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Chapter 6
Governance and monitoring of corporate ethics and risk management 77
of the Chairman, the Deputy Chairman, the CEO
and six directors, of whom two are independent. Composition of the Board of Directors
General duties relating to management powers Al 31.12.2020 il CdA risulta così composto:
are attributed to the BoD, leaving responsibility Donatella Ratti Chairman
to the shareholders’ meeting for actions such as Antonio Favrin Deputy Chairman
appointing and removing directors, approving the Sergio Tamborini CEO
financial statements and amending the by-laws. Andrea Paolo Donà dalle Rose Director
Directors remain in post for three years (except Federica Favrin Director
in the case of shorter periods stipulated by the Sergio Meacci Independent Director
shareholders’ meeting at the time of appointment). Carlo Cesare Lazzati Independent Director
They cease to hold office or are replaced Davide Favrin Director
Giovanna Lazzarotto Director
according to the law, and may be re-appointed.
Table 3 – Composition of the BoD of Ratti SpA al
The Board of Directors appointed an Executive 31.12.2020
Committee consisting of three members elected
by the Board of Directors, including the office
of Chairman of the Board of Directors and the the Board of Directors or by a member of the
CEO of the Company, plus a third member to be BoD or the Board of Statutory Auditors. It is this
appointed by the BoD. Committee’s duty to supervise management
It may be convened either by the Chairman of performance and to decide on all matters and/or
The administration and control model of Ratti SpA
SHAREHOLDERS’ MEETING
HEAD OF INTERNAL AUDIT BOARD OF DIRECTORS BOARD OF STATUTORY AUDITORS
EXECUTIVE COMMITTEE
REMUNERATION COMMITTEE
RISKS CONTROL COMMITTEE
ETHICS COMMITTEE
MANAGER RESPONSIBLE FOR DRAWING UP SUPERVISORY BODY AUDITING COMPANY
THE FINANCIAL STATEMENTS
Figure 8 – The administration and control model of Ratti SpA