Salcef

THE TRACKS THAT DRIVE
THE DECISION-MAKING PROCESSES

The adoption of the most advanced governmental tools and
control for an effective regulation of business risk

Governance structure


Board of directors

The Board of Directors, composed by nine members, was nominated by the Shareholders' Meeting of 14 October 2019 and integrated on 5 October 2020 for the three-year period 2019-2021, which appointed Gilberto Salciccia as Chairman.

Chairman of the Board of Directors - Gilberto Salciccia
Chief Executive Officer - Valeriano Salciccia(i)
Director - Alessandro Di Paolo
Director - Giovanni Cavallini
Director - Attilio Francesco Arietti
Director - Germano Maiolini
Director - Bruno Pavesi(*)
Director - Valeria Conti(*)
Director - Emilia Piselli(*)

(i) The Shareholders' Agreement establishes that the director Valeriano Salciccia is appointed as Chief Executive Officer of the company.
(*) Independent Director

Board of statutory auditors

The Board of Statutory Auditors, which consists of three statutory auditors and two substitute auditors, was appointed on 5 April 2019 and subsequently integrated on 14 October 2019 and on 5 October 2020 and will remain in office until the date of the Shareholders' Meeting called to approve the financial statements as at 31 December 2021.

Chairman of the Board of Statutory Auditors - Daniela Lambardi
Statutory Auditor - Giovanni Bacicalupi
Statutory Auditor - Roberto Schiesari
Substitute Statutory Auditor - Federico Ragnini
Substitute Statutory Auditor - Ivano Pelassa

Remuneration and appointment Committee

The Remuneration and Appointments Committee advises and investigates the Board of Directors on the determination of the remuneration of directors vested with special offices as well as on the remuneration and loyalty policies related to personnel.

President of the Committee - Emilia Piselli(i)
Committee Member - Bruno Pavesi
Committee Member - Attilio Francesco Arietti

Audit and Risk Committee

The Audit and Risk Committee supports the administrative body in evaluating and deciding on risks and the internal control system.

President of the Committee - Valeria Conti(i)
Committee Member - Emilia Piselli(i)
Committee Member - Bruno Pavesi(i)

Related Parties Committee

The Related Parties Committee performs the functions provided for by the regulation containing provisions on related party transactions adopted by Consob with resolution no. 17221 of 12 March 2010 and subsequent amendments and additions (the "RPT Regulation"), also taking into account the indications and guidelines for the application of the RPT Regulation provided by CONSOB with communication no. DEM/10078683 of 24 September 2010.

President of the Committee - Bruno Pavesi
Committee Member - Emilia Piselli(i)
Committee Member - Valeria Conti(i)

Auditing firm

The statutory audit was entrusted to the independent auditors KPMG S.p.A., appointed by the Shareholders' Meeting of 5 October 2020.

This assignment is conferred until the approval of the financial statements for the year ended 31 December 2028.