- Claudio Descalzi was appointed Chief Executive Officer and General Manager
- Board confirmed Chair Giuseppina Di Foggia's role in internal controls and oversight of the Head of Internal Audit
- Board found Di Foggia, Stefano Cappiello, Carolyn Adele Dittmeier, Benedetta Fiorini, Emma Marcegaglia, Matteo Petrella, Cristina Sgubin and Raphael Louis L. Vermeir meet legal integrity and independence requirements and judged links to Terna, Ita Airways, Telespazio and Cappiello's public role do not impair independence
- Board appointed committees: Control & Risk chaired by Raphael Louis L. Vermeir (members Carolyn Adele Dittmeier, Benedetta Fiorini, Matteo Petrella); Nomination & Remuneration chaired by Cristina Sgubin (members Stefano Cappiello, Emma Marcegaglia, Matteo Petrella); Sustainability & Scenarios chaired by Carolyn Adele Dittmeier (members Benedetta Fiorini, Cristina Sgubin, Raphael Louis L. Vermeir)
CEO appointment
The Board appointed Claudio Descalzi as Chief Executive Officer and General Manager, assigning him responsibility for company management except for matters reserved to the Board or non-delegable by law.
Board assessments and independence
On the basis of directors' declarations and available information, the Board ascertained that all directors meet legal integrity requirements and have no causes of ineligibility or incompatibility; it found Giuseppina Di Foggia and directors Stefano Cappiello, Carolyn Adele Dittmeier, Benedetta Fiorini, Emma Marcegaglia, Matteo Petrella, Cristina Sgubin and Raphael Louis L. Vermeir satisfy statutory independence criteria and, under the Corporate Governance Code, preliminarily assessed them as independent. The Board conducted a substantive assessment that executive roles or employment in entities subject to common control by the Ministry of Economy and Finance (Terna, Ita Airways, Telespazio) and Cappiello’s public role do not jeopardize independence, taking into account legal limits on the Ministry’s management and coordination powers and Terna’s special regime; the Board of Statutory Auditors deemed these assessments correct.
Committees and auditors
The Board appointed three committees: Control and Risk (chair Raphael Louis L. Vermeir; members Carolyn Adele Dittmeier, Benedetta Fiorini, Matteo Petrella), Nomination and Remuneration (chair Cristina Sgubin; members Stefano Cappiello, Emma Marcegaglia, Matteo Petrella) and Sustainability and Scenarios (chair Carolyn Adele Dittmeier; members Benedetta Fiorini, Cristina Sgubin, Raphael Louis L. Vermeir). The Board also established, based on the Board of Statutory Auditors' assessments, that the Statutory Auditors meet professionalism, integrity and independence requirements, including the US “financial expert” qualification; curricula are available on the company website.
