Corporate Governance - Independence of Directors and Statutory Auditors

CorporateGovernance
Thursday, June 14, 2018 - 18:12

At its meeting today, the Board of Directors of Unipol Group S.p.A. (“Unipol”) carried out its regular assessment to ensure that the non-executive Directors, and to the extent applicable, the members of the Board of Statutory Auditors, fulfilled the independence requirements.

After the assessments were made on the Directors - wherein the positions of the individual Directors were examined, applying standards in line with best international practice with a special focus on the substantive independence requirement, taking account of the changed shareholding structure of Unipol following the total spin-off of Finsoe S.p.A. - the governing body confirmed fulfilment of the independence requirements:

- in accordance with the Code of Conduct of listed companies, of the following non-executive Directors: Gianmaria Balducci, Silvia Elisabetta Candini, Patrizia De Luise, Massimo Desiderio, Anna Maria Ferraboli, Giuseppina Gualtieri, Pier Luigi Morara, Antonietta Mundo, Maria Antonietta Pasquariello, Annamaria Trovò and Rossana Zambelli, amounting to 11 independent Directors out of a total of 22;

- in accordance with article 147-ter of the Consolidated Law on Finance, of the following nonexecutive Directors: Gianmaria Balducci, Silvia Elisabetta Candini, Patrizia De Luise, Massimo Desiderio, Anna Maria Ferraboli, Giuseppina Gualtieri, Claudio Levorato, Pier Luigi Morara, Antonietta Mundo, Maria Antonietta Pasquariello, Annamaria Trovò and Rossana Zambelli, amounting to 12 independent directors out of a total of 22.

Finally, all the members of the governing body, as follows: Mario Civetta (Chairperson), Silvia Bocci and Roberto Chiusoli (Standing auditors), Massimo Gatto and Chiara Ragazzi (Alternate auditors) – continue to fulfil the independence requirements set forth under article 148, paragraph 3 of the Consolidated Law on Finance.