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El.En. has structured a solid Corporate Governance Model that plays a central role in the performance of the Group's activities. The Model is in line with the recommendations of the Corporate Governance Code issued by Borsa Italiana and contributes significantly to the creation of sustainable value in the medium to long term. Our Governance model is the traditional system, based on a Board of Directors with the powers of policy-making and strategic supervision, and a Board of Statutory Auditors with the powers of control.
On 29 April 2024, the Shareholders’ Meeting of El.En. appointed the Board of Directors for the three-year period 2024-2026 and, therefore, until approval of the financial statements as at 31 December 2026. The Shareholders’ Meeting set the number of members at seven, appointing Gabriele Clementi as Chairman and electing Andrea Cangioli, Alberto Pecci, Fabia Romagnoli, Michele Legnaioli, Roberta Pecci and Giovanna D'Esposito as directors. The composition of the BoD respects the gender balance pursuant to Art. 147-ter, paragraph 1-ter of It. Legislative Decree no. 58/1998.
The current Board of Statutory Auditors consists of three standing and two alternate statutory auditors and is in office for three financial years, until the approval of the financial statements as at 31 December 2024. The supervisory body is collective and composed of three members, one of whom is Mr Paolo Caselli, standing statutory auditor.
The Board performs its tasks collectively. However, in order to enable the Board to deliberate with greater knowledge of the facts on matters requiring special preliminary investigations or on sensitive issues that are the source of potential conflicts of interest, since the year 2000, the Issuer has had three internal committees (Appointments, Control and Risks, Remuneration) with the power to submit proposals and advisory powers. The Control and Risk Committee also serves as the Related Parties and so-called Sustainability Committee. The committees are reappointed at each renewal of the Board’s mandate.