Tables

TABLE 1: INFORMATION ON SHAREHOLDING STRUCTURE

Structure of share capitalNo. of shares% of share capitalListed (market) / unlistedRights and obligations
Ordinary shares 53.811.095 100% Listed (on MTA Milan electronic equity market) Each ordinary share attributes the right to one vote

Declarant Direct Shareholder% of ordinary share capital% of voting capital
FÜRSTENBERG SEBASTIEN EGON  La Scogliera S.p.A.:  52,638 52,651  52,651 
Fürstenberg Sebastien Egon: 0,013
INVESCO LIMITED    Invesco Asset Management Limited:  1,539 2,02    2,02   
Invesco Fund Managers Limited:  0,306
Invesco Global Asset Management:  0,153
Invesco Canada Limited:  0.022
SALAMON MARINA Alchimia S.p.A.   2,001 2,001
PREVE RICCARDO  Preve Costruzioni S.p.A. 2,156 2,321  2,321 
Preve Riccardo  0,165
BOSSI GIOVANNI Bossi Giovanni  3,417 3,417 3,417

TABLE 2: STRUCTURE OF THE BOARD OF DIRECTORS AND ITS COMMITTEES 

   Board of Directors     Risk Management and Internal Control CommitteeRemuneration and Appointments Committee
Role Member Year of birthDate of first appointment *In office sinceIn office untilList  (M/m) **Exec. Non exec. Indep. as per Code Indep. as per CFA Number of official posts held ****(*)(**)(*)(**)(*)
Chairman Furstenberg 1950 05/08/1983 2013 2015 M   X     - 19/21     M 05-mag
 
 
Sebastien
Egon
                             
Deputy Chairman
 
Csillaghy
Alessandro
1966 09/05/1995° 2013 2015 M X       - 21/21        
C.E.O.
 
Bossi
Giovanni
1960 09/05/1995 2013 2015 M X       - 21/21        
Director  (LEAD)
 
Benini 
Giuseppe 
1954 30/04/2013 2013 2015 M   X X X - 21/21 P 26/26    
Director
 
Maderna
Francesca
1963 29/04/2010 2013 2015 M   X X X - 20/21 M 26/26 P 05-mag
Director
  
Martin
Andrea 
1950 28/04/2004 2013 2015 M   X     - 20/21 M 21/26    
Director
  
Preve
Riccardo
1951 10/10/2005 2013 2015 M   X     - 20/21        
Director
 
Salamon
Marina
1958 10/10/2005 2013 2015 M   X     1 18/21        
Director
 
Daniele
Santosuosso
1964 30/04/2013 2013 2015 m   X X X - 21/21 M 21/26 M 05-mag
DIRECTORS WHO LEFT DURING THE YEAR 2014                 
Quorum required for the presentation of lists during last appointment: 1%                    
No. of meetings held during the year 2014: BoD: 21 Risk Mgt. and Int. Control Comm.: 26 Comm. for Remun & Appoints: 5             

*   Date of first appointment means the date in which the Director was nominated to the Bank’s Board of Directors for the very first time;

** This column shows the list from which each Director was taken (“M”: majority list; “m”: minority list; ‘BoD’: List presented by the BoD); 

** This column shows M/m according to whether the Member was elected from the list voted by the Majority (M) or by the minority (m);

*** This column shows the number of posts held by the Director or Statutory Auditor in other listed companies on regulated markets, even foreign, in financial companies, banks, insurance companies or very large companies. In the second paragraph of Section 4 the list of these companies for each Director is shown; None of the Directors has a role in Banca IFIS S.p.A.’s only subsidiary.

(*).This column shows the participation of the Directors in the Board of Directors Meetings and the Committee Meetings respectively (shows number of meetings attended over total number of meetings held; e.g. 6/8; 8/8 etc.).

(**).This column shows the role of the Director in the Committee: “P”: President/Chairman; “M”: Member.

°Mr. Alessandro Csillaghy has been the Deputy Chairman of the Bank since 1996.

TABLE 3: STRUCTURE OF THE BOARD OF STATUTORY AUDITORS 

Board of Statutory Auditors         
Role Member 

Year of birth

Date of first appointment*In office sinceIn office untilList**Independence as per the Code*** Number of official posts held****
Chairman Giacomo Bugna  1953 30/04/2013 2013 2015 m X 25/25 -
Standing Auditor Mauro Rovida 1 1949 05/08/1983 2013 2015 M X 25/25 14
Standing Auditor Giovanna Ciriotto  1961 30/04/2013 2013 2015 M X 25/25 -
Alternate Auditor Giacometti Luca  1968 28/04/2004 2013 2015 M X - -
Alternate Auditor Sonia Ferrero  1971 30/04/2013 2013 2015 m X - -
STATUTORY AUDITORS WHO LEFT DURING THE YEAR 2014                  
Number of Meetings held in 2014: 25                  
Quorum required for the presentation of lists by the minority for the election of one or more Members (as per art. 148 TUF): 1%                  

* Date of first appointment means the date in which the Auditor was nominated to the Bank’s Board of Statutory Auditors for the very first time;

* This column shows the list from which each Auditor was taken (“M”: majority list; “m”: minority list). The current composition of the Board of Statutory Auditors was resolved by the AGM of 30 April 2013 for the 3 years 2013/2015 using list voting. 

*** This column shows the participation of the Statutory Auditors to the Board of Statutory Auditors’ Meetings (shows number of meetings attended over total number of meetings held; e.g. 6/8; 8/8 etc.).. 

**** This column shows the number of posts held by the Director or Statutory Auditor as per Art. 148bis CFA. This list of posts is published by Consob on its internet site as per Art. 144quinquiesdecies of Consob’s Issuers’ Regulations. Those Directors or Statutory Auditors with a controlling role in only one company are excluded from this disclosure obligation.

1. Appointed by the AGM of 30 April 2013. 

2. To ascertain independence of the Standing Auditor Mauro Rovida (Auditor in the Bank since 30 April 2002 with a short interruption before Banca IFIS became a Bank), please refer to Section 14 of this report.

3. Alternate Auditor for the 3 years 2010/2012 too.

TABLE 4: NUMBER AND TYPE OF POSTS HELD BY EACH CORPORATE OFFICER IN OTHER COMPANIES AND ENTITIES 

CORPORATE OFFICER TYPE OF ROLE TOTAL POSTS
  Executive roles* Non-executive Directors or non-controlling roles **  
DIRECTORS      
Furstenberg Sebastien Egon 1 - 1
Csillaghy Alessandro 1 - 1
Bossi Giovanni 1 - 1
Benini Giuseppe - 31 31
Maderna Francesca 1 1 2
Martin Andrea    7 7
Preve Riccardo  4 - 4
Salamon Marina 2 4 6
Daniele Santosuosso - - -
STATUTORY AUDITORS      
Giacomo Bugna  - - -
Mauro Rovida  - 14 14
Giovanna Ciriotto  1 7 8
OTHER CORPORATE OFFICERS      
Staccione Alberto - - -

*The following roles are considered ‘executive roles’ as per the Regulation on the number of official posts held by Corporate Officers:

  • Chief Executive Officer;
  • General Manager;
  • Member of the Management Board; 
  • Member of the Executive Committee.

**The Regulations on the number of official posts held by Corporate officers defines ‘Non-executive Directors or non-controlling roles’ as:

  • Member of the Board of Directors without powers of attorney;
  • Alternate Auditor to the Board of Statutory Auditors;
  • Member of the Surveillance Committee.

Last updated on 2015-03-16