Participation in board and committee meetings

The table below indicates the participation of CIR’s Directors in Board and Committees meetings in 2020.

The Board of Directors met eight times in 2021.

The Appointments and Remuneration Committee met ten times during the 2021, the Control, Risks and Sustainability Committee met seven times, while the Related Parties Transactions Committee one time.

First name
and surname
Position Year of birth Date of first appointment In office since In office until List Executive Non executive Independence code Independence TUF Number of other posts Participation at the meeting of the Board of Directors (1) Control, risk and sustainability Committee (2)
Partici
pation
Position
Appointments
and Remuneration
Committee (2)
Partici
pation
Position
Related parties transactions committee (2)
Partici
pation
Position
Rodolfo
De Benedetti
Chairman 1961 09.06.1986 08.06.2020 31.12.2022 Majority X       2 8/8
   
   
   
Monica
Mondardini
Chief Executive Officer (a)(b)(2) 1960 03.02.2020 08.06.2020 31.12.2022 Majority X       2 8/8
   
   
   
Philippe
Bertherat
Director 1960 08.06.2020
28.04.2017(*)
08.06.2020 31.12.2022 Majority   X X X 8/8
   
8/10 Member
   
Maristella
Botticini
Director 1966 08.06.2020
29.04.2011 (*)
08.06.2020 31.12.2022 Majority   X X X 8/8
7/7 Member
   
1/1 Member
Edoardo
De Benedetti
Director 1964 29.04.2013 08.06.2020 31.12.2022 Majority   X     7/8
   
   
   
Marco
De Benedetti
Director 1962 15.03.1994 08.06.2020 31.12.2022 Majority   X     1 8/8
   
   
   
Franco
Debenedetti
Director 1933 08.06.2020 08.06.2020 31.12.2022 Majority   X     8/8
   
   
   
Paola
Dubini
Director 1963 16.05.2011 08.06.2020 31.12.2022 Majority   X X X 1 5/8
7/7 Member
   
1/1 Member
Silvia
Giannini
Director 1952 08.06.2020
29.04.2011 (*)
08.06.2020 31.12.2022 Majority   X X X 1 8/8
7/7 Chairman
10/10 Member
1/1 Chairman
Francesca
Pasinelli
Director 1960 08.06.2020
04.06.2018 (*)
08.06.2020 31.12.2022 Majority   X X X 4 8/8
7/7 Member
10/10 Chairman
1/1 Member
Maria Serena
Porcari
Director (c)(2) 1971 29.04.2016 08.06.2020 31.12.2022 Majority   X X X 8/8
7/7 Member
10/10 Member
1/1 Member

Notes

It should be noted that on February 19 2020 the merger by incorporation took effect of CIR S.p.A. – Compagnie Industriali Riunite (“the Incorporated Company”) into COFIDE – Gruppo De Benedetti S.p.A. the “Incorporating Company”), with the consequent elimination of the incorporated company (“Merger”). As an effect of the merger, the Incorporating Company changed its name to “CIR S.p.A. – Compagnie Industriali Riunite”.

In the year 2021 the resignation of director Pia Marocco caused the number of directors to be reduced from 12 to 11.

It should be noted that when the current Board of Directors was appointed only one list was presented. Quorum required for the presentation of lists: 2.5%.

The letter (a) indicates that the director is responsible for the internal control and risk management system.

The letter (b) indicates the main person responsible for managing the Issuer (Chief Executive Officer).

The letter (c) indicates the Lead Independent Director.

The date first appointed for each director means the date on which the director was appointed or co-opted to the Board of Directors of the Issuer for the very first time.

For the independent directors, the second date of first appointment (*) refers to the date of first appointment in the Incorporated company CIR S.p.A. – Compagnie Industriali Riunite.

The column “Number of other posts” indicates the number of positions of director or statutory auditor held by the person in other companies listed on regulated markets, including foreign ones, in financial companies, banks, insurance companies or companies of a significant size.

The column “Participation” shows the attendance of the directors at the meetings of the Board of Directors and the Committees (specifically, it shows the total number of meetings attended out of the total number of meeting that he or she could have attended).

The column “Position” shows the position of the director in the Committee.

(1) Appointed by the General meeting of the shareholders of the company on June 8 2020.

(2) Appointed by the Board of Directors of the company on June 8 2020.