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BOARD OF DIRECTORS

BoD as at 27 April 2017

B.o.D.*
NameRoleM/FageTenuremembership in other BoDNationalityskillsN. shares held as at 31/12/2016presence in other committees
Tomaso Tommasi di VignanoExecutive chairmanM69141ITbusiness expert31,764executive committee
Giovanni BasileVice President - indipendent non executiveM5121ITfinancial expert0executive, remuneration, risk and control commettees
Stefano VenierCEO - ExecutiveM5321ITbusiness expert0executive committee
Mara BernardiniDirector - indipendent non executiveF59102ITbusiness strategy expert40,000remuneration comm.
Forte ClòDirector - indipendent non executiveM6521ITenvironmental policy expert  
Giorgia GagliardiDirector - indipendent non executiveF3421ITinternational relations expert  
Massimo GiustiDirector - indipendent non executiveM4921ITfinancial expert ethics comm.
risk and control comm.
Riccardo IllyDirector - indipendent non executiveM6121ITbusiness strategy expert executive committee
Stefano ManaraDirector - indipendent non executiveM4831ITbusiness expert risk and control comm.
Luca MandrioliDirector - indipendent non executiveM4751ITfinancial expert remuneration comm.
Danilo ManfrediDirector - indipendent non executiveM4721ITlegal expert risk and control comm.
Cesare PillonDirector - indipendent non executive (ex art. 148 c.3 TUF) since 20 April 2016M6341ITbusiness expert remuneration comm.
Tiziana PrimoriDirector - indipendent non executiveF5721ITbusiness strategy expert  
Bruno TaniDirector - indipendent non executiveM65101ITbusiness expert170,000 
 


* The Board of Directors, in conformity with the provisions of Article 1 1.C.1. letter g) of the Code, evaluates on an annual basis the size, composition and functioning of the Board itself and its committees. This evaluation was carried out with the support of the external consultancy Spencer Stuart, governance experts and administrative body consultancy services, and is based on the following criteria:

  • interviews with the members and chairman of the Board of Statutory Auditors
  • analyses of international best practices
  • analysis of the culture of the Board of Directors
  • examination of the company documents.

The interviews with the directors showed a very high overall level of appreciation for the way the Board operates: the responses, in keeping with the topics presented in the interview schedule, amounted to 96%.

The company Spencer Stuart, which supported the Board of Directors in this assessment, reported a very high level of appreciation overall, in comparison with other boards in Italy and abroad.

Plans of succession

The Board of Directors, as regards executive director nomination procedures, that are determined by public shareholders and the evaluations that can be traced to the latter, does not consider it necessary to elaborate a plan of succession for the aforementioned directors. If the mandate of the directors were to end, the function of Chairman as legal representative, will be taken over by the Vice-Chairman. The Board of Directors will have the authority to co-opt new directors to replace those who stepped down and deliberate on the allocation of proxies. The first Meeting will act to supplement the Board of Directors.

Page updated 2 May 2017

 
 
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