Check of the requirements set out in laws and regulations applicable to statutory auditors and directors appointed by the Shareholders’ Meeting of 20 April 2021
Milan, 26 April 2021 – The Board of Statutory Auditors of INWIT S.p.A. appointed by the Shareholders’ Meeting of 20 April 2021 met for the first time today. In implementation of the provisions of the applicable regulations and the Corporate Governance Code, the Board of Statutory Auditors has checked whether all of its standing members fulfil the independence requirements laid down by law and the Corporate Governance Code and has informed the Board of Directors.
The Board of Directors of INWIT, which met today under the chairmanship of Emanuele Tournon, has ascertained that the members of the new Board of Statutory Auditors meet the requirements of integrity and professionalism laid down for the statutory auditors of listed companies by the Ministry of Justice Decree of 30 March 2000 and has also acknowledged the results of the check carried out by the new Board of Directors on whether the standing auditors meet the independence requirements laid down by law.
The Board of Directors has also assessed the independence of the Director Rosario Mazza appointed, together with the Director Giovanna Bellezza, by the Shareholders’ Meeting of 20 April 2021. On the basis of the assessments made by the Board of Directors with reference to the statements provided by the Director Rosario Mazza, the latter meets the requirements of independence under art. 148, subsection 3, of Legislative Decree 58/1998 (“CLF”), as referred to in article 147-ter, subsection 4, of the CLF, and the Corporate Governance Code.
The Board of Directors, after verifying the integrity requirements of the Director Giovanna Bellezza and the Director Rosario Mazza and in addition, with reference to the latter, the independence requirements as laid down in current legislation and the Corporate Governance Code, has appointed the Director Rosario Mazza as Chairman of the Nomination and Remuneration Committee and member of the Related Parties Committee and the Director Giovanna Bellezza as member of the Sustainability Committee. The Board of Directors has therefore confirmed the same composition of the Committees established before the aforementioned Shareholders’ Meeting, available for consultation on the Company website www.inwit.it – Governance/Company Bodies section.
Lastly, following the appointment of the new Board of Statutory Auditors and the subsequent resignation of Mr Umberto La Commara as a member of the Supervisory Body under Legislative Decree 231/2001, the Board of Directors appointed the Standing Auditor Maria Teresa Bianchi as a member of said Body. The Supervisory Body is therefore made up of Francesco Monastero (Chairman), Giuliano Foglia, Maria Teresa Bianchi and Laura Trucco and shall remain in office until approval of the financial statements for the year ending 31 December 2022.