Deputy Chairpersons and Lead Independent Director appointed. Review of suitability requirements for company representatives

At a Board meeting held today, the Directors of Mediobanca appointed Vittorio Pignatti Morano and Sabrina Pucci as Deputy Chairpersons and reappointed Angela Gamba in the role of Lead Independent Director.

The Board, following review by the Appointments Committee, ascertained, based on the documentation produced and the information available, that its members meet the requirements in terms of fit and proper person criteria, professional qualifications, proper conduct, competences and independence of judgement set by the regulations in force (cf. Article 15 of Italian Ministerial Decree No. 169/2020).

The following aspects were also reviewed: time commitment, number of directorships, and absence of situations falling within the scope of application of Article 36 of Italian Decree Law No. 201/2011 (interlocking directorships). The same review was also performed by the Statutory Audit Committee.

The members of the Board of Directors (with the exception of Chairman Renato Pagliaro, Chief Executive Officer Alberto Nagel, and Group General Manager Francesco Saverio Vinci) and the Statutory Audit Committee were all assessed as being independent according to the definitions provided in Article 148 of the Italian Finance Act, Articles 13 and 14 of Italian Ministerial Decree No. 169/2020, and Article 19 of the Articles of Association.

The Board of Directors and Statutory Audit Committee also reviewed their current respective compositions in qualitative and quantitative terms, including with reference to the compositions previously identified as optimal.

Milan, 23 November 2023