THE BOARD OF DIRECTORS OF BANCA MONTE DEI PASCHI DI SIENA ASSESSES THE REQUIREMENTS OF THE DIRECTORS AND STATUTORY AUDITORS APPOINTED BY THE SHAREHOLDERS’ MEETING ON 18 MAY 2020
The Board of Directors consists of a large majority of independent Directors
Siena, 12 June 2020
At today’s meeting, the Bank’s Board of Directors assessed that all Directors appointed by the Shareholders’ Meeting of 18 May 2020 meet the requirements provided for by the applicable laws and the By-Laws.
In particular, the following Directors meet the requirements of independence provided for by the ByLaws:
- Rita Laura D’Ecclesia
- Francesca Bettìo
- Luca Bader
- Alessandra Giuseppina Barzaghi
- Francesco Bochicchio
- Rosella Castellano
- Paola De Martini
- Raffaele Di Raimo (Chairman of the Compensation Committee)
- Marco Giorgino (Chairman of the Risk and Sustainability Committee)
- Nicola Maione (Chairman of the Appointments Committee)
- Roberto Rao (Chairman of the Related-Party Transactions Committee).
In compliance with their statements, the Chairperson of the Board of Directors, Ms. Maria Patrizia Grieco, and the Director Mr. Marco Bassilichi have been deemed to be independent under Italian Legislative Decree no. 58/1998 (“Consolidated Finance Act”), but not under the Corporate Governance Code for Listed Companies and, therefore, have not been assessed as independent under the Bank’s By-Laws.
The Board of Directors verified that the requirements are met on the basis of the information provided by the persons concerned or, in any case, available to the Bank; in particular, the independence requirements of the Directors have been assessed according to the criteria established by Article 15 of the By-Laws (Article 148, paragraph 3 of the Consolidated Finance Act and the Corporate Governance Code for Listed Companies), taking also into account the joint EBA/ESMA guidelines and any credit, commercial or professional relationships that can be associated with the officers themselves the significance of which has been assessed taking into account the turnover, the position held by the officer and the nature of the relationships.
The requirements of the members of the Board of Statutory Auditors have also been assessed, in compliance with the applicable laws.