The Nominations Committee is responsible for assisting the Board of Directors by providing it with advice. In this regard, the Nominations Committee has the following role:
- to advise the Board on the size and composition of the Board itself;
- to make recommendations to the Board regarding the appropriate professional expertise that members of the Board ought to possess;
- to make recommendations to the Board of Directors regarding the maximum number of positions as directors or statutory auditors in companies listed in Italy, or abroad, that Directors of the Company may hold in financial, banking and insurance companies, or in any other large companies, such that these positions are compatible with the effective performance of their duties as a Director of the Company;
- to make recommendations to the Board of Directors regarding any issues relating to the application of the non-competition restrictions for Directors imposed by art. 2390 of the Italian Civil Code;
- to recommend candidates for the post of Director to the Board of Directors in the event of co-optation, when it is necessary to replace an independent Director;
- to express an opinion on compliance with the “Guidelines for the nomination of members of the corporate bodies of strategically important companies”, regarding proposed appointments, by the Company’s Chief Executive Officer, of chairpersons, executive directors and external, non-executive Directors an Statutory Auditors.