PIRELLI: BOARD NOMINATES MARCO TRONCHETTI PROVERA EXECUTIVE VICE CHAIRMAN AND ANDREA CASALUCI CHIEF EXECUTIVE OFFICER
MEMBERS OF BOARD COMMITTEES AND SUPERVISORY BOARDNOMINATED AND NEW SUSTAINABILITY COMMITTEE INSTITUTED
INSTITUTES CORPORATE GENERAL MANAGEMENT ENTRUSTED TO FRANCESCO TANZI
Milan, 3 August 2023 – The Board of Directors of Pirelli & C. SpA, nominated on 31July and meeting today for the first time, nominated Marco Tronchetti Provera as Executive Vice Chairman, investing him with the powers relative to general strategies and the supervision of the implementation of the industrial plan and powers relative to communication, corporate affairs and internal controls, as well as relations with shareholders and institution and Andrea Casaluci as Chief Executive Officer (CEO), investing him with the powers for the operational management of Pirelli.
The Chairman Jiao Jian will be attributed legal representation of the Company and the other powers foreseen in the current Bylaws.
The Board of Directors, in addition, assessed, on the basis of the available information and statements from the interested parties, the existence of the requisites needed of board members to hold the role, in particular, of independence (both in accordance with Legislative Decree 58/1998 and the Code of Corporate Governance for listed companies) of the nine independent directors: Michele Carpinelli, Domenico De Sole, Alberto Bradanini, Fan Xiaohua, Marisa Pappalardo, Grace Tang, Roberto Diacetti, Paola Boromei, Giovanni Lo Storto.
The Board is therefore thus composed: Jiao Jian (Chairman), Marco Tronchetti Provera (Executive Vice Chairman), Andrea Casaluci (Chief Executive Officer), Chen Aihua, Zhang Haitao, Chen Qian, Alberto Bradanini (independent), Michele Carpinelli (independent), Domenico De Sole (independent), Fan Xiaohua (independent), Marisa Pappalardo (independent), Grace Tang (independent), Roberto Diacetti (independent); Paola Boromei (independent) e Giovanni Lo Storto (independet).
The Board, in line with that which was announced to the market on 28 June 2023, instituted the Corporate General Management, entrusting it to Francesco Tanzi.
Board Committees and Supervisory Board
Taking the new composition of the Board into account, the Board itself proceeded to nominate the components of the Board Committees – confirming all previous committees and introducing the Sustainability Committee with a focus on sustainability matters connected with the execution of the company’s activities – which are composed as follows:
- Remuneration Committee: Grace Tang (Chairman), Michele Carpinelli, Paola Boromei, Alberto Bradanin, Chen Aihua;
- Control, Risks and Corporate Governance Committee: Fan Xiaohua (Chairman), Giovanni Lo Storto, Roberto Diacetti, Michele Carpinelli, Chen Aihua;
- Nomination and Succession Committee: Marco Tronchetti Provera (Chairman), Domenico De Sole, Chen Aihua, Zhang Haitao;
- Strategies Committee: Marco Tronchetti Provera (Chairman), Jiao Jian, Andrea Casaluci, Domenico De Sole, Alberto Bradanini, Roberto Diacetti, Chen Qian, Zhang Haitao;
- Related Parties Committee: Marisa Pappalardo (Chairman), Giovanni Lo Storto, Michele Carpinelli;
- Sustainability Committee: Marco Tronchetti Provera (Chairman), Jiao Jian, Andrea Casaluci, Giovanni Lo Storto.
The Board of Directors, with the prior approval of the Board of Statutory Auditors, in conclusion, confirmed Fabio Bocchio as the manager indicated for the preparation of the company accounting documents and Carlo Secchi (Chairman), Antonella Carù and Alberto Bastanzio as components of thesupervisory board, in continuation with the previous mandate which expired together with that Board that had nominated it.