Committees

The Compensation Committee

The Compensation Committee provides consultation and proposals to the Board of Directors for formulating the policy of compensation to directors and managers with strategic responsibilities. More specifically, the Compensation Committee will be assigned the following tasks:

  • periodically assess the adequacy, overall consistency and concrete application of the policy on compensation to directors and managers with strategic responsibilities, utilizing for this last activity the information provided by the delegated directors; submit proposals in the regard to the board of directors;
  • present proposals or express opinions to the board of directors on the compensation of the executive directors and the other directors with special duties and on the setting of performance objectives related to the variable component of that compensation;
    monitor the application of the decisions taken by the board of directors, specifically ensuring that the performance objectives have actually been achieved.

In formulating and presenting its proposals, the Compensation Committee shall take into account theindications of the Code of Conduct, which requires, inter alia, that a significant portion of the directors withoperational delegations and managed with strategic responsibilities is linked to the achievement of specificpredetermined performance objectives, financial and otherwise.

Full name Position

Matteo Marzotto

Committee Chairman

Andrea Pontremoli

Committee Member

Candice Koo

Committee Member

Control and Risks Committee

The Control and Risks Committee is a body that provides consultation and proposals; according to the Codeof Conduct, its task is to screen the assessments and decisions of the Board of Directors regarding the internal control and risk management system and those related to approval of the periodic financial reports.

Specifically, in assisting the Board of Directors, the Control and Risks Committee, along with the managerdesignated to prepare the corporate accounting documents, the Committee:

  • assesses the correct use of the accounting principles adopted and their uniformity for purposes of preparing the consolidated financial statements, after consulting with the Board of Statutory Auditors;
  • expresses opinions on specific related to the identification of the principal company business risks;
  • examines the periodic reports regarding the assessment of the internal control and risk management system and those of particular importance prepared by the internal audit function;
  • monitors the autonomy, adequacy, effectiveness and efficiency of the internal audit function;
  • may ask the internal audit function to conduct audits on specific operating areas, at the same time notifying the chairman of the Board of Statutory Auditors;
  • reports to the Board at least twice yearly, when the annual and six-month financial reports are approved, on the activity performed and the adequacy of the internal control and risk management system.
Full name Position

Andrea Pontremoli

Committee Chairman

Matteo Marzotto

Committee Member

Massimo Bergami

Committee Member