companies, to which the Company adheres.

Pursuant to Article 155 and subsequent articles of the Italian Consolidated Finance Act (TUF), the Shareholders’ Meeting on 10 July 2007 decided, based upon a proposal from the Statutory Board of Auditors, to give a mandate to Deloitte & Touche SpA to audit the corporate accounts for the fiscal years

2007-2015, according to the terms and conditions specified by the auditing firm, which have been filed in the Company’s records.

Since 26 November 2007, Maire Tecnimont SpA shares have been traded on the Italian electronic stock market (Mercato Telematico Azionario, MTA), which is organized and managed by Borsa Italiana SpA. The corporate governance system is essentially oriented towards the creation of shareholder value in the medium and long term, conscious of the social relevance of the Company and Group activities and the underlying need to consider the interests of all stakeholders adequately.

The Company directs and coordinates Tecnimont SpA according to Article 2497 of the Italian Civil Code.

Board of Directors Maire Tecnimont SpA is administered by a Board of Directors currently made up of nine members who need not necessarily be shareholders. Board members are appointed for a term of between one and three financial years, and remain in office until the approval of the financial statements pertaining to the last year of their appointment, in accordance with the provisions established by

the shareholders’ meeting at the time of their appointment. They are then eligible for re-appointment.

The Shareholders’ Meeting held on 28 April 2010 appointed the following Board of Directors for three financial years, until the approval of the financial statements as at 31 December 2012:

BOARD OF DIRECTORS 31 DECEMBER 2010

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MEMBERS

POSITION

Fabrizio Di Amato

Chairman and Chief Executive Officer

Gianni Bardazzi

Director

Massimo Sebastiani

Director

Stefano Fiorini

Director

Giovanni Malagò

Director

Roberto Poli

Director

Saverio Signori

Director

Giuseppe Colaiacovo

Director

Adolfo Guzzini

Director

EXECUTIVE

NON EXECUTIVE

INDEPENDENT

CORPORATE GOVERNANCE

Fabrizio Di Amato Chairman of the Board of Directors and Chief Executive Officer Born 1963. A graduate in Political Science the Group’s activities to the oil, gas and from La Sapienza University of Rome, he petrochemicals business, with a network of began his career as an entrepreneur at the subsidiaries and branch offices operating age of 19 by setting up his first company with worldwide. The Maire Tecnimont Group, three employees and about €100,000 capital. in which he is the major shareholder, was He built up the Maire Tecnimont Group over formed by combining these two major Italian three decades through a process of internal engineering and contracting companies. growth and acquisitions. In the first 20 years Fabrizio Di Amato plays an active role in the he laid the basis for the development of a Italian engineering industry and promoted mid-size civil engineering group operating the concept of a unique representative body in the Italian market. In 2004, he acquired for the engineering and contracting industry Fiat Engineering (later renamed Maire through Federprogetti (the federation of Engineering), which was ten times larger Italian plant industries), of which he is the than his existing interests. The Maire Group founder and President. He is member of the then switched to general contracting, with Board of Confindustria, and a member of the a specific focus on power generation and Executive Committee of the Rome and Lazio transportation infrastructure. At the end of industrialists and enterprises association 2005, by means of a second major acquisition, (UNINDUSTRIA). that of Tecnimont from Edison, he expanded

Gianni Bardazzi Senior Vice President, Strategic Marketing and Special Initiatives Born 1965, he graduated in Architecture in Board of Directors of Maire Tecnimont.

1990 from the University of Florence and He manages the Group’s merger and obtained a PhD in 1998 from the Universities acquisition activities, with responsibilities of Florence and Chalmers, Sweden. He has from screening potential opportunities to consulted on numerous site management executing and closing deals, and valuation of projects for ICIET-SIME and ITT Sheraton. investment projects. He has held his current In 1997 he joined the Maire Group and position since November 2005. Since 2010 subsequently served in various important he is also Chairman of Tecnimont KT positions. In 2007 he became a member of the and Tecnimont ICB.

Massimo Sebastiani Senior Vice President, Administration, Finance and Control Born 1957. From 1979 to 2004 he held Maire Engineering. He has been in his current a variety of positions at different banks role since April 2006. In the same year he including Banca di Roma, Carimonte, became a member of the Board of Directors Rolo Banca and UniCredit. From June of Maire Tecnimont. In April 2010 he was 2005 to April 2006 he was Director of the appointed Chairman of Tecnimont. administration and finance department at

Stefano Fiorini Born in 1962, he completed a degree in Juridical Science in Camerino. He has been an employment consultant since 1988, specializing in company restructuring and mergers and acquisitions, with significant

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experience in fiscal disputes and receivership.

He has held the post of statutory auditor for several companies. In 2010 he was appointed Chairman Advisory Support at Maire Tecnimont.

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Giovanni Malagò Born in 1959, he graduated in Economics and Commerce. He is CEO of Sa.Mo.Car. SpA and Chairman and CEO of Samofin SpA. He is currently a member of the Board of Directors of several important companies and organizations: UniCredit Enti Territoriali, AIL (the Italian Association against Leukemia), Amici dell’Ospedale Bambino Gesù - ONLUS, the Musica Park Auditorium of Rome. He is the second largest shareholder in FINNAT Bank. Since 2007 he has been advisor to HSBC for Italy and since 2009, a member of

the Committee of Experts Made in Italy - Ministry of Economic Development.

In the sports sector, he has been Chairman of the Organizing Committee of the 13th FINA World Championships Rome 2009, member of the Organizing Committee of the World Volleyball Championship 2010, member of the Italian Olympic Academy, member of the Organizing Committee for candidature Roma 2020 for the Olympic Games, and President of Circolo Canottieri Aniene.

Roberto Poli Born in 1938. A graduate in Economics and Commerce, he was professor of corporate finance at the Cattolica University of Milan from 1966 to 1998. He is the founder and Chairman of Poli e Associati, one of the most prominent consultancy companies in the field of mergers and acquisitions and corporate

finance. He was Chairman of Rizzoli-Corriere della Sera and Publitalia. He currently holds the positions of Board Member at Mondadori, Fininvest, Coesia and Perennius. He was Chairman of Eni from 2002 to 2011. In 2008 he was named a Cavaliere del Lavoro of the Italian Republic.

Saverio Signori Born in 1961, he graduated in Economics and Commerce. In 1987 he founded the Studio Signori Company of chartered accountants with offices in Rome and Milan, involved in management, finance and tax consultancy.

He currently holds the position of liquidator in extraordinary administration procedures for several companies. He is a sessional

lecturer in Company Economics at the Faculty of Economics and Commerce at the Luiss University of Rome. He was a member of the working group set up by the Ministry of Productive Activities for the reform of regulations on the extraordinary administration of major companies in crisis.

Giuseppe Colaiacovo Born in 1966, he graduated in Economics and Finance and was awarded an Executive MBA at UCLA. He has been a professor in the Economics of Education at the University of Perugia since 2001. Since 1994 he has been a member of the Board of Directors of

companies such as SNAM Rete Gas, MCC and Fineco (Unicredit Group), Financo, Colacem, Colabeton and Santa Monica Misano Circuit.

He also serves as Chairman of the GDS Group and Chief Executive Officer of Goldlake Group.

Adolfo Guzzini Born in 1941. He is a co-founder and current Chairman of iGuzzini illuminazione and the new Chairman of Fimag, the family holding company that controls iGuzzini, F.lli Guzzini

36

and Teuco. Appointed a Cavaliere del Lavoro and awarded an Honoris Causa Degree in International Economics, he was elected Chairman of the Italian Design Council in 2009.

CORPORATE GOVERNANCE

Functions of the Board of Directors The Board of Directors plays a central role in the corporate organization, and drives the pursuit of the strategic goals of the Company and the Group. It also checks that proper controls are in place to monitor progress.

Apart from the powers granted to it under the law and the Articles of Association, the Board of Directors also exercises sole competence in the following matters: Approval of Maire Tecnimont’s and the Group’s strategic, industrial and financial plans and budgets; Approval of the Company’s first quarter and first half reports, including the consolidated accounts; Assessment of the appropriateness of the general organizational, administrative and accounting structure of the Company and its strategically significant subsidiaries as drawn up by the Chief Executive Officer, with specific reference to the internal control system and the management of conflicts of interest; Periodic assessment of the Company’s and Group’s operating, financial and stock market performance;

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Approval of transactions entailing the acquisition and disposal of controlling interests in other companies and in important parts of the Group’s and other companies’ businesses; Definition of the Company’s and the Group’s corporate governance system and rules; Formation and regulation of committees within the Board of Directors, the appointment of committee members and determination of their emoluments; Conferment on and revocation of delegated powers from the Chief Executive Officer, the Chairman and other Board members, and the determination of related emoluments; Approval of transactions proposed by the Company and its subsidiaries that are likely to have a significant impact on the Company’s strategy, operations, and financial or equity situation; Decisions pertaining to the exercise of voting rights in strategically significant direct subsidiaries, at the recommendation of the Chief Executive Officer.

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The Chairman and Chief Executive Officer The Chairman of the Board of Directors also serves as the Chief Executive Officer. He is therefore the main person responsible for managing the Company. The appointment of the same person to act as Board Chairman and CEO is, in the Board’s opinion, justified by the organizational structure of the Company and the Group to which it belongs, and by the particular nature of the Company’s business, which consists primarily of the management of operating subsidiaries and the management and coordination of Group companies. The Chairman, Fabrizio Di Amato,

also controls the majority of the shares in the Company through Maire Gestioni SpA. The Board of Directors has invested the CEO with full powers of Company management, to be exercised under his sole signature, both in Italy and overseas, except for and excluding those powers and responsibilities which have been specifically reserved for the whole Board of Directors. At the same time it requires the CEO to report to the Board of Directors on activities undertaken in performance of his delegated powers on at least a quarterly basis.

Remuneration Committee The Remuneration Committee is made up solely of non-executive Directors, most of whom are also independent: Adolfo Guzzini, Giuseppe Colaiacovo and Stefano Fiorini, the last serving as Committee Chairman.

The Remuneration Committee is tasked with (i) making recommendations to the Board of Directors on the remuneration, including

stock options, of the Chief Executive Officer and other Directors entrusted with specific tasks, and (ii) periodically assessing the criteria adopted for the compensation of executives with strategic responsibilities, monitoring the application of these criteria and forwarding general recommendations in such regard to the Board of Directors.

Internal Control Committee The Internal Control Committee is made up solely of non-executive Directors, most of whom are also independent: Adolfo Guzzini, Giuseppe Colaiacovo and Stefano Fiorini, the last serving as Committee Chairman.

The Internal Control Committee is tasked with providing the Board with advice and recommendations in respect of (i) defining the guidelines of the internal audit system and checking its appropriateness and functioning; (ii) evaluating the work schedule prepared by Internal Auditing and examining the periodic

38

reports submitted by this function; (iii) assessing, together with the Company’s administrative managers and auditors, the appropriateness of the accounting principles used and their uniform application for the purposes of drawing up the consolidated financial statements; (iv) assessing proposals submitted by auditing firms competing for appointment as independent auditors, as well as assessing the auditing work schedule and results indicated in the report and suggestion letter.

CORPORATE GOVERNANCE

Board of Statutory Auditors In accordance with the provisions of the articles of association of the Company, the Board of Statutory Auditors is composed of three Statutory Auditors and two Alternate Auditors. The Auditors are appointed for a term of three financial years, and remain in office until the approval of the financial

statements pertaining to the third year of their appointment.

The Shareholders’ Meeting on 28 April 2010 appointed the following Board of Statutory Auditors for three financial years, until the approval of the financial statements as at 31 December 2012:

STATUTORY BOARD OF AUDITORS 31 DECEMBER 2010 MEMBERS

POSITION

Giorgio Loli

Chairman

Andrea Marrocco

Statutory Auditor

Giovanni Scagnelli

Statutory Auditor

Andrea Bonelli

Alternate Auditor

Luca Longobardi

Alternate Auditor

Giorgio Loli Born 1939. A graduate in Business Administration in Bologna, he is a Certified Public Accountant involved in Corporate Governance, Auditing and Accounting. He was managing partner of KPMG SpA, President of the External Audit Committee of the International Monetary Fund and President of

the Board of Statutory Auditors of Unicredit SpA. He currently holds the position of President of the Boards of Statutory Auditors of Coesia SpA, GD SpA, Unicredit Audit Sapa.

He is also involved in several cultural and humanistic Associations and Foundations.

Andrea Marrocco Born 1966, he graduated in Economics and Commerce. An auditor and chartered accountant since 1999, he has held the position of statutory auditor for several companies. He specializes in company

restructuring and M&A, and has significant experience in fiscal disputes and receivership.

In 2009 he was awarded a Master’s degree in IAS/IFRS.

Giovanni Scagnelli Born in 1947, he graduated with a Diploma in Economics and Business Administration and has been a chartered accountant since 1974. He currently runs the Board of Directors of Lexjus Sinacta (LS) in Turin, which has advisory offices throughout Italy. He is an expert in commercial law, tax consultancy,

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and bankruptcy and a member of the Board of Auditors and Supervision for several companies. He specializes in valuations and restructuring. He has performed expert evaluations in M&A in the automotive market and collaborates with the Civil and Criminal Court of Turin.

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Andrea Bonelli Born in 1967, he has an Economics and Business degree from La Sapienza University of Rome. In 1996 he was admitted to the Roll of Certified Chartered Accountants of Rome and the Roll of Auditors maintained by the Ministry of Justice. He has a Master’s degree in Company Tax Law and a Master’s degree in International Accounting Standards at the

LUISS Guido Carli University of Rome.

He teaches university courses and seminars and is a member of the Academic Board of the Accademia Romana di Ragioneria and collaborates with the Istituto per il Governo Societario. He has major experience in audit, accounting systems and business management consulting.

Luca Longobardi Born 1976. He graduated in Economics at LUISS Guido Carli in Rome. A Master of Tax and an Executive Master in IAS/IFRS, he is an accountant and auditor. He is an effective auditor in several stock companies and teaches tax and accounting subjects at the Luiss Business School in Rome.

Organizational Model Pursuant to Legislative Decree No. 231/2001 On 28 June 2007, the Company approved and adopted the Organizational and Management Model drawn up pursuant to and for the intents and purposes of Legislative Decree No. 231/2001, of which the Code of Ethics is deemed to form an integral and significant part. The Model is made up of: A first general part, aimed at illustrating the function and principles of the Model itself, as well as the contents of Legislative Decree No. 231/2001 and the main reference regulations; A second part identifying activities at risk, operating procedures pertaining to the risk

profiles identified in each operating unit, the structure and functioning of the Supervisory Body together with the information flows towards the said Supervisory Body, training and information activities, the disciplinary system; and A third specific part, setting forth the procedure of the adoption of the Model by the Company.

The Supervisory Body in charge of overseeing the functioning of and compliance with the said Model and updating the same is made up of Umberto Tracanella (Chairman), Luciana Rovelli and Mario Ruzza.

Executive in Charge of Preparing the Company’s Financial Accounts Pursuant to article 154-bis of the Italian Consolidated Finance Act (TUF) and in compliance with the appointment procedures contemplated in Article 23 of the Articles of Association, the Board of Directors appointed the Administration, Finance and Control Director Massimo Sebastiani as manager in charge of the Company’s financial reports.

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CORPORATE GOVERNANCE

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41

Organizational Chart

As of April 2011

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CORPORATE GOVERNANCE

Profiles Fabrizio Di Amato Chairman & CEO

Gianni Bardazzi Senior Vice President, Strategic Marketing and Special Initiatives

Massimo Sebastiani Senior Vice President, Administration, Finance and Control For their profiles see page 35

Roberto Bertocco Managing Director Tecnimont Born in 1962, he graduated in Electrical Engineering in 1988. He joined Tecnimont in 1990 in the Project Management and Construction Department where he held different management positions in Italy and abroad before being appointed Head of the Construction Department in 2000.

From 2005 until 2008 he was Managing

Director of Tecnimont ICB Pvt Ltd in India.

Returning to the Milan Headquarters, he took up the position of Head of the Commercial Department at the end of 2008 before being appointed Managing Director of Tecnimont on 27 April 2010. He also serves on of the Board of TICB.

Andrea Brunetti Managing Director Met NewEn Born in 1959, he graduated in Mechanical Engineering in 1985 and joined Snamprogetti SpA to manage projects in Italy, Iran and China. In 1995, he joined Tecnimont SpA to set up Tecnimont ICB in India, where he was Joint Managing Director until 2002.

Returning to Italy, he was Executive Vice President of Operations & Engineering at

Tecnimont until early 2007 and then Managing Director of Maire Engineering in Turin until September 2008. Back to the Group’s Milan Headquarters, he was first appointed Senior Vice President Corporate Development and, in July 2009, he was entrusted with his current responsibility.

Domenico D’Elia Managing Director Tecnimont KT Born in 1963 in Rome, he graduated from University of Rome, La Sapienza, in 1988, in Chemical Engineering. After few years’ experience in the Project Execution Department, he moved to South Africa in 1992, where, as Project Manager, he was responsible for all production activities ranging from engineering design to

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commissioning and start-up. Returning to Italy in 1996, he started work in the Sales Department and in 1998 took up the position of Deputy Sales Director. In 2002, he was nominated Vice President, Sales and Marketing, with full commercial responsibility for all products of the Company. He has been in his present position since April 2011.

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Pejman Djavdan Managing Director Stamicarbon Born in 1964, he holds a Master’s degree in Engineering (with honours) from Delft University of Technology in The Netherlands and various other degrees in Advanced Industrial Marketing, Strategic Management, Executive Leadership and Chemical Engineering. From 1989 to 2002 he held different positions in research, engineering, supply chain management, marketing and

sales and general management in DSM. He joined Stamicarbon in 2002 as Licensing Manager and was promoted to the positions of Vice President in 2004 and Managing Director in 2005. Currently he is the Chief Executive Officer of Stamicarbon, Chairman of the Board of Noy Engineering and Chairman of the Steering Committee of the Maire Tecnimont Innovation Centre.

Franco Ghiringhelli Senior Vice President, Human Resources, Organization and ICT Born in 1966, he graduated in Business Administration in 1991, and joined Human Resources management at the Saipem group, where he reached the position of Development and Organization Manager.

In 2002 he moved to Paris to take charge of the acquisition of Bouygues Offshore.

At the end of 2003 he left Saipem to become Senior Vice President of Human Resources, Organization and ICT at Impregilo. He joined the Maire Tecnimont Group in November

2005, taking up his current position and also that of Vice President, Human Resources and ICT of Tecnimont. Since April 2008 he has been Chairman and CEO of Sofregaz SA and, since October 2009, Supervisory Board Chairman of Stamicarbon BV. He is also a member of the Board of Directors of TWS SA, Engineering & Designs TICB Pvt Ltd, Tecnimont Civil Construction (formerly Met Development) and Tecnimont.

Giuseppe Guadagno Group Procurement Vice President Born in 1962, he graduated in Chemical Engineering in 1987. He joined Tecnimont in 1989 as a process engineer, becoming a Project Manager in 1997 and a Project Director in 2006. He has a broad experience in the management of large international EPC LSTK contracts and projects.

In 2008 he was appointed Vice President of

Chemical & Petrochemical Operations, the traditional core business of Tecnimont.

In January 2010 he was appointed to his current position for both Maire Tecnimont Group and Tecnimont. Since 2010 he has been President of the Italian Project Management Academy (IPMA).

Lawrence Y. Kay Head of Investor Relations Born in 1956 in Washington, DC (USA), he graduated from Brown University, USA, in 1978, majoring in Economics and Russian Studies. In 1991 he earned a Masters in Bologna and Washington, DC, at the School of Advanced International Studies of Johns Hopkins University. He started his career as an economist at the Federal Reserve Bank of New York, later working for Standard & Poor’s in country risk and bank analysis. At Merrill

44

Lynch he worked in International Capital Debt Markets. In 1991 he moved to Italy, where he worked as Head of Counterparty Risk Analysis, Head of International Debt Issuance, and Head of Investor Relations for various companies, including IMI SpA, Sanpaolo IMI SpA, Telecom Italia SpA and Capitalia SpA. He has been in his present position since September 2007.

CORPORATE GOVERNANCE

Mario Ruzza Senior Vice President, Corporate Initiatives Born in 1954. A graduate in Civil Engineering, he started his career at Impresit as a structural engineer and worked on large hydroelectric projects at Impregilo. From March 2000 to September 2004 he was Head of Procurement at Maire Engineering and subsequently, also responsible for technical activities. In 2005 he was appointed Senior Vice President of Internal Auditing at Maire Tecnimont Group and, in January 2007, became the Group’s Senior Vice President, Procurement. He has been in his present position since January 2010.

He was Managing Director of Met Development (now Tecnimont Civil Construction) from February to September 2010 and has been Chairman of MST (Manutenzione e Servizi Tecnici) from January 2009. He is also a Member of the Boards of Directors of nine Companies of the Maire Tecnimont Group. In October 2010 he was appointed a Member of the Supervisory Board of Stamicarbon and, in Februay 2011, a Member of the Supervisory Body of Maire Tecnimont and subsequently of Tecnimont and Tecnimont KT.

Antonio Savini Nicci Managing Director Tecnimont Civil Construction Born in 1945 in Rome, he graduated in Chemical Engineering in 1972 from La Sapienza University of Rome. He started his career as a process designer of refining and petrochemical complexes and then worked as a project manager for Montedison.

He joined Technip Italy in 1982 as Sales Director, opening up the Saudi Arabian market. In 1986 he became Head of Sales Network Developments and Investments

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for Kuwait Petroleum Italia. From 1998 to 2007 he was Chief Executive Officer of TAV, the subsidiary of Italian State Railways responsible for the development of the high- speed development network, and from 2000 to 2006 he was a member of Italy’s Board of Public Works. In April 2009 he was appointed Chairman of Technip KTI SpA. He is now Chairman and Managing Director of Tecnimont Civil Construction SpA.

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WE MADE PASSION OUR RAW MATERIAL.

Maire Tecnimont

7 48

SUSTAINABILITY

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7.1

HSE and Quality System

Excellence in HSE performance and a proactive corporate vision were the hallmarks of the HSE Management System and related functions in 2010, further underlining that employee health, safety of operations and environmental protection and preservation remain a keystone of the Maire Tecnimont business vision.

Group’s Health, Safety and Maire Tecnimont’s safety The Environmental Management performance exceeds System has been further recognized national and embedded in our permanent workplaces and construction international standards. sites. Each subsidiary and operating unit has been involved in disseminating, reinforcing, verifying and improving the performance of the system, in order to implement the principles and objectives of the HSE policies set by the Group’s top management. All new activities joining the Group are subject to those policies and are committed to adopting the HSE system.

Maire Tecnimont’s safety performance exceeds recognized national and international standards. The performance of our foreign

sites, where the overwhelming part of our construction activity takes place, underlines our excellent safety record, which is significantly better than the average for comparable activities. The following table presents 2010 data expressed as: a) LTIF: Lost-Time Injury Frequency; b) TRIR: Total Recordable Injury Rate.

Reflecting common international practice, both indices are calculated and monitored according to OSHA (US Occupational Safety and Health Administration) regulations, and are compared with the averages for the international oil & gas and industrial construction sectors.

Outstanding HSE performances, measured as man-hours worked without LTIs, were recorded by the following projects: Q-Chem II, Qatar (28 million hours); Borouge 2, UAE (28 million hours); Pecem I & II, Brazil (10 million hours); Habshan 5, UAE (10 million hours); Itaqui, Brazil (1 million hours).

GROUP SAFETY PERFORMANCE MAIRE TECNIMONT SAFETY 2010 (based on 57 million hours worked onsite abroad)

INTERNATIONAL REFERENCE BENCHMARKS

KPI*

Maire Tecnimont

Oil & Gas Producers, Contractor Data **

Construction Industries Institute (CII) ***

LTIF (OSHA Lost-Time Incident Frequency Rate)

0.004

0.09

0.11

RIR (OSHA Recordable Incident Rate)

0.21

0.35

0.58

* KPI – Key Performance Indicator ** Source: International Association of Oil & Gas Producers - Report No 439, May 2010.

Safety Performance indicators - 2009 data. Contractor aggregated data. *** Source: CII – Benchmarking & Metrics. Safety Report 2007. Aggregated data 2006 (BMM 2007 02 December 2007).

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SUSTAINABILITY

MAIRE TECNIMONT

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Maire Tecnimont HSE System The outstanding HSE performance in 2010 was a direct result of the Maire Tecnimont HSE Management System. This identifies legal and other applicable requirements (including national and international laws, local requirements, agreements with local authorities or customers, voluntary principles and codes of practice) and establishes appropriate HSE priorities, objectives and targets, as well as the appropriate organizational structures and programmes needed to achieve them.

It also implements, controls and monitors any necessary preventive and corrective actions, and encourages cultural sensitivity when encountering local cultural behaviours.

The Group believes that continuing improvement in HSE is a key means of ensuring that its operations adapt to changing conditions.

The consolidated HSE Management System is based on documents and procedures that provide a reference hierarchical structure for each location and therefore operate at different levels. The system defines global and local HSE requirements and provides for proper record-keeping, allowing management to detect and evaluate potential deviations and apply prompt remedies.

Regular HSE monitoring of subcontractors is an important part of the activity. To achieve its objectives the HSE Management System imposes duties and responsibilities on all personnel involved in it. Meanwhile, the Quality & HSE Department regularly updates the system to take account of experience gained from internal verification and by the introduction of best practices gained from external collaboration with relevant business associations, universities, national and international authorities and certification bodies.

Regular auditing is an essential part of the HSE Management System. This is to verify compliance with company objectives and other requirements in order to identify and implement any necessary preventive or corrective measures. Top management is kept informed about audit results so that it can carry out regular HSE performance reviews and enforce the effectiveness of the system.

The system is periodically reviewed to monitor the suitability of the HSE policy to evolving business conditions. Each new objective or target is set through an HSE improvement

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plan issued under the authority of the Group’s top management. Maire Tecnimont continues to tailor its HSE Management System for the growing number of worksites, the evolution of regulatory and voluntary standards, and the increasingly large and more complex projects the Group is handling.

Maire Tecnimont revised its HSE policy in 2010 to emphasize its willingness to incorporate an HSE vision in its commitment to sustainable development and social responsibility.

The HSE Management System was verified according to the ISO standard 14001: 2004 on environmental management and the OHSAS 18001: 2007 standard on occupational health and safety.

The Group also intensified its efforts to disseminate HSE awareness at all levels, with special attention to key roles and responsibilities, throughout its expanding organization. The relevant personnel training programmes involved an even greater number of employees at various levels in the Group’s business units and line functions.

The HSE Management System is increasingly becoming a means of strengthening ties between different locations and business units across the Group, helping to create a common Maire Tecnimont business culture. At each site where the system has been introduced, the following actions were undertaken: Updating and analysis of relevant documents and records; Involvement of a legal expert in HSE work in cooperation with the worksite’s regular HSE function; Identification and implementation of potential responses to new legislative requirements; Establishment of training for personnel in different roles and responsibilities in HSE issues and their strategic importance for overall business development.

We aim in coming years to consolidate the HSE performance through the Group, to refine the criteria for HSE monitoring, to update risk and impact analysis documents and action plans, to further standardize procedures across all the sites where the system is in use, and to enforce auditing activities at construction sites and offices by increasing dedicated specialized resources.

SUSTAINABILITY

Quality System Maire Tecnimont has implemented a tailored Quality Management System (QMS) in accordance with the ISO 9001 standard since 1995. The general objectives of the QMS, as stated in the Group’s Quality Policy, are: understanding and meeting customer needs; fulfilment of contract obligations and meeting technical/economic requirements; compliance with standards and codes in force in the country of destination; and continuous improvement in quality performance.

The relevant certification, upgraded to ISO 9001: 2008 during 2009, was reconfirmed by Det Norske Veritas (DNV), following a series of audits in 2010 at several offices and construction sites. The certification covers a full range of services (e.g. from basic studies to turnkey projects) for all the business lines.

The basic references of the Maire Tecnimont Group’s QMS documentation are the Code of Ethics and the Organizational/Management Models (according to Italian Leg. Decree 231/2001). The documentation consists of the Quality Manual and Quality Policy, Organizational Procedures, and Work Instructions. All these documents are communicated to Company personnel through the corporate intranet, with dedicated information and training for new recruits.

The Quality Policy is also displayed at

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prominent locations in the Group’s offices.

All employees participate in achieving its objectives by implementing the prescribed procedures and instructions, resulting in efficient document control, supervision of equipment suppliers, construction monitoring and handover activities.

The QHSE Vice-President is appointed by the Group’s top management to manage the QMS. Top management strives continually to improve QMS effectiveness, actively participating in regular quality management review meetings and analyzing and discussing QMS reports.

In 2010 the following main activities were carried out and their results analyzed and discussed: nearly 30 audits to Company functions, performed by qualified internal auditors; about 130 project discipline audits on nine projects, including 35 audits at construction sites; five customer satisfaction interviews to identify clients’ perception of Tecnimont’s services; and 29 lessons-learned reviews, recorded and partly approved for implementation. Actions defined during management reviews included revision of procedures and work instructions (51 were revised during 2010), improvement plans (for example, in procurement), and confirmation of objectives.

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7.2

Our People Maire Tecnimont continually develops its people management, aimed at developing its human capital by enhancing their professional value and integrating individual skills and organizational processes.

The Group firmly believes that this is the way to maintain the competitive edge needed for its business strategies and objectives.

The Group organizes a number of training initiatives to improve and consolidate employee skills and capabilities, which are implemented across all its organizational units. It places special emphasis on project management training, which it considers an important step in professional growth as well as an opportunity to exchange work experiences. Above all, it is a core element of the business and a key tool with which to consolidate the corporate culture.

In 2010, the Train the Trainer project involved four employees who were trained as project management course instructors. This is an interesting and highly innovative initiative that enables the Company to establish centres of excellence for project management training and theory and to contain training costs.

The Company promotes the certification of project management skills according to the International Project Management Association (IPMA) system, which is designed for project managers and other key members of the project and back-up teams.

New graduates are introduced to the

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Company through special induction sessions designed to further their understanding of the corporate environment and to encourage the exchange of knowledge. The induction programme involves members of the Young Graduates Community in initiatives dedicated to swapping experiences and sharing the corporate culture. One example is the Cultural Awareness at Work workshop, a key element in developing a multicultural spirit.

The initiatives described above are the result of the definition of the Group Leadership Model. Based on the inputs of corporate management, this sets out the founding values of the Maire Tecnimont corporate identity. Those values underpin the managerial style and conduct of the people who work for the Company, specifically: Passion for performance We are committed to achieving our goals by cultivating best-in-class expertise; Innovation to compete We constantly challenge our path to market leadership by keeping open minds; Commitment to people We trust in the potential of our people and are passionately dedicated to their professional development.

SUSTAINABILITY

7.3

Corporate Social Responsibilty Projects Maire Tecnimont Group believes that building constructive relations with its stakeholders is an important opportunity for growth and mutual engagement.

In adopting this approach, our Group has made a firm commitment to society by playing an active role in the local communities in which we operate, as shown by the support given to the projects already under way.

These actions confirm Maire Tecnimont’s pledge to contribute to and participate in social

development in an enduring and stable manner.

In addition to the Group’s several sponsorships of socially committed associations, it launched, among other initiatives, two important CSR projects in 2010. The first focuses on spreading information about the right to elementary school education in India and making it accessible. The second aims to encourage sport as a means to broaden social inclusion in Italy.

Maire Tecnimont and Save the Children in India Education is a driver of socio-economic development, especially in developing countries. In early 2010 Maire Tecnimont, which has a long-established presence in India through Tecnimont ICB (TICB), embraced the cause of Save the Children by contributing €140,000 to an educational project designed to reduce the school drop-out rate, increase literacy and promote an innovative approach to learning programmes in the state of Maharashtra.

Maire Tecnimont Group and Save the Children joined forces to achieve a shared goal: to create a learning environment suitable for school children. The project targets areas of India where the paucity of proper schools is one of the main causes of high drop-out rates.

Through the refurbishment of 49 schools in the Mumbai urban area and its rural outskirts, the project aims to provide Maire Tecnimont Group and around 6,000 children aged Save the Children joined between 6-14 years with a more forces to achieve a shared tranquil school environment in which learning is tailored goal: to create a learning to their specific needs in line environment suitable for with the Building as Learning (BaLA) method. BaLA is school children. Aid an innovative child-centred concept based on adapting permanent schooling facilities to the learning needs of the youngest children. Thus, the schools themselves become dynamic tools to concretize abstract concepts and make them more understandable: the stairs become a unit of calculation, the radiuses of door openings

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are transformed into diagrams of angles, and the window grills make it easier to understand fractions, the whole building featuring a cheerful atmosphere of bright patterns and vibrant colours.

BaLA facilitates and adds a fun factor to learning, but also improves teaching quality and student engagement. In particular, it breathes new life into existing school facilities through non-structural work that is, consequently, easier to achieve.

In the belief that self-sustainability and the awareness of the people involved are a key factor of the project’s success, the ongoing collaboration forged between Maire Tecnimont and Save the Children ensures that local stakeholders are involved in all the project development phases and beyond. Pupils, parents, teachers and local authorities are invited to participate in activities that promote sensibility and education based on the BaLA method and, once the schools’ modernization work is complete, also the management of the facilities. In addition, the project incorporates initiatives designed to inform and orient the children to the rights of childhood and related themes, considered an important and integral part of the main activities.

The success of the initiative and the positive feedback received from those involved have encouraged the Group to continue its collaboration with Save the Children in 2011-12, when it will extend the project to another 13 Mumbai schools. Maire Tecnimont is convinced that supporting education is one of the best investments the Group can make

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towards building a better future.

In February 2011, a delegation of Maire Tecnimont employees visited two schools involved in the project. Representatives of Save the Children Italy and Save the Children India showed them the results achieved in

terms of the reconstruction of the schools and the improvement in learning. “It was a great honour to be included in the visit,” declared one of the Maire Tecnimont employees.

“The memories will forever remain etched in our minds”.

Rugby Monza Sponsorship Maire Tecnimont Group first sponsored the historic Lombard rugby team of ASD Rugby Monza 1949 in the 2008/2009 season and was proud to renew its sponsorship for the 2009/2010 and 2010/2011 seasons.

The Group’s ongoing commitment to sponsor the club attests to the value that Maire Tecnimont places on promoting education and sport in areas at risk of social marginalization.

The team, with its 14 senior and junior teams and more than 300 player-members, is currently carrying out a training and school inclusion plan as part of the official programme of the Monza school board, which is responsible for primary, middle and high schools. In the past two years, the Rugby Monza instructors have been able to involve more than 5,000 students in the plan.

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Team spirit, a goal-oriented strategy, careful preparation in the face of challenges, discipline as a way of life, and courage and determination to give momentum to each action: these are the values shared by the Group with the sport of rugby, and these are what young people can learn from this noble game.

In 2010, the Rugby Monza club became an official supporter of the Franchigia degli Aironi rugby union. That is an honour but, above all, a great springboard for the young players in the team. It has already enabled two athletes from the Brianza area to enter the Elite Academy of Viadana and take their first steps on the journey to becoming professional rugby players.

SUSTAINABILITY

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ENGINEERING CENTRES AND R&D

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Maire Tecnimont Engineering Centres

Salzgitter Milan Sittard Rome Paris

Brindisi

Belo Horizonte and São Paulo

Group Presence

Sittard, The Netherlands

Paris, France

Over 60 staff

Over 130 staff

Licensing and intellectual property; Process design packages of licensed urea technologies; Process design packages of PET and polyamide technologies.

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Design of technological solutions for the whole natural gas chain: field gathering, transport, underground storage, liquefaction, and regasification, LNG regasification plants; Services from feasibility studies to complete project development and implementation.

ENGINEERING CENTRES AND R&D

Milan, Italy About 1,700 staff * Coordination of the Group’s worldwide operating centres in large EPC projects; Process innovation and EPC expertise in chemicals, petrochemicals and oil and gas mega-projects; Special competences in coal-fired power plants and gas turbine combined cycles (GTCC); Development of renewable energy initiatives; Advanced know-how in the design and construction of transport infrastructure, specifically in high-speed railways and mass transport systems; Expertise in the design, construction and completion of complex civil and industrial buildings.

Mumbai

Mumbai, India Over 1,860 staff Engineering and construction and execution of lump-sum turnkey projects worldwide; Historic expertise in procurement, field engineering installation, testing/calibration and commissioning; Electrical & Instrumentation Construction Division.

Rome, Italy Over 580 staff

Belo Horizonte and São Paulo, Brazil About 60 staff Engineering services in infrastructure, power plants and civil/industrial sectors.

Salzgitter, Germany About 50 staff Design of LDPE plants based on high-pressure tubular reactors.

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Process engineering design and construction for gas treatment and hydrogen plants; Critical and refinery fired heaters and waste heat boilers; Process and engineering design and construction for third-party licensed technologies in refining, petrochemicals and chemicals.

Brindisi, Italy About 70 staff Chemicals and petrochemicals with specific know-how in the LyondellBasell Spherizone polypropylene process. *During 2010 and first-half 2011 the Turin and Bergamo centres were merged into the Milan Headquarters.

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Innovation and R&D Maire Tecnimont has decided to foster innovation as one of the most important pillars of its growth strategy.

In pursuit of this objective, it set up the Maire Tecnimont Innovation Centre in 2010 and also established R&D centres in all Group Companies. In 2011 the Group is planning to spend approximately three times more on innovation and R&D than in 2010.

This is a significant step in its plans to build competitive advantage through innovation and growth of its licensing and EPC businesses.

Maire Tecnimont is also leveraging the expertise and resources already present in the Group by facilitating knowledge transfer and collaboration between its various operating companies.

R&D Portfolio Maire Tecnimont’s R&D portfolio includes a number of innovative projects in a broad range of areas. These include: catalytic cracking of H2S, novel geometry and architecture of steam reformer furnaces, catalytic partial oxidation and propane-to-propylene processes, concentrated solar power based on molten-salts heat transfer, biofuels from algae, CO2 removal and off-shore transportation, ultra-large LNG storage tanks, advanced measurements in urea reactors, a novel design of PET reactors, and gasification of plastic wastes. An important example in this category is the pilot plant built by TKT in Chieti in 2010, which represents one of the most advanced applications of membrane reactors in steam reforming.

There are also a number of important R&D projects focusing on the development of internal know-how and innovative engineering tools. These are aimed mostly at enhancing established technologies in order to add value to plant and process designs and give the Group a competitive advantage in bidding for and implementing EPC projects.

These projects have resulted, amongst others,

in the creation of proprietary engineering tools for the automation of gas turbine power plants. Similar tools are being developed in the areas of gas sweetening and the high-pressure emergency discharge of tubular LDPE reactors.

In general, the R&D projects in “established“ technologies can be grouped in the following categories: Improved designs, processes and catalysts for advanced syngas and urea production; Gas treatment, CO2 removal and transportation, and LNG storage; Biofuels and chemicals from ethanol; Concentrated solar power (CSP) plants and water desalination; Membrane reactors for chemical production processes; Fluidodynamic models for the simulation of the high-pressure emergency discharge of tubular LDPE reactors; Automation of gas turbine power plants; Modelling of the absorption process with amine solutions for sweetening acid gas streams.

Alliances and Partnerships The Group has also established alliances and partnerships with major Italian and European universities and research centres in specific R&D projects and, more generally, to promote an open environment supportive of innovation.

A recent important example is the cooperation with UCBM (Universita’ Campus Bio-Medico) of Rome, whereby Maire Tecnimont and TKT participate in the study programme for the

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new two-year master’s degree in Chemical Engineering for Sustainable Development.

In future the existing R&D cooperation with the Polytechnic of Milan will be enhanced by establishing new fields of interest. The current focus of cooperation is in R&D in gas treatment and in the executive master’s course in nuclear plant construction management.

ENGINEERING CENTRES AND R&D

Nuclear Focus Tecnimont has previous experience of the nuclear sector, having participated in the design of the experimental PEC plant on Lake Brasimone for NIRA SpA in the early 1980s. The Group also employs several nuclear engineers and specialists in nuclear energy. Maire Tecnimont is investigating the possibility of forming alliances or partnerships with major worldwide players in the ďŹ eld, in which it would deploy its expertise in large LSTK conventional power projects in the construction of the balance-of-plant (BOP) sections of nuclear reactors.

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The Group has started an intensive training programme for its technicians, including participation in a familiarization course on Westinghouse AP1000 technology in Pittsburgh, PA. In 2009-2010 this course was attended by a team of Maire Tecnimont engineers with previous experience in nuclear engineering and power plant design.

Maire Tecnimont has also been part of a team led by Westinghouse Electric Co. developing the 335 MWe IRIS (International Reactor Innovative and Secure) light water reactor.

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THERE’S NOTHING MORE CONCRETE THAN A VISION.

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9

MAIRE TECNIMONT INNOVATION CENTRE

Open innovation is the foundation for creating value by guaranteeing long-term, sustainable growth and ensuring competitiveness. For this reason Maire Tecnimont’s top management has given innovation the highest priority and in October 2010 the Maire Tecnimont Innovation Centre (MTIC) was inaugurated.

The vision of the MTIC is to establish open innovation as an integral part of Maire Tecnimont Group culture. To make it a part of our Companies’ genes so that market, technological and scientific developments can be shared across the Group to create and capture value, enable ideas generation, and promote cross-fertilization and implementation of new business models.

MTIC will transform the Maire Tecnimont Group into the best-in-class for commercialization of technologies and intellectual assets. The Innovation Pipeline (IPL) is the foundation block for the MTIC. The mission of the Maire Tecnimont Innovation Centre is to be the technology innovation and intellectual property (IP) centre for the Maire Tecnimont Group. It will establish a common platform for assembling a portfolio of patents across Group companies, while investing, leveraging and building on the competences and relationships already present in the Group.

The MTIC will consolidate and increase the Group’s portfolio of innovative proprietary technologies and promote a stronger coordination among all Group companies’ R&D activities.

It will enhance the know-how already present in the Group by facilitating transfer of knowledge, collaboration between Group companies and alliance and partnerships with other companies.

Finally, the MTIC will foster a patent/know-how culture and establish long-term strategic partnerships with universities and independent research organizations.

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The Innovation Pipeline Innovation is the translation of new concepts and insights into successful applications in the market. This is achieved by continuous interaction between identification of market opportunities and the development of technical competences. The targeted coupling of technological insights and unmet market needs often leads to embryonic businesses, which can ultimately lead to successful products or processes.

The innovation pipeline (IPL) methodology is a systematic approach for assessing these embryonic business ideas and ensuring the commercialization of the most profitable ones. That is why the second stage of the IPL is a business feasibility check to identify the commercial possibilities as soon as possible.

After ensuring that we know how we will benefit from the innovative idea, the next step

is technology development of this idea.

This is done in the third and fourth stage of the IPL. It is of utmost importance that during these stages we not only develop the technology, but also protect our intellectual property. Protection is achieved by patenting and copyrighting where possible and enforcing confidentiality otherwise.

The steps that we have to take in the IPL therefore define the pillars of the Innovation Centre. These are business intelligence, technology intelligence and intellectual asset management, which direct the process.

Given the scarcity of resources in today’s business world, it is vital to establish a flow of numerous embryonic ideas within the IPL to ensure the development of several successful new businesses.

INNOVATION PIPELINE CHART BUSINESS INTELLIGENCE Idea Evaluation

Business Feasibility

Development

Design Validation

Ready to Market

EMBRYONIC BUSINESS IDEAS

WELL DEFINED STRATEGY

1

2

3

4

5

TECHNOLOGY INTELLIGENCE INTELLECTUAL ASSET MANAGEMENT

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MAIRE TECNIMONT INNOVATION CENTRE

First Results Since its inauguration on October 8 2010, the MTIC has already achieved tangible results. About 40 new projects have been launched in the innovation pipeline in different parts of the Company, which have already resulted in seven new patent applications.

Eight more patents are pending. In addition, discussions on several potential strategic alliances and partnerships have been initiated.

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10

MAIN COMPETENCES AND PROJECTS

Maire Tecnimont Group, through Tecnimont, Tecnimont KT (TKT), Tecnimont Civil Construction (TCC) and a network of operating companies in strategic markets, is a leading international Engineering, Procurement and Construction Group active in Petrochemicals, Oil & Gas, Power and Infrastructure and Civil Engineering.

Through Stamicarbon, the Group’s licensing and intellectual property arm, Maire Tecnimont owns and manages valuable proprietary technologies and intellectual property in the fertilizer, oil and gas and chemicals sectors, licensing and serving major clients around the world.

We are also active in renewable energy through Met NewEn, acting as a project developer and investor in selected initiatives.

With our combination of EPC and licensing skills, we can provide clients with a full range of services from conceptual and feasibility studies, including technology selection, through licensing and supply of basic engineering, to project management. We supply detailed engineering, procurement construction, commissioning and start-up of industrial plants and infrastructure on a lump-sum turnkey basis competitively. We provide high quality standards, compliance with the most stringent HSE requirements, project completion on schedule and within budget, and guarantees of the plant or infrastructure’s operating performance.

We are also experienced in arranging various types of multisource financing, including limited recourse project financing, as well as post-sale services such as O&M, supply of spare parts, chemicals and catalysts, and product off-take.

The Group has the necessary flexibility to adapt its project organization to the nature and size of any project. We can operate independently, with Tecnimont, TKT or TCC acting as main contractor, or team up with other international contractors in consortia or joint ventures for multibillion Euro projects, assuming joint and several responsibilities.

Most of our contracts in recent years have been secured through international competitive bidding. We have successfully delivered major projects to the full satisfaction of our clients in many countries.

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10.1

EPC - Oil & Gas The oil and gas market in 2010 showed signs of recovery, thanks to the demand for gas treatment plants and refineries in certain areas. Investment in the Middle East and South East Asia, both regions in which Maire Tecnimont has a strong presence, continues to sustain demand. The Group as a whole has a focus on developing technologies, and the acquisition of Tecnimont KT (formerly

Technip KTI) in 2010 enlarged its technology portfolio in gas treatment, sulphur recovery, hydrogen and syngas production.

For the future, Maire Tecnimont intends to reinforce its presence in markets such as Brazil, South East Asia and sub-Saharan Africa, where major investments are planned in the next few years. It also plans to add floating LNG plants to its technology portfolio.

Our Competences Tecnimont has developed considerable expertise and numerous references in the oil and gas sector in recent years. The first step came in the year 2000, with the acquisition of a 66% stake in the French company Sofregaz, a leading worldwide provider of services to the natural gas chain. Sofregaz became a 100%-owned subsidiary in 2005.

Together Sofregaz and Tecnimont have become important players in the international EPC market for LNG regasification terminals.

Indeed, the award of five EPC projects in the past ten years has made the Group one of the most reputable and experienced contractors in this field. A recent example is the contract awarded in 2010 for FEED, EPC and other services for Sinopec’s new 3 million tonnes/year Shandong LNG terminal.

The experience of the Group is not limited to LNG. Tecnimont has consolidated its position in the oil and gas market by winning contracts for projects such as the mega gas-processing complex at Wafa/Mellitah in

Libya; an aromatics complex in Kuwait; a desulphurization plant in India; the major GASCO gas treatment contract in Abu Dhabi, awarded in 2009; and the new acid gas removal plant in Kuwait for KNPC, awarded in 2010. The giant GASCO gas field development is the largest gas treatment project ever awarded in the Middle East on a LSTK basis (US$4.7 billion). It reflects the first-class reputation that Tecnimont has won in the region by its successful completion of EPC contracts in Saudi Arabia, Kuwait, Qatar and the UAE. These projects, especially the one in Abu Dhabi, have consolidated Tecnimont’s reputation in the oil and gas sector to the extent that it is now becoming a pillar of the Group’s turnover. For Tecnimont, however, oil and gas is not only the Middle East; Tecnimont and Sofregaz have also won major contracts in North Africa (Algeria), Europe (Poland), India and the CIS. Some current projects are highlighted below.

Habshan 5 – Largest EPC Contract Awarded in Abu Dhabi In July 2009 Tecnimont, in a 50-50 joint venture with JGC of Japan, won one of the largest EPC LSTK contracts ever tendered in Abu Dhabi in the oil and gas sector.

The US$4.7 billion contract is part of the giant integrated gas development (IGD) project being carried out by Abu Dhabi Gas Industries Ltd (GASCO), a subsidiary of the state-owned hydrocarbons giant, Abu Dhabi National Oil Company (ADNOC).

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The IGD project aims to increase UAE offshore gas production from the Umm Shaif Khuff and Umm Shaif Areaj reservoirs by 1,000 mmscfd. The offshore gas, after initial treatment in the new Das Island facilities, will be sent through a dedicated 30-inch pipeline to the Habshan site in the southwestern part of the Emirate, where it will be further processed before being sent to the gas sales network. Recovered NGL

MAIN COMPETENCES AND PROJECTS

will be sent to the Ruwais site for further fractionation and export.

Work started in July 2009 and should be finished by October 2013. On completion, the IGD project will help meet the rapidly increasing demand for gas resources in the United Arab Emirates.

Work on the project is being carried out at several international locations - in Italy, Japan, India, Philippines, Pakistan and United Arab Emirates - with detailed engineering and procurement being managed by a first-class team of Italian and Japanese managers. The up-to-date technology used to connect the various operating centres in different time zones has created a “virtual global office”, in which more than 800 engineers work, almost on a 24/7 basis, towards a common end. The combination of so many different cultures makes the Habshan project a real melting-pot,

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in which all personnel bring their individual backgrounds and experience to contribute.

Proof of Tecnimont’s and its partners’ capability to perform such a challenging task is the fact that, as of end-2010, the project was proceeding ahead of schedule and within budget, to the full satisfaction of the client.

Approximately 80% of the engineering, 40% of procurement and 10% of construction had been completed by that date.

A few comparisons illustrate the scale of the project: the steel structures that will be included in the Habshan process facilities would be sufficient to build more than seven Eiffel Towers; the electric and instrument wiring in the plant would go around a fifth of the earth’s circumference; and the quantity of concrete used in the project would be sufficient to build copies of Kuala Lumpur’s twin Petronas Towers, the world’s fifth tallest buildings.

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New Heavy Coker Gas Oil Hydrotreating Unit Project in India In August 2009 Mangalore Refinery and Petrochemicals Ltd (MRPL) awarded Tecnimont ICB a lump-sum turnkey contract to build a new heavy coker gas oil hydrotreating unit (CHTU) in Mangalore district, in the Indian state of Karnataka. MRPL is a subsidiary of India’s Oil & Natural Gas Corporation Limited (ONGC), a national leader in oil and gas exploration and production.

The US$80 million contract covers engineering, procurement, construction and commissioning (including performance tests) of the CHTU plant, which is part of MRPL’s phase III refinery project at Mangalore. Completion is expected in 2011. The main part of the project is the

hydrotreating unit, which is fed by a heavy coker gas oil stream with a capacity of 650,000 tonnes/year. Tecnimont will also build a new electricity substation for the project.

The MRPL contract consolidates TICB’s position as a leading EPC company in the oil and gas sector, and confirms the important role of the Maire Tecnimont Group in the Indian market. The hydrotreating project also represents a major step in the diversification of the Group’s skill-sets. In the strategic review approved by the Board of Directors in March 2009, Maire Tecnimont selected hydrotreating as one of the priorities to be developed by 2011.

Acid Gas Removal Project in Kuwait Tecnimont SpA was awarded in July 2010 a contract to develop an acid-gas removal plant (AGRP) for Kuwait National Petroleum Company (KNPC), the refining arm of the Kuwait Petroleum Company (KPC).

The contract calls for the provision of engineering, procurement, construction and commissioning (EPCC) services for a new process train of gas handling and sweetening facilities (the new AGRP unit), as well as the revamping of the existing gas handling facilities (the existing AGRP unit) at the Mina Al-Ahmadi refinery near Kuwait City.

The new facilities, which will be capable of handling as much as 230 mmscfd of gas and 78,000 barrels/day of condensates, are

an integral part of Kuwait’s environmental commitment and will contribute significantly to producing clean fuels and reducing acid-gas emissions. The project, to be executed on a lump-sum turnkey contract basis, is worth approximately US$400 million and is expected to be completed by 2014.

This new contract and cooperation with KNPC will reinforce the Group’s references in the gas sector and consolidate its presence in Kuwait. It already has significant experience in that country, having recently completed an aromatics complex, one of the largest of its type in the chemical industry, at Al Shuaiba for the Kuwait Paraxylene Production Company.

Tobolsk PDH Plant: Strengthening Our Presence in the Russian Federation During the Italo-Russian bilateral summit in Rome in December 2009, Tecnimont signed an EPC contract with Tobolsk Polymer LLC for the construction of a 510,000 tonnes/year propane dehydrogenation plant (PDH) in Tobolsk, western Siberia. Tobolsk Polymer is a subsidiary of JSC Sibur Holding, the most important petrochemical producer in Russia.

The overall contract value is €675 million, including the portion already committed on a cost-plus-fee basis. The project will be financed through an export credit facility with the Italian export credit agency SACE. During the summit, Tecnimont also signed a memorandum of understanding with SACE, JSC Sibur Holding and Vnesheconombank,

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the Russian State Corporation Bank for Development and Foreign Economic Affairs, on projects expected to cost around US$2 billion, of which US$1 billion relates to the PDH plant. The PDH project will be built at the Tobolsk petrochemical complex using UOP’s innovative Oleflex TM technology to produce propylene from propane. It will be among the largest propane dehydrogenation plants worldwide. The project strengthens Maire Tecnimont’s already significant presence in the Russian Federation and establishes the Group’s position in PDH, a promising growth area. Critical equipment was delivered in August-September 2010, allowing the construction team to begin heavy lifting.

MAIN COMPETENCES AND PROJECTS

Engineering Services in Algeria In July 2009 Maire Tecnimont’s French subsidiary Sofregaz signed five contracts worth about €44 million with the Algerian national oil company Sonatrach for the development of front-end engineering designs for the expansion of the Algerian gas transportation network.

The projects renew the historical presence of Sofregaz in the promising Algerian gas market, in which the French company has operated since 1959. The main project concerns the new 800-km GR5 pipeline, which will convey all the gas gathered from

wells under development in the southwestern part of the country to the Hassi R’Mel area in central Algeria. The second project concerns the relocation of the National Gas Dispatching Centre (CNDC) from Hassi R’Mel to a new site capable of coping with the expected growth of the network. The remaining projects include the installation of air coolers in the 15 compressor stations on the GZ1, GZ2 and GZ3 gas pipelines between Hassi R’Mel and Arzew, on the Mediterranean coast. In addition, three new gas compressor stations are expected to be built on the GR4 and GZ5 pipelines.

UGS Wierzchowice in Poland The project was awarded to Tecnimont in November 2008 by PGNiG, a Polish company involved in energy and gas distribution, and will be carried out by Tecnimont in a consortium with PBG, Poland, and Plynostav, of the Czech Republic.

It calls for the development of a natural gas storage facility and a combined cycle plant employing the best state-of-the-art

technology available to optimize energy efficiency and ensure compliance with the most stringent environmental regulations.

As of end-2010, engineering activities were nearly complete (90%) and procurement was not far behind (88%). Construction, by consortium partners and TCM/SZ, is under way. The project is due for completion by the end of 2012.

Sulphur Solidification, Handling, Storage and Dispatch Unit, Panipat (India) In August 2010 Tecnimont ICB (TICB) was awarded a major lump-sum turnkey contract for a sulphur solidification, handling, storage and dispatch unit by Indian Oil Corporation Ltd (IOCL), India’s flagship national oil company.

IOCL is a strong player covering the entire hydrocarbon value chain from exploration and production of oil and natural gas, through refining, pipeline transportation and marketing of petroleum products and natural gas, to petrochemicals. Environmental concerns are driving the move towards cleaner fuels, which in turn, is promoting increasingly greater extraction of sulphur from oil and natural gas. This is why IOCL decided to build

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the sulphur solidification, handing, storage and dispatch unit at its Panipat refinery.

The contract, which is being entirely handled

by TICB, calls for the provision of engineering, procurement, construction and commissioning (EPCC) services for a 770 tonnes/day sulphur solidification and pastillation facility through the expansion of existing sulphur recovery units. Recovered sulphur will be pastillated, stored and loaded for dispatch in an environmentally friendly manner.

The project will also benefit from the greater value of sulphur pastilles compared with sulphur lumps. It should be completed by the second quarter of 2012.

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Kuwait: Successful Completion of the Major Aromatics Project Early 2010 saw the commercial operation of the first aromatics complex in Kuwait.

The project was awarded by Kuwait Paraxylene Production Company (KPPC) in 2006 to a consortium of Tecnimont and SK Engineering & Construction of South Korea.

The complex has been operating at design capacity, producing paraxylene and benzene of the required specifications and to full client

satisfaction, since the beginning of 2010.

It uses environmentally friendly technology to guarantee optimum performance in terms of safety and product quality. HSE issues have been a top priority throughout.

The consortium has trained more than 50,000 workers in basic and higher HSE issues, and Tecnimont has recorded more than 20 million working hours without lost-time injury.

Commitment in Carbon Dioxide Recovery In October 2010 Tecnimont ICB (TICB) was awarded a LSTK project for a carbon dioxide recovery (CDR) unit at the Vijaipur plant of National Fertilizers Ltd (NFL) in central India. The project foresees the provision of engineering, procurement, construction and commissioning services for a new 450 tonnes/day CDR plant, based on technology licensed from Japan’s Mitsubishi

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Heavy Industries. TICB’s involvement in carbon capture started with lump-sum EPC contracts for two first-of-their-kind CO2 recovery units from IFFCO, another major Indian fertilizer producer, in 2005. Since then, TICB has commissioned three such units in India and a fourth one in Bahrain for Gulf Petrochemical Industries Co.

MAIN COMPETENCES AND PROJECTS

MAIN LICENSORS - OIL & GAS

MAIRE TECNIMONT

TECHNOLOGY

LICENSOR

COUNTRY

Topping/vacuum

UOP Axens

USA France

FCC/RCC

UOP Axens

USA France

Catalytic reforming

UOP Axens

USA France

Isomerization

UOP Axens

USA France

Butene alkylation

Stratco-DuPont UOP

USA USA

Hydrotreating

Axens UOP AkzoNobel Shell

France USA The Netherlands The Netherlands

Visbreaking

Axens

France

Gas liquefaction

Gaz de France Linde

France Germany

Acid gas removal

UOP BASF Shell Prosernat

USA Germany The Netherlands France

Mercaptans removal

UOP Merichem Zeochem

USA USA Switzerland

Sulphur recovery units (Claus)

Jacobs Lurgi Shell Sirtec Nigi Worley Parsons ExxonMobil Fluor

The Netherlands Germany The Netherlands Italy UK USA UK

Delayed coker

Lummus

USA

Aromatics (BTX) extraction

UOP Axens

USA France

Propane/isobutene dehydrogenation

Lummus UOP

USA USA

CO2 capture

Mitsubishi Heavy Industries (MHI)

Japan

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SEEING WHAT DOESN’T EXIST YET. THAT’S OUR STRENGTH.

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10.2

EPC - Petrochemicals The petrochemical industry, hit by the economic crisis in 2009, continued to suffer in 2010 from the capacity hangover caused by overinvestment in previous years. The recovery now under way is being led by the Middle East, South America, Asia and sub-Saharan Africa, areas in which Maire Tecnimont Group is already active and investing heavily for the future. The importance of new market entrants in these regions has been emphasized by continued constraints on investment by producers in established areas.

Despite the uncertain economic background, Maire Tecnimont continues to maintain its leadership position in polyolefins, as well as broadening its offer into other areas, such

as ammonia and fertilizers, ethylene plants, and petrochemical intermediates. The Group is focusing particularly on developing new technologies in chemicals and petrochemicals, believing that, as with the development of the Montedison group, this will provide it with a competitive advantage in the future.

Fertilizers will become increasingly strategic because of the Group’s powerful position in urea technology. The target is to provide clients with an integrated approach that combines technology and EPC capabilities.

In 2010 the Group maintained its position in a difficult market, winning major contracts for the Borouge 3 project in Abu Dhabi and the Nangal fertilizer plant in India.

Our Competences Tecnimont has access to first-class polyolefin technologies and has the size and capability to execute and manage several projects simultaneously using different technologies while preserving confidentiality and licensors’ know-how. In addition, our corporate background and experience in the fertilizer sector, together with the Stamicarbon acquisition in 2009, make us a stronger player across the whole petrochemicals EPC business. Tecnimont also has a vast

knowledge and experience inherited from Montedison, its former parent company, throughout the whole hydrocarbon chain (see below). We are included in the shortlist of preferred engineering contractors for many patented technologies, and in many cases we develop the licensor’s process design package - the know-how documentation delivered by the technology provider to the contractor – for the licensor itself.

Borouge 3 Projects (Abu Dhabi, UAE) In May 2010 a joint venture of Tecnimont (55%) and the South Korean Samsung Engineering Co. Ltd was awarded two contracts for the EPC phase of the Borouge 3 expansion project.

Borouge 3 continues the long relationship of Tecnimont with Borouge, a joint venture between ADNOC and Borealis. The cooperation began with the first project, Borouge 1, which was commissioned in 2002 and expanded in 2007, and continued with Borouge 2, the largest polyolefin project ever awarded to Tecnimont, which was commissioned in 2010. A total of 42 million man-hours were worked on this project, with very high standards for safety and quality of construction. Finally, the FEEDs of

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Borouge 3 were awarded in 2009. The Borouge 3 EPC lump-sum turnkey contracts cover the multiple polyolefins package, which includes two LLD/HDPE plants, two polypropylene plants and an LDPE package. The two contracts are worth approximately US$1.65 billion, of which Tecnimont’s share is about US$900 million.

The LLD/HDPE plants will each have a capacity of 540,000 tonnes/year; the two PP plants will have capacities of 480,000 tonnes/year and 428,000 tonnes/year; and the LDPE unit will have a capacity of 350,000 tonnes/year.

The contract became effective in June 2010 and the EPC phase is due to be completed at the beginning of 2014.

MAIN COMPETENCES AND PROJECTS

New Project in India: Nangal Ammonia Plant The Group’s increased focus on the fertilizer sector was confirmed in March 2010 with the signing of a letter of intent by National Fertilizer Limited, a leading producer of nitrogenous fertilizers, and a consortium of Tecnimont and Tecnimont ICB for an ammonia plant feedstock conversion project in Nangal district, Punjab state, India. Worth approximately US$240 million, the lump-sum turnkey contract calls for the provision of technology licensing,

MAIRE TECNIMONT

engineering, procurement, construction and commissioning (EPCC) services. The project involves revamping the ammonia plant at Nangal to change its feedstock from fuel oil/low sulphur heavy stock to re-liquefied natural gas, whilst maintaining its capacity at 950 tonnes/day. The KBR steam/methane reforming technology to be used will reduce specific energy consumption. The project, which will include revamping offsite and utility facilities, is due for completion in 2013.

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Novy Urengoy LDPE Plant (Western Siberia) Tecnimont signed a €15 million contract with Novy Urengoy Gas Chemical Complex (NGCC), a company controlled by the Gazprom Group, during the Italian economic mission to Russia in April 2009. It calls for the provision of detailed engineering and technology services to modify and replace equipment in order to increase the capacity of the LDPE project at Novy Urengoy, western Siberia, to 400,000 tonnes/year using LyondellBasell technology. Tecnimont had already completed a basic engineering study for the plant in 2007.

In May 2010 Tecnimont signed a further contract, worth about €100 million, for the provision of equipment and raw materials, procurement services and site assistance to the project. This is due for completion by the end of 2012. Purchasing activities are ongoing and orders for critical and long-delivery items have been placed.

The Group has been present in Russia and

former Soviet Union countries for more than 70 years. Cooperation dates back to the 1930s when the former Montecatini was active in technology transfer and fertilizer plant construction. Engineering and construction activities expanded significantly in following years and the first permanent representative office was opened in Moscow at the beginning of the 1960s. Since then, the Group has supplied plants for basic chemicals, intermediates and fine chemicals and, in recent decades, petrochemicals, power and infrastructure facilities. To date, we have completed roughly 50 projects in the former Soviet Union, worth about US$2 billion.

In 2007 the Group founded a subsidiary in Moscow to manage onshore contracts and is currently building plants worth about €1 billion in several parts of the Russian Federation - Tatarstan, Bashkortostan, western Siberia and the Arctic region.

Recently Completed Projects in the Middle East Maire Tecnimont made its first appearance in the Middle East, and particularly in the GCC (Gulf Cooperation Council) countries, during the 1980s investment boom.

The region quickly grew to become our most important market and remains key to our development targets. The Group’s presence in the Middle East has increased significantly and we have been a major beneficiary of the investment wave in recent years, mainly in the petrochemicals sector, in Saudi Arabia, United Arab Emirates, Qatar, Kuwait and Bahrain, with contracts worth over US$4.5 billion. Our references include the large polyolefins complex built by a Tecnimont-led consortium at Rabigh,

Saudi Arabia, for Petro Rabigh, a joint venture of Sumitomo Chemical and Aramco, with a capacity of 700,000 tonnes/year of polypropylene and 900,000 tonnes/year of polyethylene (contract value US$1.2 billion).

Also in Saudi Arabia Tecnimont itself completed an 800,000 tonnes/year HDPE and LDPE complex at Jubail for SEPC, a joint venture of Tasnee Petrochemical, LyondellBasell and GOSI (contract value US$525 million). We also built two propane dehydrogenation-based PP complexes for Natpet at Yanbu and Al Waha at Jubail producing, respectively, 400,000 tonnes/year and 450,000 tonnes/year of polypropylene.

Recently Completed Projects in Europe Two projects in the petrochemicals sector were successfully completed by Tecnimont in Europe in 2010: an HDPE project for LyondellBasell at Münchsmünster, Germany, and an LDPE project for Borealis at Stenungsund, Sweden.

The first project, worth about €200 million, uses LyondellBasell’s advanced Hostalen ACP technology to produce special grades of polyethylene. The plant started commercial

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operation in the first quarter of 2010 and now produces high-specification product at design capacity.

The second project consolidates Tecnimont’s leadership in the design, procurement and contruction of low density polyethylene plants.

It was mechanically complete at the end of 2009 and commissioned by Borealis, assisted

by Tecnimont, in the first half of 2010.

MAIN COMPETENCES AND PROJECTS

MAIN LICENSORS – POLYMERS, CHEMICALS & PETROCHEMICALS

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TECHNOLOGY

LICENSOR

COUNTRY

Polypropylene

Basell Polyolefine ChevronPhillips Borealis Mitsui Petrochemicals Ineos

Italy USA Austria Japan USA

LLDPE/HDPE

Borealis Basell Polyolefine Sumitomo Ineos

Austria Italy Japan UK

LDPE

ExxonMobil Basell Polyolefine

USA Germany

HDPE

ChevronPhillips Mitsui Chemicals Basell Polyolefine Ineos

USA Japan Germany UK

Polystyrene (EPS, HIPS, GPPS)

Polimeri Europa

Italy

ABS

Polimeri Europa

Italy

ESBR, SBS, SB, LCBR, HCBR Rubbers

Polimeri Europa

Italy

Steam cracking (for ethylene, propylene, etc)

Shaw Stone & Webster CB&I Lummus

USA USA

Ethylene oxide and ethylene glycols

Scientific Design Shell

USA The Netherlands

Acrylonitrile

Ineos Nitriles

USA

Purified terephthalic acid (PTA)

Mitsubishi Chemicals

Japan

Pyrolysis gasoline Hydrotreating

Axens UOP

France USA

Butadiene extraction

Nippon Zeon CB&I Lummus

Japan USA

Dicyclopentadiene

Axens

France

Butene-1 from ethylene dimerization

Axens

France

Acetone cyanohydrin and MMA

Repsol

Spain

Phenol/acetone

UOP

USA

LAB

UOP

USA

Ammonia

Kellogg Brown & Root

USA

Urea

Stamicarbon

The Netherlands

Urea granulation

Stamicarbon Uhde Fertilizer Technology

The Netherlands The Netherlands

Nylon 6

Noy

Italy

Nylon 6.6

Noy

Italy

PET

Noy

Italy

Caprolactam (CPL): Ammoximation Beckmann Rearrangement and CPL Purification

Polimeri Europa Aquafil

Italy Italy

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10.3

Power Growth in this sector came mainly from Eastern Europe, the Middle East, North Africa and Latin America in 2010. The MENA (Middle East and North Africa) market was driven mainly by increasing urbanization and

water desalination and conditioning.

Maire Tecnimont expects major growth in future in Latin America, where it aims to build on its experience in Brazil and Chile. The latter country appears to be especially promising.

Our Competences The Group has an impressive track record in designing and building some of the most advanced power projects in Italy and abroad, including simple-cycle and combined-cycle gas-fired plants, clean coal-fired power stations, cogeneration, repowering, electricity distribution networks for civil and industrial use, and district heating systems. Based on its experience in combined-cycle power plants – used to generate electricity and co-generate power and heat - Maire Tecnimont has developed specific expertise in the automatic control of power output and start-up and shutdown procedures.

This allows a power plant to operate with a very high flexibility at times of fluctuating demand. The Group intends to consolidate its leading position in this market by developing and implementing gas turbine combined cycles, focusing on foreign markets and other sectors in which Tecnimont has gained a high reputation. We also intend to pursue advanced coal projects, with a particular attention to ultra-supercritical power plants, together with world leaders in this technology, and to continue to grow our business in traditional coal power plants, capitalizing on our experience in Chile and Brazil.

Large EPC Power Projects in Chile The Group’s presence in Latin America dates back to the early 1970s, when it first began activities in Brazil, Chile and Argentina.

Leveraging on its excellent track record in power plants and large petrochemical projects, Maire Tecnimont has been progressively asserting its role as one of the region’s leading providers of power generation. A Tecnimont-led consortium is currently building two 370 MW coal-fired power stations in the Puerto Coronel area of Chile, approximately 500 km south of the capital Santiago. The contracts, with Colbun SA (Matte group) and Endesa Chile, have a total value of more than US$1,150 million.

Tecnimont’s share is 75%. In both projects Tecnimont is in charge of the design, supply,

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construction and commissioning of the whole plant, including the steam turbines supplied

by General Electric and the boilers supplied by the Slovak partner SES. The two projects are extremely important for Chile and will make a major contribution to alleviating the electricity shortages that plunge the country into crisis every year.

Construction of the two Chilean projects was disrupted by an earthquake that hit surrounding areas in February 2010.

Following the tragedy, Tecnimont and its clients renegotiated the costs and delivery dates. Construction is now in an advanced stage, and the projects are due to be completed in 2011.

MAIN COMPETENCES AND PROJECTS

Three Thermoelectric Mega-Projects in Brazil Thanks to abundant natural resources and enlightened government policies, Brazil has been experiencing impressive growth.

The financial crisis of 2008-2009 hardly touched the economy and electricity demand has been growing steadily. The Brazilian electricity market is strongly influenced by water availability, as most of the power is currently produced through hydro-generation.

The government has been promoting the development of private thermal power plants, mainly coal-based, to compensate for the potential shortage of water in the dry season.

MABE, a special-purpose company led by

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Tecnimont (73.5% share), won contracts worth almost €1.5 billion to build three coal-fired power stations in 2008. The contracts are for the design, supply, construction and commissioning of the Pecem I (720 MW) plant in the state of Ceàra, Itaquì (360 MW) in the state of Maranhao, and Pecem II (365 MW) adjacent to Pecem I. Pecem I will be owned by a joint venture of EDP and MPX, and Itaquì and Pecem II by MPX. The three plants will be completed between end-2011 and mid-2012. The main equipment suppliers are Doosan Babcock of the UK for the boilers and Siemens of Germany for the steam turbines.

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10.4

Infrastructure and Civil Engineering The highly competitive Infrastructure and Civil Engineering market, particularly in Italy, coupled with the uncertain economic background, has led the Group to adopt a selective commercial approach by applying rigorous criteria in choosing its projects, in terms of both expected profitability and cash-flow management.

Outside Italy, the Group continues to pursue opportunities in the construction of high-speed railways and underground systems.

This strategy has proved highly rewarding, with the signing on 7 January 2011 of the

contract for the northern and southern construction areas of the new Cityringen underground railway in the cities of Copenhagen and Frederiksberg in Denmark.

Maire Tecnimont formed a new company, Tecnimont Civil Construction (TCC), in the first half of 2011 to manage the Group’s established infrastructure business. The aim is to harness all the Group’s skills in this area to improve the performance and profitability of the Infrastructure and Civil Engineering business unit.

Our Competences Maire Tecnimont plays a major role in the design and construction of transport systems, including high-speed and standard railways, urban metro systems, highways and motorways. The Group is a key player in the conception and development of advanced transport infrastructure projects in complex areas and difficult geological conditions, where advanced construction and operating technologies must be chosen, designed, integrated and commissioned.

As an EPC contractor, we apply an integrated multidisciplinary approach to complete

projects successfully and sustainably.

Our approach to comprehensive risk management, including management of environmental issues, fully permeates all project phases to provide high quality services to clients and other stakeholders, and is key to the successful development of the Group’s business.

In the civil engineering sector, the Group offers specialized services in the redevelopment of industrial sites and in the design and building of complex works, such as hospitals, museums, universities and sports centres.

Copenhagen and Frederiksberg Cityringen Underground An all-Italian consortium of Tecnimont, Salini Costruttori and Seli was named as preferred bidder for the automated Copenhagen-Frederiksberg Cityringen metro project in November 2010.

The definitive agreement between the Copenhagen Metro Team (CMT) consortium and the operating company, Metroselskabet I/S, for the northern and southern construction areas of the Cityringen project was signed on 7 January 2011.

The overall value of the project is about €1.7 billion, of which Tecnimont’s share is about €700 million.

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The contract calls for the executive design, management and execution of the works, as well as environmental monitoring and safety coordination of the project during design and construction. The Cityringen metro is expected to start operation before the end of 2018.

Tecnimont, in addition to its consortium role, has been chosen as designer for the entire project, including the civil works, technology, and mechanical and electrical systems.

The civil works comprise the design and construction of two 16.2 km single-track tube tunnels, 17 stations and four wells in the

MAIN COMPETENCES AND PROJECTS

north and south sections. Stations are typically cut-and-cover box structures, approximately 62 metres long and 22 metres wide, with 7-9 metre wide platforms approximately 19 metres (deep stations) or 13 metres (semi-shallow stations) below ground level.

The TBM EPB excavation will be mainly through Copenhagen limestone.

The tunnel depth varies from 15 metres to 35 metres and the ďŹ nished tunnels will have

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a minimum internal diameter of 4.9 metres.

As Copenhagen is on the sea, the Cityringen system will be below sea level.

Ventilation is needed at regular intervals throughout the system to disperse smoke in case of a ďŹ re in the tunnels. The ventilation shafts are combined with escape stairways for passengers and access facilities for rescue services. Drainage points are located in pump sump chambers between the tunnels.

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Turin Metro Line 1 (First part) Tecnimont built Italy’s first completely automatic (driverless) underground mass transportation system in Turin for GTT SpA. The contract for the 14 km line from Fermi to Porta Nuova railway station was awarded to the Tecnimont-led Transfima consortium in 2000 and completed in 2007 (Tecnimont has a 51% share in the consortium). The value of the project was about €220 million.

The VAL (automated light vehicle) technology provides many benefits to passenger comfort and safety: optimization of train transit frequency, reduction of vehicle vibrations, and innovative platform door systems. In addition, the lower-diameter tunnels allowed the delivery time of the project to be shortened and construction-related problems and inconvenience for the city to be reduced.

Line 1 (Extension – Civil works) In December 2006 Tecnimont and its consortium partner signed a contract for a 3.1 km extension of the Turin Metro Line 1.

The value of the contract was about €100 million, of which Tecnimont’s share was 51%. The new route from Marconi to Lingotto includes six stations (Marconi, Nizza, Dante, Carducci/Molinette, Spezia and Lingotto), five intermediate pits, a 2.9 km double-track tunnel with 7.5 metres diameter EPB TBM, and further auxiliary facilities.

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The work posed considerable technical difficulties because of the need to minimize the impact of the excavation and construction sites on the city and avoid problems for existing buildings. The extension crosses the centre of Turin, where the traffic level is high and urban activities are concentrated.

As consortium leader, Tecnimont was in charge of procurement, detailed design and construction, including environmental studies and compliance with health and safety regulations. The project was finished in February 2010, three months ahead of schedule.

Line 1 (Extension - System) In November 2008 the Tecnimont-led Transfima consortium signed an addendum to the original contract to carry out engineering, technology, procurement and construction supervision of systems works for the extension of the 3.7 km line from Porta Nuova to Lingotto station. The value of the contract was about €60 million. The work was completed in December 2010. Transfima will receive a further addendum to its original contract, to be formalized by the end of 2011, to cover the extension of its work on the system of the Lingotto–Bengasi line. The consortium has also developed a preliminary design for a western extension of Line 1 from Collegno to Cascine Vica, which GTT expects to implement in the next few years.

MAIN COMPETENCES AND PROJECTS

High-Speed Railway Projects Maire Tecnimont is a member of the CAVET and CAVTOMI consortia responsible for the construction of two of the most important Italian high-speed railway lines, from Turin to Milan and from Florence to Bologna.

The contract with TAV, the Italian state railways’ subsidiary responsible for high-speed development, entrusted the two consortia with the environmental impact assessment, design, construction and environmental monitoring of the lines.

The 125 km Turin-Milan line includes four interconnections with existing lines, 150 km of ordinary roads and motorways and 16 motorway junctions. The first part of the line, from Turin to Novara, has been in operation since the Turin Winter Olympic Games in 2006, while the second part, from Novara to Milan, was completed on schedule in December 2009. A trip from Turin to Milan nowadays takes less than one hour at the maximum speed of 300 km/hour. Tecnimont’s share of the entire project was worth about €390 million at the contract date.

The 78 km Bologna-Florence line has one interconnection with existing lines, 73.4 km of tunnels and 110 km of ordinary roads. The project was technologically complex, with over 90% of the line being laid in tunnels under the

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Apennine Mountains. The consortium had to overcome many technical problems, including tunnelling in difficult terrain.

The mountainous nature of the Apennine region made it necessary to carry out large-scale landscaping and other infrastructural work to minimize the project’s environmental impact. Completed on schedule in December 2009, the line is now in operation, although some ancillary construction is still being carried out. Nowadays the non-stop trip by high-speed train from Milan to Rome takes less than three hours, a very important achievement for the success of the system.

Tecnimont’s share of the project was about €525 million at the contract date.

Tecnimont has also developed the preliminary and final design and environmental impact assessment for the civil works and railway superstructure for the long-awaited Milan-Genoa high-speed line. The Company is part of the COCIV consortium that will handle its design and construction. The project will comprise 54 km of double-track line, of which 37 km will be laid in tunnels. The Italian government has decided to push ahead with this long-delayed project because of its importance for the national economy. The state railways authority is currently conducting an economic appraisal of the project.

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Fiumetorto-Cefalù Railway Line Having completed detailed design, Tecnimont, as general contractor, is now carrying out land acquisition, construction, works supervision, environmental monitoring and project management. The €318 million project calls for the doubling of the 20 km railway line from Fiumetorto to Cefalù Ogliastrillo, near Palermo in Sicily. Some 12 km of new track will be constructed alongside the existing one-track line; 4 km will be in tunnels and another 4 km will be new track. Construction started in May 2008 and is due for completion by 2013.

As of end-2010, the project was about 47% complete. Half of the main tunnel had been excavated; the viaduct at Himera had been built; and the railway embankments were nearly ready. Other work was still in progress.

The works area carries a high hydrological risk, which requires the excavation of a complex network of drainage channels discharging into

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the sea. This aspect of the project is currently being discussed with the client, the Italian state railways operator, RFI. The project is adjacent to the Himera archaeological site, one of the largest in Europe, covering about 15,000 sq. metres, where archaeologists discovered an ancient necropolis in 2008. In 2008-2010 the site housed an “archeological village,” in which about 100 people worked. They uncovered more than 10,000 tombs from the Greek period (648-409 BC) and more than 20,000 other artefacts. During this period, engineers and archaeologists cooperated to ensure that the railway project, a strategic public investment for the development of Sicily, proceeded with minimal disturbance to the archaeological work. The dig has now been completed and the site closed. The artefacts discovered are being exhibited in a dedicated museum.

MAIN COMPETENCES AND PROJECTS

Metro B1 – Rome This project, started in 2005 by a consortium including Tecnimont, involves the detailed design and construction of the Metro Line B extension in Rome. The line is entirely underground, with an original length of 3.6 km and three deep underground stations, Annibaliano, Gondar and Conca D’Oro. The project is complex, due to interference with existing underground structures and utilities and with above-ground areas subject to heavy traffic congestion.

At the end of 2010, the project was about 80% complete. Installation of the electrical and mechanical systems had begun, while the tunnelling (by TBM EPB) had been completed. The project is due to be finished

by the end of 2011.

In 2008 the consortium was awarded an extension of the original contract, adding the construction of the Piazzale Jonio station, an additional 1.1 km of line and three car parks to its scope of work.

The extension project is about 25% advanced and proceeding on schedule, with two earth pressure balance (EPB) tunnel boring machines (TBM) working in parallel. It is due to be completed in 2012.

The original project is worth about €400 million, while the extension is worth about €170 million. Tecnimont’s share of both contracts is 16%.

Turin-Lyon Railway Line Tecnimont is part of a consortium with other Italian, French and Swiss companies carrying out preliminary design services on the Italian portion of the planned Lyon-Turin Ferroviaire (LTF) high-capacity line. The contract, awarded

by LTF in 2009, calls for general coordination of the design of civil works and geological and safety studies. The high-speed LTF line will link the French TGV and Italian TAV high-speed railway networks via a new tunnel under the Alps.

Tecnimont will complete the environmental impact study and preliminary design in July 2011. The joint venture partners are still considering alternative routes and the final route will not be decided until the summer of 2012. Tendering for design and construction contracts will start in early 2013. Preliminary works for excavation of the base tunnel will begin that year and the line is expected to open after 2018.

Avellino Hospital This project, awarded by Comune di Avellino, Regione Campania, and Avellino Health Department, involved the construction of the main hospital of Avellino, covering a total area of 100,000 sq. metres. The new hospital, with 880 beds and 10 operating theatres, replaces four existing hospitals and will become a regional medical centre of excellence, equipped with the most advanced specialist

departments. The distinctive element of its layout is the central square, from which radial routes fan out to connect the various parts of the estate. Because of its size and technical facilities, the Avellino hospital is of fundamental importance for the network of medical services in southern Italy. The project, worth about €160 million (Tecnimont share 51%), was completed in December 2010.

Alba-Bra Hospital Tecnimont has a 60% share in MGR Verduno SpA, the company handling this project.

A contract for construction management was awarded by the local health authority (ASL CN2) in November 2005 and the work is now about 30% complete. The hospital, which has more than 680 beds, is being built on several levels on the slope of a hill.

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It comprises the following departments: medicine, surgery, nephro-urology, neuroscience, maternity-paediatric, psychiatry, rehabilitation, and casualty/emergency. There is also an outpatients department and areas dedicated to logistics, administration and personnel.

The project will be completed in August 2012.

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10.5

Process Engineering In 2010 Maire Tecnimont Group completed the acquisition of Tecnimont KT (formerly Technip KTI), bringing to the Group expertise and excellent process capabilities in refining, gas processing and high-temperature technologies.

Tecnimont KT (TKT) has operated internationally since 1971 in a continuous evolution from fired heaters design to EPC contracts, improving its core competences and developing in-house technologies.

It offers a wide range of proven and widely referenced technologies and provides

specialized services including feasibility studies, process and engineering design, procurement, project management, construction and start-up assistance in all its fields of activity. These are mainly gas treatment and sulphur recovery, hydrogen and syngas production, refining, petrochemical and chemical plants, fired heaters and waste heat recovery.

The Company has many years of experience, characterized by a constant drive for innovative solutions, and its worldwide references are witness to its success.

Our Competences TKT is a leading licensor of sulphur recovery and tail gas treatment plants, with a technology portfolio that enables the customer to achieve a variety of recovery efficiencies to satisfy market requirements whilst complying with the most stringent environmental regulations. In the last 15 years it has built more than 60 sulphur recovery units, providing customized and optimized solutions and always using the best available techniques.

By constantly developing and improving its technologies TKT has become one of the leading providers of hydrogen production units based on steam reforming, with capacities ranging from 1,000 to 180,000 Nm3/hour of hydrogen. It can also develop designs in synergy with a complex’s other units, minimizing operating and investment costs.

At present, catalytic partial oxidation (CPO) technology is in an advanced phase of testing.

When this process has been perfected, TKT expects to use the technology, which it will license from Eni, to further minimize investment and operating costs in new and existing hydrogen plants.

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Thanks to its strong process engineering background, TKT has a wide experience of project implementation in the refining, petrochemical and chemical sectors. But its capabilities are not limited to its historical process portfolio; it can also execute projects based on third-party licensed technologies.

Its skills are also not limited to process engineering, but include all the disciplines involved in project management, from feasibility studies to the turnkey phase, guaranteeing a project’s overall quality.

TKT has developed from the beginning proprietary know-how and expertise in supplying innovative, cost-effective and reliable fired heaters and heat transfer equipment for the worldwide process industries. It has the resources and organization to execute projects of any size based on in-house technologies, maintaining consistent project quality, improving efficiency and minimizing atmospheric emissions.

The Company can supply any kind of furnaces, from vertical cylindrical oil heaters to advanced furnaces for ethylene crackers and the largest steam reformers.

MAIN COMPETENCES AND PROJECTS

Hydrogen, Nitrogen and Plant Air Units, Ain Soukhna (Egypt) Soukhna Refinery and Petrochemicals Company (SRPC) plans to build an integrated refinery and petrochemicals complex in the Ain Soukhna Free Zone, Egypt. The refinery project will be implemented in three phases: phase 1 covers hydroskimming, phase 2 hydrocracking, and phase 3 full conversion.

The three phases will be divided into 11 packages. TKT has been awarded Package 8 and Package 10 contracts. Package 8 calls for the construction of adjacent industrial gas plants and a steam-raising facility, and covers the over-the-fence supply of hydrogen,

nitrogen and compressed air for a period of 20 years. The industrial gas plants will be able to produce 166,000 Nm3/hour hydrogen, 4,000 Nm3/hour nitrogen, and 13,000 Nm3/hour of instrument and plant air.

Package 10 is an EPC contract for the construction of the refinery’s sulphur recovery facilities. These will consist of three parallel trains, each containing a Claus unit and a tail gas treatment section.

Capacity will be 450 tonnes/day of liquid sulphur. The contract value of package 10 is about €130 million.

Sulphur Recovery and Tail Gas Treatment Plant, Nynäshamn (Sweden) In June 2010 Tecnimont KT signed a contract with Nynas AB for a new sulphur recovery unit and tail gas treatment unit at the Nynäshamn refinery in Sweden. The LSTK contract is worth €48 million. The sulphur recovery unit will have a capacity of 24 tonnes/day of sulphur, with a provision to expand to 30 tonnes/day by enriched air. The project includes sulphur degassing and sulphur storage and loading facilities, and a tail gas

treatment unit designed for 48 tonnes/day sulphur capacity. The EPC contract follows the completion of the basic design of the units

by TKT under a previous contract, and the completion of a LSTK project for hydrogen production by steam reforming for Nynas in early 2010. Site construction activities started in March and the plant is due to be completed in July 2012.

Hydrocracker Complex Heaters, Rijeka (Croatia) CB&I Lummus (Brno) awarded this contract to Tecnimont KTI as a subcontractor at the INA Rijeka refinery. It relates to the supply of two heaters (a reactor feed heater and a fractionator feed heater) with a common air-preheating system. The first part of the project, engineering and procurement, started in April 2008 with the final delivery

completed in August 2009. The second part, the construction of the heaters, began in September 2009 and was completed in March 2010. The plant was erected on time and started up by CB&I in January 2011.

TKT had previously supplied the refinery with a hydrogen unit.

New EDC Cracking Furnace, Mohammedia (Morocco) Only a few companies have mastered the design of cracking furnaces to produce vinyl chloride monomer (VCM) from EDC (ethylene dichloride/dichloroethane). TKT is one of them. The Company can boast almost 30 years’ experience in the field.

This EP project, awarded in 2009, involves the supply of cracking furnaces and

MAIRE TECNIMONT

supplementary equipment (a flue gas air pre-heater and fans) to Morocco’s SNEP. The equipment will be used for the production of 100,000 tonnes/year of VCM. The project was executed in 2010 and material deliveries were completed in February this year.

SNEP will erect the plant under TKT supervision by the end of 2011.

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MAIN COMPETENCES AND PROJECTS

Reformer Package, Al Jubail (Saudi Arabia) Tecnicas Reunidas awarded this contract to Tecnimont KTI as a subcontractor on the SATORP refinery project at Al Jubail. SATORP is a joint venture between Saudi Aramco and Total. The contract calls for the supply of two identical steam reformer packages for the

hydrogen plants under construction in the new refinery complex. The EP project started in December 2009 and should take 18 months.

Materials will be delivered to the client in four lots from February to June 2011. The project value is about €38 million.

Furnace Revamping Project, Le Havre (France) In September 2010 Tecnimont KT signed a contract with Total Raffinage Marketing for the revamp of the topping heater at the latter’s Normandy refinery. The job is an important part of the major revamp of the refinery during a planned shutdown in September-November 2012. TKT’s scope of work includes the complete system engineering and assistance services for procurement and site construction.

The topping heater will be provided with an integrated air pre-heating system including steam turbine/electric motor-driven FD/ID

fans, a new convection section, new low NOx burners and an associated burner management system, new air and exhaust ducting, new heater structures, shop-fabricated skids, piping, and instrumentation. The project also includes the dismantling of existing equipment and components, plus relevant engineering. The fuel efficiency of the furnace will be increased to 92%. A large part of the construction will be carried out between February and July 2012 to minimize the refinery shutdown.

Crude Heater, Mohammedia (Morocco) A contract with Morocco’s Samir was signed in September 2009 for the supply of a new crude heater for the Mohammedia refinery.

The scope of work includes the entire engineering and materials supply.

The furnace is arranged as two vertical cylindrical radiant cells with a common convection section on top and is also provided

with a complete air preheating system, including ID/FD fans. The equipment includes air distribution ducting and a large exhaust duct for connection to the existing concrete stack. Burner piping and instrumentation is completely assembled on shop-fabricated skids. Delivery of the materials was completed in full compliance with the project schedule.

Refinery Feed Project, Karbala (Iraq) TKT signed a contract with the Iraqi State Oil Company for the license and basic design engineering package of a sulphur recovery unit for the 140,000 barrels/day refinery planned at Karbala, in central Iraq.

The unit, designed in compliance with the best

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available technologies, will include Claus and tail gas treatment sections with a capacity of 360 tonnes/day of liquid sulphur. The basic design engineering package was delivered in September 2010.

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10.6

Licensing and IP The Group offers advanced technology services worldwide through its licensing and IP centre based at the Stamicarbon headquarters in The Netherlands.

Founded in 1947, Stamicarbon employs over 60 top-class people in urea licensing, almost all of whom are engineers and technical staff.

The company is the global market leader in the development and licensing of patented urea technology. Its main activity is licensing new urea plants, providing producers with the knowledge and resources to build reliable, state-of-the-art, low-cost and profitable units. Its other important business is in the revamping of existing urea plants. In a dynamic business environment, customers’ needs will evolve as a result of changing market conditions and governmental regulations. Stamicarbon has developed several safe, cost-effective

and environmentally friendly revamp and debottlenecking tools and services to increase capacity and improve efficiency.

Stamicarbon can also provide project execution services, including: Critical equipment supply; Equipment inspection services; Plant operator training; Pre-commissioning and start-up support; Plant simulation and optimization.

Stamicarbon has a commitment to full life-cycle support, helping the urea producer to obtain maximum return on investment for 30 years or more. Full life-cycle support comprises a range of services from planned inspections, maintenance and troubleshooting, to round-the-clock emergency assistance.

Urea Market Global urea demand is growing at 3.7%/year, higher even than the rise in world population.

Around 90% of world urea production is used as a fertilizer and more than 40% of all food grown globally is fertilized by urea. Urea has the highest nitrogen content (46%) of any

fertilizer, which means that it is the cheapest way to transport this important plant nutrient.

Furthermore, non-food applications for urea - biofuels, NOx reduction, melamine, and UF and MF resins - have boomed in recent years, also driving growing demand.

Supply of High-Pressure Urea Equipment The design and fabrication of the high-pressure synthesis unit is the most critical part of a new urea plant. Replacement of equipment components is even more critical, given the design constraints and time-sensitive nature of such projects. Design and engineering of high-pressure equipment and piping systems

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for urea plants is an expertise in which Stamicarbon has more experience than any other player. The combination of our design and engineering skills and our in-depth knowledge of the fabrication process results in a very efficient delivery of high-quality reactors, heat exchangers, piping and valves.

MAIN COMPETENCES AND PROJECTS

2010 Main Projects In 2010 Stamicarbon signed the following new urea licensing agreements: April - Stamicarbon reached an agreement with Kawasaki Plant Systems Ltd, Japan, to license a 1,925 tonnes/day urea plant for Turkmenhimiya State Concern at Mary, Turkmenistan. Start-up is planned for Q4 2012.

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December - Stamicarbon was awarded a license agreement with Inner Mongolia Bodashidi Co. Ltd, in the Peoples’ Republic of China, for a 2,860 tonnes/day urea plant.

It will be built in the industrial zone of Nalinriver, Wushen, Inner Mongolia.

Start-up is planned for 2013.

The following projects were completed:

July - Stamicarbon was awarded a licensing contract for a 3,600 tonnes/day urea plant for Petroleo Brasileiro SA (Petrobras) in Tres Lagoas, Brazil. The contract included the license, process design and related services.

Commissioning is scheduled for 2014.

Fatima Fertilizer Company, Pakistan, a 1,500 tonnes/day urea pool reactor plant; Novomoskovsk JSC Azot, Russia, a 1,400 tonnes/day urea granulation plant; Grodno Azot, Belarus, a 1,200 tonnes/day urea granulation plant.

October - Stamicarbon signed a license, service and equipment supply agreement with Tierra Del Fuego Energia y Quimica SA, an Argentine company controlled by Chinese shareholders. The agreement concerns the first Stamicarbon urea synthesis plant with Avancore® technology and a Stamicarbon fluid-bed urea granulation plant with a capacity of 2,700 tonnes/day. The plants will be built near the city of Rio Grande in Tierra Del Fuego, an archipelago at the southernmost tip of South America.

Start-up is planned for 2013.

Stamicarbon also continues to work on a large number of projects contracted in earlier years: 15 grass-roots urea synthesis plants in Algeria, China, Egypt, Iran, The Netherlands, Russia, United Arab Emirates and Venezuela; Seven grass-roots urea granulation plants in Egypt, Iran and Venezuela; Seven revamping projects in Belarus, Croatia, Egypt and Pakistan.

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MAIN COMPETENCES AND PROJECTS

Maire Tecnimont Patents and Technologies Maire Tecnimont is fully committed to innovation and technology development, leveraging on Stamicarbon’s skills in innovation, intellectual property and licensing. Stamicarbon owns more than 45 patent families registered in many countries around the world, with a total of over 500 individual patents. It continues to patent all its innovations, and the number of patents continues to grow significantly. The Maire Tecnimont Group now owns several patented and proprietary technologies (see the table below).

As a result of its strong interest in innovation and R&D, the Group established the Maire Tecnimont Innovation Centre (MTIC) at the Stamicarbon Headquarters in Sittard in October 2010. MTIC will work with other Group companies to develop licensing businesses based on newly developed technologies in fertilizers, polymers, renewable energy and sustainable developments (see Chapter 9).

GROUP INTELLECTUAL PROPERTIES

MAIRE TECNIMONT

TECHNOLOGY

LICENSOR

No. PATENTS / PATENT APPLICATIONS

Urea synthesis technologies

Stamicarbon

330

Urea granulation technologies

Stamicarbon

108

Other urea technologies

Stamicarbon

144

Polymer technologies (nylon 6, nylon 6.6 and PET)

MTIC/Noy

2

Gas treatment processes, transportation and storage

MTIC/Sofregaz

4

Communications network for transport systems

Tecnimont/Tecnimont Civil Construction

1

Automatic start-up of GTCC power generation plants

MTIC/Tecnimont

2

Syngas production

MTIC/Tecnimont KT

1

Propylene production

MTIC/Tecnimont KT

1

Method for the preparation of purified sugar juice

Tecnimont/Nalco Chemical Co.

1

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WE MAKE EVERY PROJECT LIGHTER FOR THE ENVIRONMENT.

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Maire Tecnimont

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10.7

Renewable Energy Like many other industrial sectors, the green energy market felt the pinch of the international economic crisis in 2010.

Many European countries announced sudden cutbacks in incentives, causing project financing to become even more constrained.

Despite the success of the 2007 Kyoto climate change conference, subsequent international meetings failed to achieve a

shared worldwide vision on the need to invest in greenhouse gas reductions, and the gap between developed and emerging economies widened. Notwithstanding this slowdown in government support, Maire Tecnimont, with its deep commitment to safeguarding the environment, maintained its focus on renewable energy through its dedicated arm, Met NewEn SpA.

Our Competences Met NewEn promotes investments in renewable energy, designed to exploit the Group’s synergistic strengths, with a particular emphasis on biomass and solar.

The Company is focused on enhancing Group value by investing in profitable new ventures and by actively managing its portfolio, including selective divestments of holdings to industrial or financial partners. Specific targets include: Developing the Group’s know-how in renewable energy and promoting technical innovation; Analysing and selecting investment opportunities based on technical/economic feasibility studies;

Obtaining all the required permits for renewable energy plants and establishing special purpose vehicles (SPVs) to manage and operate them; Building up a bankable execution scheme and arranging relevant project financing; Exploiting and developing the Group’s strengths in renewable energy.

Met NewEn operates jointly with Tecnimont and Tecnimont KT, both of which can act as EPC-LSTK and O&M (operation and maintenance) contractors for the Group’s green energy projects.

The Olevano Project: an Advanced Renewable Power Plant Met NewEn is forging ahead with the construction of its first wood biomass power plant in northern Italy. The 20 MW BiOlevano project is due to come on stream in the fourth quarter of 2011 at a cost of €80 million. A key feature is the development of the wood-chip supply chain in parallel with the permit procedures. A high proportion (more than 85%) of the plant’s raw materials will come from a short supply chain. The BiOlevano unit features very high conversion efficiency (more than 30%) and extremely low emissions, lower than any other biomass power plant in Italy.

The plant is designed to deliver 140 GWhe per year of renewable energy, sufficient to meet the needs of about 50,000 families.

The Olevano plant will consume approximately 200,000 tonnes/year of wood chips. These will

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come mainly from poplar trees grown according to the short rotation forestry (SRF) formula, defined as high-density plantations of fast-growing species to be used for energy conversion. Taking into account the carbon capture cycle of its raw materials, the Olevano plant will reduce atmospheric emissions of CO2 by more than 100,000 ton/year by replacing electricity generated from fossil fuels.

The BiOlevano project will also bring important socio-economic benefits, notably the development of the supply of wood biomass in the province of Pavia. This will create new jobs in biomass cultivation, harvesting and transportation, and promote the productive use of uncultivated land.

Farmers and land owners will benefit from long-term, 15-year supply contracts, which will secure their income and revenue flows.

MAIN COMPETENCES AND PROJECTS

Met Newen Looks to the Concentrated Solar Power Generation Market Sicily is set to become Italy’s “free power” generator thanks to CSP technology and thermal energy storage.

In 2010 Met NewEn developed dedicated software to evaluate the performance of concentrated solar power (CSP) plants based on parabolic trough collectors using molten salts as the heat transfer fluid. The Company began a prefeasibility study with Enel Green Power, ENEA and Equiter for a 30 MWe plant in Sicily to demonstrate the potential of direct molten salts systems. The application for this project, Archetype 30+, was presented to the Italian Minister of Environment in the first half of 2011 for financing by the European Union.

Met NewEn believes that power plants based on molten-salt parabolic trough collectors are one of the most promising technologies available to meet increasing world energy demand. The Company is co-promoting the world’s first industrial-scale CSP plant using molten salts as the heat transfer fluid, which is not coupled to a fossil fuel power plant, in Sicily. The temperature of the molten salts will reach more than 500°C, thus allowing:

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high steam cycle efficiency, due to the enhanced maximum cycle temperature; reduced storage dimensions (for the same thermal energy storage capacity), thanks to the very high temperature difference between hot and cold stored salts.

The great advantage of solar thermal power compared with photovoltaic systems is that energy can be stored. This means that electricity can be produced when the customer or network needs it, quite independently of the presence or strength of the sun. Hence, in future photovoltaic plants will be located mainly at customers’ sites (as they are currently), while the thermal route will be suitable for large-scale generation plants able to supply the grid in a stable, reliable manner. Parabolic trough technology is currently the leading technology for solar thermal energy generation.

The current high cost of CSP plants should be reduced considerably in the near future.

Experience in EPC and O&M of this technology could become a valuable asset for Tecnimont in coming years.

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10.8

Corporate Initiatives The evaluation of new initiatives and the development of those previously acquired were adversely affected by the general economic problems in Italy in 2010.

In particular, real estate development initiatives slowed due to the lack of recovery in sales volumes and reduced project

financing, the latter being affected by cutbacks on funding for new public works.

As a result, revenues from technical services decreased in comparison to 2009; the volume of investments in real estate development projects remained stable.

Our Competences Maire Tecnimont Group project finance activities were formerly carried out by Met Development. This company was formed to identify, evaluate, and buy into development projects that foresaw investments by the parent company (corporate initiatives).

It also developed competences in the supply of services such as assets, project and construction management in the civil engineering sector, particularly in real estate development, and management of

concessions in project financing, which it made available to Group companies as well as third parties. As a result of the depressed market, combined with the Group’s need to improve returns from infrastructure, Met Development SpA took over the technical and organizational resources of Tecnimont’s infrastructure business in the first quarter of 2011, changing its name to Tecnimont Civil Construction SpA.

Main Projects The Torri Eur Project in Rome concerns the redevelopment of the site of the former headquarters of the Department of Internal Revenue (DIR), a prestigious location in the centre of Rome’s EUR district.

Met Development holds a 9.5% direct share in the project and will supply asset management services. The project includes the demolition of the former DIR headquarters, built at the end of the 1950s, and the construction of a luxury residential complex designed by the architect Renzo Piano. It has received administrative approval from the Rome city council, and work should start at the beginning of 2012. Construction of the new facilities will take three years and should be completed before the end of 2015 at an estimated cost of €130 million.

The Company is also participating in a real estate project, Cinque Cerchi, in Turin, which involves the acquisition of a large disused industrial area in the Programma Generale di

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Riqualificazione Urbana, known as the Spina Centrale, which was started several years ago by Turin city council.

Met Development holds a 10% stake in the project, and will provide asset and project management services.

The project foresees the redevelopment of a total of 113,800 sq. metres, primarily for housing (95,000 sq. metres), services (11,000 sq. metres) and commercial activities (7,500 sq. metres) on three macro-areas and six building lots.

Construction on the first lot, an area of approximately 18,000 sq. metres, started in July 2010. The overall value of the project is expected to be about €330 million.

The University of Florence has given Tecnimont a concession for the planning, realization and management of rooms and services in a tower block for student residences and commercial services at its campus site. Met Development is active in the general management of the concession and

MAIN COMPETENCES AND PROJECTS

in providing asset, project and construction management services to Tecnimont.

The project has received administrative approval. Detailed design has been completed and construction will start in 2011 and take approximately 30 months.

In the Aviation field, the Company developed a helicopter service centre for Esperia Aviation Services, which formed a partnership with

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Agusta Westland to create a helicopter hub at Rome’s Urbe city airport. It represented the first high-quality investment by a prominent company at the airport and marked a turning point in the airport’s redevelopment.

Met Development provided planning, project and construction management services to Esperia since the beginning of the project in 2008. Construction started at the beginning of 2010 and the centre opened in June 2011.

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11

SHAREHOLDER NOTEBOOK

MAIRE TECNIMONT SHARE PERFORMACE 2007 - 2010

Maire Tecnimont shares rose 33% in 2010, closing the year at €3.30. This performance is in line with the European Oil & Gas Services Index and 37% better than the FTSE Italia Mid Cap index.

Investors appreciated the new contracts won and the M&A activity undertaken by the Group in 2010. Important institutional investors such as Oppenheimer, GLG, Norges Bank and Danske Capital demonstrated their interest in the Company by owning a significant interest, defined

by Italian legislation as over 2%. The increase in the oil price towards the end of the year also contributed to the positive performance of Maire Tecnimont and the whole Oil & Gas Services sector.

At the end of 2010 Maire Tecnimont’s market capitalization amounted to €1.1 billion.

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Investor Relations Activity During 2010 Maire Tecnimont’s Investor Relations department organized quarterly audio conferences with financial analysts and institutional investors, roadshows in Europe and the United States and meetings at Group offices, and also participated in broker-sponsored oil service conferences.

Over 150 meetings were held during the year. These activities were in addition to the online investor relations services managed on a continuous basis. Each of the initiatives has helped to enhance the national and international financial community’s knowledge of the Group.

In October 2010, the Group organized a visit to the Habshan 5 (GASCO) and Borouge 2 and 3 projects in the United Arab Emirates,

enabling financial analysts and investors to see at first-hand the technology deployed and the complexity of the projects executed by the Group, as well as to learn about the Group’s approach to managing important large-scale projects. The initiative, motivated by a desire to better communicate with the financial community, was promoted by corporate management to enable existing institutional shareholders, potential new investors, and financial analysts to acquire a more in-depth understanding of the Group’s operations, to evaluate the Group’s ability to generate value, and to demonstrate the coherence of management’s strategic objectives in terms of the financial results.

MAIN SHAREHOLDERS Maire Gestioni SpA (F. Di Amato – Chairman and CEO)

63.18%

Danske Capital

5.17%

GL Investimenti Srl

4.34%

Oppenheimer Funds Inc.

3.01%

Man Group Plc (GLG Partners)

2.09%

Norges Bank

2.00%

Source: Consob, Ipreo, Bloomberg, Company data, as of 31 March 2011

GEOGRAPHICAL DISTRIBUTION OF THE FREE FLOAT

Source: Ipreo, Bloomberg, Company data, as of 31 March 2011

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SHAREHOLDER NOTEBOOK

Dividend Maire Tecnimont’s stated dividend policy since its listing on the Italian stock exchange has been to distribute 30% of consolidated net income to its shareholders.

The shareholders’ meeting on 27 April 2011 confirmed the policy by approving a dividend of €0.058 per share, with a record date of 16 May 2011 and payment starting from 19 May 2011. The total amount to be paid is €18.705 million, or 30.2% of consolidated net income.

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12

CONSOLIDATED FINANCIAL STATEMENTS

INCOME STATEMENT EURO ‘000

2007

2008

2009*

* After the introduction of “IFRIC 12 - Service Concession Arrangements”, the item “Internal improvements to assets” related to MGR Verduno has been reclassified under “Revenue”; all successive comparisons take this restatement into account. ** Calculated net of treasury stock.

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2010

BALANCE SHEET EURO ‘000

2007

2008

2009*

2010

* Takes into account the “IFRIC 12 - Service Concession Arrangements” restatement.

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111

CASH FLOW STATEMENT EURO ‘000

112

2007

2008

2009

2010

CONSOLIDATED FINANCIAL STATEMENTS

LIST OF ABBREVIATIONS

E&C: engineering and construction CSP: concentrated solar power EBITDA: earnings before interest, tax, depreciation and amortization EPB: earth pressure balance EPC: engineering, procurement and construction EPCC: engineering, procurement, construction and commissioning EPCM: engineering, procurement and management of construction FEED: front-end engineering design GTCC: gas turbine combined cycle HDPE: high density polyethylene HSE: health, safety and the environment IGD: integrated gas development KPI: key performance indicator LCBR: low cis-butadiene rubber LDPE: low-density polyethylene LLDPE: linear low-density polyethylene LNG: liquefied natural gas LPG: liquefied petroleum gas LSTK: lump-sum turnkey LTI: lost-time injury Mmscfd: million standard cubic feet per day NGL: natural gas liquids Nm3/hour: normal cubic metres per hour O&M: operation and maintenance OSHA: the US Occupational Safety and Health Administration PDH: propane dehydrogenation PE: polyethylene PET: polyethylene terephthalate PP: polypropylene PTA: purified terephthalic acid QMS: quality management system SRF: short rotation forestry TBM: tunnel boring machines

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SUBSIDIARIES, BRANCH AND REPRESENTATIVE OFFICES ALBANIA

GERMANY

Tecnimont Branch Office Rruga Deshmoret e 4 Shkurtit Sky Tower, Kati. 5, Zyra. 54 Tirane

TPI - Tecnimont Planung und Industrieanlagenbau GmbH Eisenhüttenstraße 99 38239 Salzgitter P +49 5341 214564 F +49 5341 214326 info@tpi-gmbh.com

BRAZIL Tecnimont do Brasil Construção e Administração de Projetos Ltda Av. Bias Fortes, 382 14-16-17 Andares-Lourdes Belo Horizonte-Minas Gerais Cep. 30.170-010 P +55 31 21086700 F +55 31 21086799 São Paulo, SP Av. Paulista 1842, 7˚p.

Bldg. Cetenco Plaza Torre Norte, San Paolo P +55 11 21753900 F +55 11 21753952

CHILE Tecnimont Chile Ltda Avda. Vitacura, 5250 Of. 208 CP 7630225 Santiago de Chile P +56 2 899 2800 F + 56 2 3713626

CROATIA Tecnimont KT Branch Office c/o TMF Croatia d.o.o Podružnica Zagreb Radnicka cesta 80 10000 Zagreb P +385 1 480 2050 F +385 1 480 2051

DENMARK Tecnimont Civil Construction Denmark ApS c/o Advokatfirmaet Stakemann Kronprinsessegade, 18 1306 København K

EGYPT Tecnichem for Technical Services 27 El-Salam, Avenue, El-Lotus Area 5th Settlement, New Cairo P +20227598483 Tecnimont KT Branch Office 14 Geziret El Arab Street Mohandseen, Giza – Cairo P +20 22 2909549 F +20 22 909553

FRANCE Sofregaz SA 4, Allée de Seine 93200 Saint Denis P +33 1 80603000 F +33 1 80603212 contact@sofregaz.fr

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INDIA Tecnimont ICB Pvt Ltd Bldg. No. 2, Plot No. 504 Chincholi Bunder Link Road, Malad (West) Mumbai 400064 P +91 22 66945555 F +91 22 66945599 info@ticb.com Tecnimont ICB Branch Office Ashoka Hotel Room No. 201-202 50 B Chanakyapury New Delhi 110 021 P +91 11 241023338

IRAN Tecnimont Branch Office Flat n. 7, Bldg. N. 330 Kolahduz Street Kaveh Cross Road 1943683461 Tehran P +98 21 2257 9665 F +98 21 22574177 tecnimont@tecnimontiran.com

ITALY Maire Tecnimont Headquarters info@mairetecnimont.it Via di Vannina, 88/94 00156 Roma P +39 06 4122351 F +39 06 412235610 Via Castello della Magliana, 75 00148 Roma P +39 06 602161 F +39 06 65793002 Via Gaetano De Castillia, 6A 20124 Milano P +39 02 63131 F +39 02 63139052 Viale Monte Grappa, 3 20124 Milano P +39 02 63131 F +39 02 63139052 Via E. Mattei, snc 72100 Brindisi P + 39 0831 5591 F + 39 0831 559229

KINGDOM OF SAUDI ARABIA Tecnimont Arabia Ltd 16/F Al Hugayet Tower P.O. Box 30924 Al Khobar 31952 P +966 3 8496300/400/800 info@tecnimontarabia.com.sa Al Mukmal Plaza 5th floor - Office n. 51B Palestine Street P.O. Box 23448 Jeddah 21426 P +966 2 6686112 F +966 2 6672110

Stamicarbon Branch Office Room 3503, floor 35th, Jingcheng Mansion No.6 Xin Yuan Nan Road, Chao Yang District 100004 Beijing P +86 10 84862886 F +86 10 84862836 ying.liao@stamicarbon.com www.stamicarbon.cn

SWITZERLAND

POLAND

THE NETHERLANDS

Tecnimont Poland Sp.Zo.o Al. Wojska Polskiego 27 m 26 01-515 Warsaw P +48 22 8699945 F +48 22 8699948

Stamicarbon Headquarters Mercator 2 6135 KW Sittard P.O. Box 53 6160 AB Geleen P +31 46 4237000 F +31 46 4237001 info@stamicarbon.com

KUWAIT Tecnimont Branch Office c/o KPPC Aromatics plant project office (Equate gate) Shuaiba Industrial Area P +965 23262138 F +965 23263668

LIBYAN GSPLAJ Tecnimont Branch Office Abdurrahman Dekheel Street El-Andolus (Gargaresh) P.O. Box 955 Tripoli

LUXEMBOURG IMM.LUX.Sa 65, Boulevard Grande - Duchesse Charlotte L-1331 P +352 26449616 F +352 26383510

MALTA TSJ Limited The Parklane Building Penthouse Level Triq Joe Sciberras Hamrun HMR 1556 P +356 21239480

MEXICO Tecnimont Mexico SA de CV Montes Urales 415-3A Lomas de Chapultepec

NIGERIA Tecnimont Nigeria Ltd 57 b, Lobito Crescent Wuse 2 Abuja P/F +234 9 4612456 techninigeria@yahoo.com

Tecnimont KT Branch Office Za Grobla Street 3/4 m 36 61/860 Poznan P/F +48 61 6393691 pe.poznan@tecnimontkt.it

QATAR Tecnimont ICB Qatar WLL Villa No. 02, Al Hilal East 42-Ahmed Bin Omar Street Opp. Airport, Behind Al Mana Tower P.O. Box 16852 Doha P +974 44622441/443/447

UNITED ARAB EMIRATES Tecnimont Branch Office Electra Road Al Nowais Building P.O. Box 51120 Abu Dhabi P +971 2 6450988 F +971 2 6447553 tecabd@emirates.net.ae

RUSSIAN FEDERATION Tecnimont Russia OOO Ul. Petra Romanova, 14, k.1 115193 Moscow P/F +7 495 3801417 tcmru@online.ru Stamicarbon Branch Office Zemlyanoy val 9, floor 4, office 4008 Regus Business Centry Citydel, LLC 105064 Moscow semen.evreinov@stamicarbon.com

SPAIN Empresa Madrileña de Ingeniería y Construcción SA (Emic) Paseo de la Castellana, 115 - 6° izqda 28046 Madrid P +34 91 5972621 F +34 91 5556230

SWEDEN

PEOPLE’S REPUBLIC OF CHINA

Tecnimont Branch Office c/o Borealis AB SE-44486 Stenungsund

Tecnimont Representative Office Silver Tower - Unit 617 2, Dongsanhuan Beilu 100027 Beijing P +86 10 64106290/64106292 F +86 10 64106291 c.cai@tcmbj.com

Tecnimont KT Branch Office c/o Tmf Sweden Ab – Solna Strandvag 78, 3tr 171 54 Solna P +46 8 505 213 57 F +46 8 505 213 47

MAIRE TECNIMONT

TWS SA Via L. Taddei, 13 6962 Viganello Lugano P +41 91 9713691 F +41 91 9713693 info@tws-sa.ch

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Edited by Maire Tecnimont Communication & Brand Identity Graphic Design: Maire Tecnimont Communication & Brand Identity, M&C Saatchi Photos: Maire Tecnimont Image Bank, Carlos Juan Jones, Matteo Paini, Shutterstock, Istockphoto Printing: FontegraďŹ ca June 2011