Board of Directors
With the approval of the new Articles of Association, the Board’s composition has been streamlined to provide for a maximum of fifteen members, at least one-third of whom must be women and one-third independent.
Mediobanca’s tireless efforts at improving its governance are well reflected in the changes made to the composition of the Board of Directors, the governing body with responsibility for the Group’s strategic supervision.
The current Board of Directors, appointed on 28 October 2017, reflects the shift in this direction with a total of 13 members (*), compared to eighteen members in the previous term of office, one-third of who are women and half of who qualify as independent according to the definition provided in Article 19 of the Articles of Association, plus two Directors appointed by minority shareholders.
(*) Following the resignation of César Alierta on 8 March 2018 and Massimo Tononi on 25 July 2018.
BOARD OF DIRECTORS: MEMBERS
HOW THE BOARD OF DIRECTORS HAS CHANGED
| PREVIOUS TERM | CURRENT TERM | AVG. FTSE MIB COMPANIES* | |
| No. of directors | 18 | 13 (1) | 12,8 |
| Directors appointed from minority shareholders | 1 | 2 | 2,3 |
| No. of women directors (%) | 33% | 33% | 30,3%** |
| No. of independent directors (%) *** | 44% | 53% | 48,4% |
| Average age of directors | 59 | 58 | 59,3 |
| Executive Chairman | No | No | - |
(1) Following the resignation of César Alierta on 8 March 2018 and Massimo Tononi on 25 July 2018.
* Source: Assonime – “Emittenti Titoli, La Corporate Governance in Italia: autodisciplina, remunerazioni e comply-or-explain”, 2017. The 2017 survey covers the 221 Italian companies listed as at 31 December 2016, whose annual statements on corporate governance and ownership structure were available on 15 July 2017.
** Consob: “Report on corporate governance of Italian listed companies”, December 2017.
*** Pursuant to Article 19 of the Articles of Association.