In accordance with the CLF, the Board of Statutory Auditors oversees:
- compliance with the law and the By-laws;
- compliance with the principles of correct administration;
- the adequacy of the Company’s organisational structure for the aspects within its sphere of competence, the internal control system and the administrative accounting system, as well as its reliability in giving a true and fair view of the Company's operations;
- the ways in which the rules laid down in the Corporate Governance Code adopted by the Company are implemented in practice;
- the adequacy of the instructions that the Company issues to its subsidiaries to ensure the correct fulfilment of the reporting obligations laid down by law.
Moreover, pursuant to art. 19 of Legislative Decree 39/2010, the Board of Statutory Auditors, as the “Internal Control and Auditing Committee” is responsible for:
- informing the Board of Directors of the outcome of the external audit, sending it the additional report prepared by the Independent Auditor accompanied by any observations;
- monitoring the financial reporting process and presenting recommendations or proposals intended to ensure its integrity;
- checking the effectiveness of the internal quality control and business risk management systems and of the internal audit, as regards the financial reporting of Italmobiliare, without infringing their independence;
- monitoring the independent audit of the annual and consolidated financial statements, also taking into account the results and conclusions of any quality checks carried out by Consob;
- checking and monitoring the independence of the Independent Auditors, particularly as regards the adequacy of services provided other than audit;
- the procedure for selecting the Independent Auditors, and once the selection process has been carried out, recommending to the Shareholders' Meeting which Independent Auditors should be appointed.
Chairman
Degree in Law from the University of Milan.
A lawyer since May 19, 1983, he is listed in the Special Register for Legal Aid before Higher Jurisdictions. In his professional activity he deals with M&A, private equity and financial instruments. Having worked for various Italian and international law firms, he is currently a partner in E. Morace & Co. (Milan-Naples).
He is currently Chairman of the Board of Statutory Auditors of Green Stone SICAF S.p.A., Rome, and Director of 3iP SGR S.p.A., Rome. He was Chairman of the Board of Statutory Auditors of Parmalat S.p.A., Interpump Group S.p.A., Permasteelisa S.p.A. and Banca Italease S.p.A., as well as Independent Director of Guala Closures S.p.A., all listed companies. He has been a Director and Chairman of the Board of Statutory Auditors of various unlisted companies.
He is the author of three monographs and about forty articles on commercial, banking and bankruptcy law.
Standing Auditor
Having graduated in Economics and Social Sciences from the Università della Calabria, she is enrolled in the Register of Chartered Accountants and Accounting Experts of Milan and in the Register of Independent Auditors.
In 1992 she joined KPMG where she worked for almost fifteen years, becoming Senior Manager.
From 2007 to 2015 she worked in Mazars S.p.A. as manager for the insurance sector.
From 2016 to 2021 she was professor of Accounting and Management in Insurance at the Università Cattolica del Sacro Cuore di Milano.
She currently carries on her professional activity at her own office in Milan and is Senior Counsel of ADVANT-Nctm.
She holds the position of Statutory Auditor and Chairman of the Board of Statutory Auditors in numerous listed and unlisted companies, including BT Enia Telecomunicazioni S.p.A., Atlanet S.p.A., Trenitalia TPER, Yolo Group S.p.A., Primo Ventures SGR S.p.A., NextChem Holding S.p.A., and is an Independent Director in Interpump Group S.p.A. and Ariston Holding NV.
Standing Auditor
Graduated in Economics and Commerce from the Catholic University of Milan.
Associate Professor at the Faculty of Banking, Financial and Insurance Sciences of the Catholic University of Milan.
Certified Public Accountant in Milan. Registered Auditor in the register established at the Ministry of Economy and Finance.
He is a Director and Member of the Executive Committee of Mediobanca S.p.A. and Chairman of the Board of Directors of Spafid S.p.A.
He is a Standing Auditor of Edison S.p.A. and Transalpina di Energia S.p.A., as well as Auditor of the Teatro alla Scala Academy of Arts and Crafts of the Performing Arts Foundation.
The Alternate Auditors are Michele Casò, Maria Maddalena Gnudi, Maria Francesca Talamonti