Corporate Bodies
Cattolica Assicurazioni S.p.A. adopts a one-tier governance system, approved by the Annual General Meeting of 28 April 2018 and authorised by the Italian Supervisory Authority for Private Insurance. This governance system went into effect starting from the Annual General Meeting of 13 April 2019.
The Board of Directors selected by the Annual General Meeting of 14 May 2021 for the three-year period 2021-2023 includes 15 directors, 3 of which are also members of the Management Control Committee.
The role and function of the Cattolica Assicurazioni corporate bodies for 2021 are described in detail in the Corporate governance and ownership structure report.
The composition of the current Board of Directors is provided below.
Board of Directors
The Board of the Company includes 15 Directors that are selected amongst the Members by the Members' Meeting from specific lists. The Board is vested with extensive powers of ordinary and extraordinary management of the Company, within the limits set by the Law and the By-laws. The administrative body is specifically tasked with the approval of the company’s strategic, industrial and financial plans, the more significant economic and financial operations, the proposal for the allocation of profits, selection of the general directors and the internal board committees and the definition of the related powers and functions.
The administrative body was selected on the occasion of the Annual General Meeting which will approve the Financial Statements as at 31 December 2020.
| | |
|---|---|
| Chairman | |
| CEO | |
| Vice Chairman | |
| First Vice Chairman | |
| Directors | |
| Paolo Andrea Rossi | |
| Name | Appointments and Compensation Committee | Internal Control and Risk Committee | Related-Party Committee | Corporate Governance and Sustainability Committee |
|---|---|---|---|---|
| Davide Croff | ||||
| Samuele Marconcini | ||||
| Massimiliano Fort | X | |||
| Angelo Miglietta* | X | X | ||
| Cristiana Procopio | X | |||
| Daniela Saitta | X | X | ||
| Laura Cianbellotti* | X | |||
| Stefano Gentili | ||||
| Michele Rutigliano | ||||
| Silvia Arlanch | ||||
| Roberto Lancellotti* | X | X | ||
| Elena Vasco | X | X | ||
| Cristina Rustignoli* | X | |||
| Carlo Maria Pinardi | ||||
| Francesco Bardelli |
* Chairman of the Committee
Appointments and Compensation Committee: Roberto Lancellotti,
Internal Control and Risk Committee: Angelo Miglietta,
Related-Party Committee: Laura Ciambellotti,
Corporate Governance and Sustainability Committee: Cristina Rustignoli.
| Name | office | Independence TUF | Independence Code of Corporate Governance |
|---|---|---|---|
| Davide Croff | Chairman | Yes | Yes |
| Stefano Gentili | Vice Chairman | No | No |
| Cristina Rustignoli | First Vice Chairman | No | No |
| Samuele Marconcini | CEO | No | No |
| Cristiana Procopio | Director | Yes | Yes |
| Daniela Saitta | Director | Yes | Yes |
| Paolo Andrea Rossi | Director | Yes | Yes |
| Laura Ciambellotti | Director | Yes | Yes |
| Michele Rutigliano | Director | Yes | Yes |
| Roberto Lancellotti | Director | Yes | Yes |
| Silvia Arlanch | Director | Yes | Yes |
| Elena Vasco | Director | Yes | Yes |
| Carlo Maria Pinardi | Director | Yes | Yes |
| Francesco Bardelli | Director | No | No |
| Massimiliano Fort | Director | No | No |
| Angelo Miglietta | Director | Si | Si |
The table shows the percentages of attendance at meetings of the Board of Directors by the Directors referring to the year 2021. For more information, see the Report on Corporate Governance and owership structure.
| Name | office | % attendance1 |
|---|---|---|
| Davide Croff | Chairman | 100% |
| Camillo Candia | Deputy Vice Chairman | 100% |
| Luigi Migliavacca | Vice Chairman | 100% |
| Laura Ciambellotti | Director | 100% |
| Cristiana Procopio | Director | 100% |
| Paolo Andrea Rossi | Director | 100% |
| Daniela Saitta | Director | 95.5% |
| Giulia Staderini | Director | 100% |
| Silvia Arlanch | Director | 100% |
| Michele Rutigliano | Director | 100% |
| Laura Santori | Director | 81% |
| Carlo Ferraresi | CEO | 100% |
| Stefano Gentili | Director | 100% |
| Roberto Lancellotti | Director | 100% |
| Elena Vasco | Director | 100% |
1out of a total of 22 meetings.
Directors who left office during the year and until the date of approval of the report
| Name | office | % attendance1 |
|---|---|---|
| Paolo Bedoni | Chairman | 100% |
| Aldo Poli | Deputy Vice Chairman | 100% |
| Barbara Blasevich | Vice Chairman | 100% |
| Alessandro Lai | Secretary | 100% |
| Piergiuseppe Caldana | Director | 100% |
| Bettina Campedelli | Director | 100% |
| Rosella Giacometti | Director | 93.7% |
| Anna Strazzera | Director | 93.7% |
| Giovanni Glisenti | Director | 100% |
| Federica Bonato | Director | 100% |
| Cesare Brena | Director | 100% |
| Eugenio Vanda | Director | 100% |
| Carlo Ferraresi | CEO | 100% |
| Stefano Gentili | Director | 100% |
| Roberto Lancellotti | Director | 100% |
| Elena Vasco | Director | 93.7% |
| Luigi Castelletti | Director | 100%2 |
1out of a total of 16 meetings.
2out of a total of 1 meeting.