The Board of Directors
The Board of Directors is the central body of the Snam’s corporate governance system and is vested with the broadest powers for the ordinary and extraordinary management of the Company. The Board of Directors currently in office, appointed by the Shareholders’ Meeting of April 2 2019, is composed of nine directors who will remain in office for a period of three years. The Board of Directors plays a central role in overseeing the company’s commitment to sustainable development along the value chain. It is assisted in these tasks by the Environmental, Social & Governance Committee (ESG) which, from May 2019, replaced and supplemented the Sustainability Committee, in the company since 2016, which makes proposals to and advises the board on ESG issues in business strategies. During the year, the Sustainability Committee met twice and then the ESG Committee met six times with a 100% attendance rate.
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Previous term |
Current term |
Average FTSE MIB |
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|---|---|---|---|---|---|---|---|
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Number of Directors |
9 |
9 |
12.6** |
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Directors elected from minorities |
3 (33.3%) |
3 (33.3%) |
2.5 (17%)** |
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Gender less represented in the Bod |
44.4% |
33.3% |
36.9% * |
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Independent Directors |
56% |
66.6% |
54.6%** |
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Average age of Directors |
56 |
54 |
57** |
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President Status |
Non executive |
Non |
Non executive 74%** |
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Lead Indipendent Director Existence |
no |
no |
24.3% * |
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Seniority of office of the Directors on the BoD (%)
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2017 |
2018 |
2019 |
|---|---|---|---|
Members of the Board of Directors < 30 years |
0 |
0 |
0 |
Members of the Board of Directors between 30 and 49 years |
2 |
2 |
2 |
Members of the Board of Directors > 50 years |
7 |
7 |
7 |
GENDER EQUALITY IN CORPORATE BODIES
Gender equality, like other social and governance factors, is a vital element in the creation of value for Snam.
On October 23 2019, the Extraordinary Shareholders’ Meeting almost unanimously approved (with a vote in favour of more than 99%) the amendments to Articles 13 and 20 of the by-laws in order to keep the provisions on the issue of gender equality in the Company’s boards and governing bodies in force, as well as in consideration of the disappearance of the effects of the Golfo-Mosca Law. In this way, Snam voluntarily incorporates, at a statutory level, the criterion of gender equality, so that at least one third of the Board of Directors and the Board of Statutory Auditors are made up of the less represented gender. This decision is in line with national and international best practices on the issue of gender equality and with Snam’s commitment to safeguard diversity and ensure equal opportunities for all its employees.
Snam’s Board of Directors is:
- independent, with 5 directors out of 9 who are classified as independent pursuant to the TUF and Code of Corporate Governance and a Chairman classified as independent pursuant to the TUF:
- representative, with one third of the directors elected from the lists submitted by the minority shareholders;
- inclusive: 33% of directors are female.
The detailed information related to the Corporate Governance system is reported in the “Corporate Governance report”, published on the website.
Directors' expertise (%)
