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Section IV - Summary Tables

Annex 1 – Structure of Snam’s Board of Directors and Committees

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Board of Directors

 

Control and Risk Committee

Comp. Committee

App. Committee

Exec. Committee

Post

Members

Year of birth

Date of first app.*

Term start date

Term
end
date

List
**

Exec.

Non exec.

Ind.Code

Ind.TUF

N° of
other
posts
***

(*)

(*)

(**)

(*)

(**)

(*)

(**)

n/a

Indicate the quorum required for the submission of lists by minority shareholders for the election of one or more members (pursuant to Article 147-ter of the TUF): 0.5% of the share capital

NOTES

The symbols indicated below must be inserted in the “Post” column:

a

This symbol indicates the director responsible for the internal control and risk management system.

b

This symbol indicates the person with chief responsibility for the management of the issuer (Chief Executive Officer or CEO).

c

This symbol indicates the Lead Independent Director (LID).

*

The date of first appointment of each director means the date on which the director was unanimously appointed for the first time to the issuer’s Board of Directors.

**

This column indicates the list from which each director was drawn (“M”: majority list; “m”: minority list; “BoD”: list submitted by the Board of Directors).

***

This column shows the number of directorships and statutory auditor offices held by the person in question in other companies listed in Italy or in other regulated markets, in financial companies, banks, insurance firms or other large companies. Details of the offices concerned are given in the Report on Corporate Governance.

(*).

This column shows the directors’ attendance at meetings of the Board of Directors and of Committees (indicate the number of meetings attended compared with the total number of meetings that could have been attended, e.g. 6/8, 8/8, etc.).

(**).

This column indicates the director’s role on the committee concerned: “C”: Chairman; “M”: member

 

69

The date refers to the appointment of Carlo Malacarne as director by the Shareholders’ Meeting. On 8 May 2006, the Board of Directors appointed Carlo Malacarne as CEO.

70

Yunpeng He, as director co-opted on 26 January 2015 (on the recommendation of the majority shareholder CDP RETI S.p.A.), did not take part as a director in the meeting that appointed him as director.

71

As a non-independent member of the Control and Risk Committee, Andrea Novelli does not take part in the meetings (or in individual resolutions on agenda items) of the Control and Risk Committee when he is acting as a member of the Related-Parties Committee.

Chairman

Lorenzo
Bini Smaghi

1956

15.10.12

26.03.13

31.12.15

M

 

X

 

 

2

11/11

 

 

 

 

6/6

M

n/a

Chief Executive Officer
( a) (b )

Carlo
Malacarne

1953

27.04.0669

26.03.13

31.12.15

M

X

 

 

 

 

11/11

 

 

 

 

 

 

n/a

Director

Sabrina
Bruno

1965

26.03.13

26.03.13

31.12.15

m

 

X

X

X

 

11/11

10/10

M

 

 

 

 

n/a

Director

Alberto
Clô

1947

26.03.13

26.03.13

31.12.15

M

 

X

X

X

3

09/11

 

 

 

 

6/6

C

n/a

Director

Francesco
Gori

1952

26.03.13

26.03.13

31.12.15

m

 

X

X

X

1

11/11

10/10

C

 

 

 

 

n/a

Director

Yunpeng
He

1965

26.01.15

29.04.15

31.12.15

M

 

X

 

 

2

10/1070

 

 

 

 

 

 

n/a

Director

Andrea
Novelli

1978

15.10.12

26.03.13

31.12.15

M

 

X

 

 

 

11/11

8/971

M

6/6

M

 

 

n/a

Director

Elisabetta
Oliveri

1963

27.04.10

26.03.13

31.12.15

m

 

X

X

X

3

11/11

 

 

6/6

C

6/6

M

n/a

Director

Pia
Saraceno

1945

26.03.13

26.03.13

31.12.15

M

 

X

X

X

 

10/11

9/10

M

6/6

M

 

 

n/a

Directors whose term expired during the year

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

 

 

N. of meetings held during the year: 11

Control and Risk Committee: 10

Compensation Committee: 6

Appointments Committee: 6

Executive Committee: -

 

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