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FINCANTIERI: BOARD OF DIRECTORS APPOINTS THE INTERNAL COMMITTEES
08 giu 2016
08 giu 2016
Monfalcone, 8 June 2016 – The Board of Directors of FINCANTIERI S.p.A. ("Fincantieri" or the "Company"), chaired by Ambasador Giampiero Massolo, has evaluated - pursuant to art. 148, paragraph 3, of the Consolidated Financial Act (applicable to directors pursuant to Art. 147-ter, paragraph 4, of the Consolidated Financial Act) and to the Corporate Governance Code promoted by the Italian Stock Exchange - the independence of Directors Mr. Gianfranco Agostinetto, Mr. Simone Anichini, Mr. Massimiliano Cesare, Mrs. Nicoletta Giadrossi, Mrs. Paola Muratorio and Mrs. Donatella Treu.
In assessing the independence requirements pursuant to the Corporate Governance Code, the Board of Directors adopted the assessment criteria set out by the Code itself.
The Board of Directors has also appointed the members of the existing Internal Committees and has established a “Sustainability Committee”.
In particular the following have been appointed:
• Control and Risk Committee: Mr. Massimiliano Cesare (Chairman), Mrs. Nicoletta Giadrossi and Mr. Fabrizio Palermo. This Committee operates also as committee responsible for related party transactions; in the case of Most Significant Related Party Transactions Mr. Fabrizio Palermo will be substituted by Mr. Gianfranco Agostinetto;
• Remuneration Committee: Mrs. Paola Muratorio (Chairman), Mrs. Donatella Treu and Mr. Fabrizio Palermo. This Committee operates also as committee responsible for Related Party Transactions in the case of resolutions regarding the remuneration;
• Nomination Committee: Mrs. Donatella Treu (Chairman), Mr. Simone Anichini and Mr. Fabrizio Palermo;
• Sustainability Committee: Mr. Gianfranco Agostinetto (Chairman), Mr. Simone Anichini and Mr. Massimiliano Cesare.
In accordance with the powers granted to the Chairman of the Board of Directors Ambassador Giampiero Massolo regarding the internal control system of the Company and its subsidiaries, the Board of Directors has also appointed Mr. Massolo as the Director in charge of establishing and maintaining the internal control and risk management system.
Finally the Board of Directors confirmed Mr. Carlo Gainelli, Head of Group Accounting and Administration, as Manager responsible for preparing financial reports as per art. 154-bis of the Consolidated Financial Act.
The curriculum vitae of Mr. Gainelli is attached to this press release. Notice is hereby given that, as of today, Mr. Carlo Gainelli holds 11,000 Fincantieri ordinary shares while concerning the other Directors there are no variation in respect to what already disclosed upon their appointment.
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Curriculum Vitae – Carlo Gainelli
Born in Bussolengo (Verona), Italy, on 3 August 1964, he holds a degree in Business Administration and has been Head of Group Accounting and Administration, as well as Manager responsible for preparing the financial reports of Fincantieri, since February 2011. He started his career in 1992 in the Administration and Control department in subsidiaries of Ansaldo Industria S.p.A. Following an experience in the textile industry (1998-2001) he joined Fincantieri in 2001 as Head of Administration and Control of Monfalcone shipyard. In 2008 he became Deputy Head of Group Accounting and Administration.
In assessing the independence requirements pursuant to the Corporate Governance Code, the Board of Directors adopted the assessment criteria set out by the Code itself.
The Board of Directors has also appointed the members of the existing Internal Committees and has established a “Sustainability Committee”.
In particular the following have been appointed:
• Control and Risk Committee: Mr. Massimiliano Cesare (Chairman), Mrs. Nicoletta Giadrossi and Mr. Fabrizio Palermo. This Committee operates also as committee responsible for related party transactions; in the case of Most Significant Related Party Transactions Mr. Fabrizio Palermo will be substituted by Mr. Gianfranco Agostinetto;
• Remuneration Committee: Mrs. Paola Muratorio (Chairman), Mrs. Donatella Treu and Mr. Fabrizio Palermo. This Committee operates also as committee responsible for Related Party Transactions in the case of resolutions regarding the remuneration;
• Nomination Committee: Mrs. Donatella Treu (Chairman), Mr. Simone Anichini and Mr. Fabrizio Palermo;
• Sustainability Committee: Mr. Gianfranco Agostinetto (Chairman), Mr. Simone Anichini and Mr. Massimiliano Cesare.
In accordance with the powers granted to the Chairman of the Board of Directors Ambassador Giampiero Massolo regarding the internal control system of the Company and its subsidiaries, the Board of Directors has also appointed Mr. Massolo as the Director in charge of establishing and maintaining the internal control and risk management system.
Finally the Board of Directors confirmed Mr. Carlo Gainelli, Head of Group Accounting and Administration, as Manager responsible for preparing financial reports as per art. 154-bis of the Consolidated Financial Act.
The curriculum vitae of Mr. Gainelli is attached to this press release. Notice is hereby given that, as of today, Mr. Carlo Gainelli holds 11,000 Fincantieri ordinary shares while concerning the other Directors there are no variation in respect to what already disclosed upon their appointment.
* * *
Curriculum Vitae – Carlo Gainelli
Born in Bussolengo (Verona), Italy, on 3 August 1964, he holds a degree in Business Administration and has been Head of Group Accounting and Administration, as well as Manager responsible for preparing the financial reports of Fincantieri, since February 2011. He started his career in 1992 in the Administration and Control department in subsidiaries of Ansaldo Industria S.p.A. Following an experience in the textile industry (1998-2001) he joined Fincantieri in 2001 as Head of Administration and Control of Monfalcone shipyard. In 2008 he became Deputy Head of Group Accounting and Administration.