Leonardo: new Internal Board Committees; appointment of Lead Independent Director and Surveillance Body

Rome 25 June 2020 18:26

At today's meeting, the Leonardo Board of Directors proceeded to the establishment of the Internal Board Committees, also envisaged in compliance with the Corporate Governance Code, with preliminary, propositive and consultative functions to support the activities of the administrative body in the areas of their respective competence.

The new Committees are composed consistently with the recommendations of the current Code, as well as in compliance with the indications of the new Corporate Governance Code (effective from 2021).

Control and Risks Committee, which also acts as Committee for Related Parties Transactions (composed of 5 non-executive and all independent Directors):

• Dario Frigerio (Chairman)
• Pierfrancesco Barletta (Independent)
• Paola Giannetakis (Independent)
• Maurizio Pinnarò (Independent)
• Marina Rubini (Independent)

The Committee's composition is consistent with the recommendation, by the current Code and by the new Corporate Governance Code, about the presence of at least one member with adequate knowledge and experience in accounting and financial or risk management matters.

Remuneration Committee (composed of 5 non-executive and majority independent Directors):

• Michela Patrizia Giangualano (Chairman)
• Elena Comparato (Independent)
• Federica Guidi (Independent)
• Ferruccio Resta (Independent)
• Marina Rubini (Independent)

The Committee's composition is consistent with the recommendation, both by the current Code and by the new Corporate Governance Code, about the presence of at least one member with adequate knowledge and experience in financial matters or remuneration policies.

Nomination and Governance Committee (composed of 6 non-executive and majority independent Directors):

• Maurizio Pinnarò (Chairman)
• Carmine America (Independent)
• Pierfrancesco Barletta (Independent)
• Elena Comparato
• Dario Frigerio (Independent)
• Federica Guidi (Independent)

Sustainability and Innovation Committee (composed of 4 non-executive and all independent Directors):

• Ferruccio Resta (Chairman)
• Carmine America (Independent)
• Michela Patrizia Giangualano (Independent)
• Paola Giannetakis (Independent)

The Board then proceeded to approve the new Rules of Procedure of the Committees and, consequently, to align the Regulations of the Board of Directors.

At today's meeting, the Board of Directors also appointed the Lead Independent Director in the person of the Director Dario Frigerio.

Finally, the Board of Directors appointed the members of the Surveillance Body, composed - in addition to the Group General Counsel Andrea Parrella and the Chief Audit Executive Marco Di Capua (internal members pursuant to the relevant Articles of Association) - by the following external members:

• Raffaele Squitieri (Chairman)
• Giorgio Beni
• Chiara Mancini
• Claudia Tedeschi

The new Rules of Procedure of the Internal Board Committees are made available at the Corporate Governance section of the Company's website (www.leonardocompany.com), together with the text of the Regulations of the Board of Directors updated today and the Regulations of the Board of Statutory Auditors already adopted by the Leonardo's control body.

Press release (PDF, 380 KB)