The Remuneration and Nomination Committee is currently composed of three non-executive directors, all of them independent.
Annalisa Pescatori | Chairwoman of the Committee - Non Executive Director - Independent
Born in Rome on 20 July 1964, she graduated with honors in law from the University of Rome La Sapienza and in 1991 she passed the bar exams at the Court of Appeal of Rome. She is currently Equity Partner of Grimaldi Alliance. Over the years of professional activity, she gained consolidated experience in particular in the field of corporate, financial, regulatory and corporate governance issues. She started her career in I.M.I. – Istituto Mobiliare Italiano S.p.A., Rome where she followed, since the beginning, the privatization process and she dealt also with Japanese markets.
From 2015 until 2022 she held the position of independent director of Banca Generali S.p.A, as well as Chairman of the Credit Committee and member of the Control and Risks and Appointment Governance and Sustainability Committee.
- Independent Director and Chairman of the Remuneration Committee of Ream SGR p.a..
- Non-Executive Director of innovative-RFK S.p.A.
Benedetta Navarra | Non Executive Director - Independent
She graduated cum laude in Economics and Commerce from the LUISS – Guido Carli University in Rome and in Law from the “La Sapienza” University in Rome. She then attained the titles of Lawyer, Chartered Accountant and Auditor.
She has acquired considerable experience in the corporate law, banking and financial market sectors.
She has accrued significant experience in managing, also out-of-court, company crises, in project financing, securitisation of bank credits and the responsibility of intermediaries when providing investment services, also during penalty procedures adopted by the Supervisory Authority.
She has a specific knowledge and experience: in the preparation and auditing of annual accounts - gained through the appointment, in the last decade, to several management and control bodies of industrial companies, banks and financial legal industries, also listed; in ESG topics – gained through the appointment to several management and control bodies of industrial companies, banks and financial legal industries, also listed and – moreover – the constant participation to ESG Committees of the same companies. ESG topics have also been deepened within the universitary activity.
She assisted the Ministry of Economy and Finance with the privatisation of Banca Nazionale del Lavoro, Mediocredito Centrale – Banco di Sicilia, Credito Industriale Sardo, Cassa Depositi e Prestiti.
She has held important national and international positions as a member of the Board of Directors, even in listed companies (Yapi Kredi Bankasi; Koc Financial Service; Yapi Kredi Sigorta), member of Supervisory Board (UniCredit Bank Czech Republic and Slovakia, a.s., Ukrsotsbank PJSC), of Chairperson or member of the Board of Statutory Auditors (Poste Italiane S.p.A., Equitalia S.p.A., CDP Reti S.p.A., Buddy Bank S.p.A., Guala Closures S.p.A., Italo S.p.A., Isola dei Tesori S.r.l., DMO Pet Care S.r.l.; LVenture Group S.p.A., Sviluppo HQ Tiburtina S.r.l.) and as a member of the Supervisory Body (CDP Reti S.p.A., LVenture Group S.p.A., Promo.ter Roma).
She currently chairs the Board of Directors of Italgas S.p.A. and is a member of the Board of Directors of Roma S.p.A., standing member of the Board of Statutory Auditors of Unicredit S.p.A., Atlantia S.p.A., Aeroporti di Roma S.p.A., member of the Board of Auditors of Fondazione Telethon, and is Chair of the Audit Committee of Unicredit BulBank and of the Supervisory Body of Equitalia Giustizia S.p.A. and ConfCommercio enterprises for Italy province of Roma Capitale.
Adriana Lamberto Floristan | Non Executive Director - Independent
Born in Pamplona (Spain) on 11 September 1973, in 1996 she graduated in law at the Universidad de Navarra in Spain. In 1998 she obtained an LL.M. in International and European Trade Law at the University of Leicester in England. In 1999 she became a lawyer in Spain and after, in 2001, in Italy where she later attended the Master in Capital Markets and Financial Institutions Laws and Regulation at the University of Milan. She worked as a lawyer in the Corporate and M&A sectors of prestigious international law firms and she is holding important positions in Italian and European networks of institutional investors involved in active engagement with corporations to enhance a sustainable development. In 2023 she certificated in ESG Analysis and Investing at the Politecnico di Milan, a relevant ESG certification for professionals.
- Non Executive Director and Member of the Sustainability Committee of Cementir Holding N.V.
- Independent Director of Etica Sgr S.p.A.
Responsibilities of the Remuneration and Nomination Committee
The Remuneration and Nomination Committee prepares the Board’s decision-making (including, if applicable, proposals of the Board for the General Meeting) in particular regarding:
- the remuneration of each Director according to the remuneration policy that has been established;
- the drawing up of selection criteria and appointment procedures for Executive Directors and Non-Executive Directors;
- the periodical assessment of the size and composition of the Board and the making of proposal for a composition profile of the Board;
- the periodical assessment of the performance of individual Executive Directors and Non-Executive Directors;
- the drawing up of a succession plan for Executive Directors and Non-Executive Directors;
- the proposal for appointment and reappointment of Executive Directors and Non-Executive Directors;
- supervision of the policy of the Board regarding the selection criteria and appointment procedures for senior management;
- the drawing up development of the Company's diversity policy for the composition of the Board.