Acea for World Energy Saving Day
The current Board of Directors was appointed by the Annual General Meeting on 18 April 2023 and will remain in office until the approval of the 2025 Financial Statements. Barbara Marinali was confirmed as Chairperson of the Board of Directors.
The Board of Directors' meeting held on 3 May 2023 appointed Fabrizio Palermo as the Company’s Chief Executive Officer and General Manager.
The Board of Directors is elected by the Annual General Meeting using the vote by slate system. The method adopted to select the directors is able to guarantee gender representation, the appointment of a sufficient number of directors representing minority groups and a number of independent directors that complies with legal requirements.
The extraordinary session of the AGM held on 18 April 2023 amended Article 15 of the Articles of Association, with a view to expanding the Board’s composition, providing for no less than 7 and no more than 13 members, so as to enhance the articulation of offices and roles within the management body, also taking into account the need to ensure an efficient performance of administrative duties, management supervision and balanced composition of internal board committees.
The AGM held on 18 April 2023 determined at thirteen the number of Board Directors, who will remain in office for three financial years and, therefore, until the approval of the FY2025 financial statements.
At the present time, the Board is made up of 13 members.
The role and powers of the Board of Directors
The responsibilities of the Board of Directors particularly comprise:
In particular, during FY2023 the Board of Directors:
For further details on the work performed by the Board of Directors, reference is made to the 2023 Report on Corporate Governance and the Ownership Structure.
On 14 December 2023, the Board of Directors resolved to carry out an assessment ("Board Review") of its size, composition and functioning, as well as its Committees, for the three years of its board mandate, using the support of an independent external consultant.
The Board Review is divided into three phases during the course of the three-year period and it is completed with the self-assessment process, verifying the efficiency and effectiveness of the Board of Directors and the Committees, as well as compliance with regard to legislative and regulatory provisions, via the use of questionnaires and follow-up interviews with Board members.
For further details on the Board Review process and results, reference is made to the 2023 Report on Corporate Governance and the Ownership Structure.
Members of the Board of Directors |
Office |
Board of Directors |
Committee Control and Risks |
Appointment and Remuneration |
Ethics, Sustainability and Inclusion Committee |
---|---|---|---|---|---|
Barbara Marinali |
Chairperson |
16/16 |
|
|
|
Fabrizio Palermo |
CEO/DG |
16/16 |
|
||
Antonella Rosa Bianchessi |
Director |
16/16 |
|
|
7/7 |
Alessandro Caltagirone |
Director |
11/16 |
|
|
|
Massimiliano Capece Minutolo del Sasso |
Director |
12/16 |
8/8 |
9/9 |
6/7 |
|
Director |
16/16 |
8/8 |
|
|
|
Director |
16/16 |
8/8 |
7/7 |
|
|
Director |
14/16 |
6/7 |
||
|
Director |
3/3 |
1/1 |
||
|
Director |
16/16 |
9/9 |
||
|
Director |
15/16 |
8/8 |
||
|
Director |
16/16 |
8/9 |
7/7 |
|
|
Director |
15/16 |
7/9 |
*The table only considers the Board of Directors currently in office, as elected by the AGM on 18 April 2023.
For information concerning directors in office prior to 18 April 2023, reference is made to the 2023 Report on Corporate Governance and Ownership Structure.
Members of the Board of Directors |
Office |
Board of Directors |
---|---|---|
Thomas Devedjian |
Director |
8/12 |
Surname and name |
Office |
Holding company |
Number of shares owned at 31/12/2022 |
Number of shares purchased |
Number of shares sold | Number of shares owned at 31/12/2023 |
---|---|---|---|---|---|---|
Massimiliano Capece Minutolo Del Sasso |
Director |
Cogeim S.r.l. |
0 |
12.758 |
0 |
12.758 |
Number of executives with strategic responsibilities |
Holding company |
Number of shares owned at 31/12/2022 |
Number of shares purchased |
Number of shares sold |
Number of shares owned at 31/12/2023 |
---|---|---|---|---|---|
None |
- |
- |
- |
- |
- |
No other managers with strategic responsibilities own shares in Acea S.p.A. or its subsidiaries.
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