Turin, 28 March 2022 – The Foundations participating in the shareholder consultation and voting agreement signed on 21 December 2021 in relation to the Intesa Sanpaolo Shareholders’ Meeting called for 29 April 2022, on the basis of the guidelines issued by the outgoing Board of Directors of the Bank for the list of candidates for appointment to the new Board of Directors and Management Control Committee for the financial years 2022-2024, intend to ensure:
- quantitatively optimal membership, with regard to the complexity of the organisation, operations and governance of the Bank, to the strategic objectives determined in the new Business Plan and the consequent needs for professionalism, and to the evaluations made of the dynamics of the Governing Body’s operations;
- continuity of membership with the confirmation of a significant number of outgoing Directors, with a view to ensuring the preservation of the wealth of experience, integration and ability to contribute achieved by the Board in its previous term;
- a concrete response to the needs to continue to make decisions encompassing high quality, diversity, complementarity and integration of professionalism and personality, including in order to provide continuity to the capability of in-depth analysis and debate in all the complex matters within the remit of the Board and the Management Control Committee, and to ensure suitable membership and operations of the intra-Board Committees,
submitted on 25 March 2022 a list of 15 candidates as follows:
SECTION 1
- Gian Maria GROS-PIETRO
- Paolo Andrea COLOMBO
- Carlo MESSINA
- Franco CERUTI
- Paola TAGLIAVINI
- Liana LOGIURATO
- Luciano NEBBIA
- Bruno PICCA
- Livia POMODORO
- Maria Alessandra STEFANELLI
- Bruno Maria PARIGI
- Francesca MASOTTI
SECTION 2
- Fabrizio MOSCA
- Milena Teresa MOTTA
- Maria Cristina ZOPPO
In this context, the Foundations have proposed that 19 members of the Board of Directors be appointed, that Prof. Gian Maria Gros-Pietro be reconfirmed as Chair of the Board of Directors, that Prof. Paolo Andrea Colombo be reconfirmed as Vice-Chair of the Board of Directors, and that Dr Carlo Messina be indicated as possessing the ideal profile for the position of Managing Director and CEO, from the list submitted, without prejudice to the full prerogatives of the Board of Directors to be appointed, under the powers set out in the Articles of Association.
Finally, the Foundations have proposed the confirmation of the emoluments approved by the 2019 Ordinary Shareholders’ Meeting, without prejudice to the reimbursement of expenses incurred to carry out their duties, for the members of the Board of Directors and the Management Control Committee.