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Remuneration policy of non-executive directors

06/07/2016 - 02:00 PM

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The Shareholders’ Meeting on 15 December 2015, after the change to the composition of the Board of Directors from 13 to 17 Directors, proportionally increased the total remuneration of the Board of Directors, pursuant to art. 2389, subsection 1 of the Italian Civil Code, from 1,900,000 to 2,484,615  euros, gross.

The Board of Directors divided up the remuneration thus established, allocating 110,000 euros, gross per annum to each Director (excluding the Chairman and the Chief Executive Officer).

The following additional compensation will be also paid to the Directors who are members of Committees: 

Body

Annual compensation

Members

Control and Risk Committee

€ 45.000 +

€ 20.000 for the Chairman

Lucia Calvosa (C), Laura Cioli, Francesca Cornelli, Felicité Herzog*, Giorgina Gallo and Giorgio Valerio

Nomination and Remuneration Committee

€ 40.000 +

€ 20.000 for the Chairman

Davide Benello (C), Jean Paul Fitoussi**, Denise Kingsmill, Luca Marzotto, Arnaud Roy de Puyfontaine**, Stephane Roussel**

*  On 15 February 2016 the Board of Directors re-determined the number of the members of the Control and Risk Committee at six, calling upon Ms Félicité Herzog to join it.

** On 15 February 2016 the Board of Directors took due note of the resignation submitted by Mr Fitoussi and re-determined the number of the members of the Nomination and Remuneration Committee at five, calling on Directors Arnaud Roy de Puyfontaine and Stephane Roussel to join it.

The Board of Directors resolved to assign to the Chairman of the Control and Risk Committee the role of director "linking” the full board and the heads of Internal Audit and Compliance departments that report directly to the Board of Directors. For this role, additional emoluments of 45,000 euros per year are paid.