The governance system adopted by SNAITECH is organized on the basis of traditional principles and is in compliance with currently effective norms as well as the highest standards of the sector.
The corporate governance system of SNAITECH is rooted in three corporate bodies which subdivide the relative responsibilities and duties: the Shareholders’ Meeting, the Board of Directors, the Board of Statutory Auditors.
The Shareholders' Meeting is the collective Body that expresses the wishes of the Shareholders and resolves on:
- the approval of the financial statements;
- the appointment and revocation from office of Directors and Auditors and, if applicable, the appointed auditor of the accounts;
- the determination of the fees of the Directors and Auditors;
- the liability of the Directors and Auditors;
- the approval of any regulations governing meeting events;
- amendments to the Articles of Association;
- all other matters specifically assigned it by the law.
Board of Directors
The Directors currently holding office are 7 appointed by the Shareholders’ meeting of 18 July 2018, until the approval of Financial Statement as at December 31, 2020.
The Board of Directors is entrusted with the broadest powers for the ordinary and extraordinary administration of the Company and specifically:
- it evaluates the organisational, administrative and accounting structure of the Company;
- it analyses and approves the draft statutory and consolidated financial statements;
- it examines the Company's strategic, industrial and financial plans;
- it evaluates the general operational performance;
- it can appoint the General Manager, defining all relevant tasks and determining the related remuneration;
- it appoints and revokes the manager appointed to prepare the Company's accounting documents, having first sought the compulsory opinion of the Board of Auditors.
- Moran Weizer (Chairman of the Board of Directors)
- Fabio Schiavolin (Chief Executive Officer)
- Andrew James Smith (Director)
- Andrea Nappa (Independent Director)
- Raffaella Viscardi (Independent Director)
- Chiara Palmieri (Independent Director)
- Mara Vanzetta (Independent Director)
Chairman of the Board and Chief Executive Officer
Chairman of the Board of Directors
Through a resolution passed on 18 July 2018 the Board of Directors appointed Mr. Moran Weizer as Chairman of the Board of Directors. The Chairman of the Board of Directors is vested with the legal representation of the Company in accordance with the by-laws.
Chief Executive Officer
Through a resolution passed on 18 July 2018, the Board of Directors confirmed Mr. Fabio Schiavolin as Managing Director. The Managing Director, as the Company’s chief executive officer, is vested with legal representation of the Company as provided under the by-laws, as well as all prerogatives and powers useful for managing the Company such that he may oversee the corporate management in the context of such prerogatives and powers and in accordance with the general, planning and strategic guidelines established by the Board of Directors.
Board of Statutory Auditors
This was apponited by the Shareholders’ Meeting on 26.05.2017
Term of office: until approval of the financial statements for the year ended on 31.12.2019
Amongst its other tasks, the Board of Statutory Auditors is required to evaluate the internal audits designed to monitor the reliability objectives of the Company information system and to monitor risks. As the party appointed to monitor the suitability of the Company's internal control system, it works closely with both the Auditing company and with all structures/entities appointed to internal controls.
- Angelo Miglietta (Chairman);
- Maria Teresa Salerno (Statutory auditor);
- Massimo Gallina (Statutory auditor);
- Elena Albertoni (Alternate auditor);
- Raffaella Guatri (Alternate auditor)
This was appointed by the Board of Directors on 05.08.2019.
The Supervisory Board:
The supervisory body: supervises the functioning and compliance with the Organization, Management and Control Model (" MOGC ") within the Company and ensures its constant updating both with reference to changes in the company and with reference to regulatory actions occurred.
- Marco Dell’Antonia (Chairman)
- Iole Anna Savini (Member)
- Tiziana Panelli (Member)
This was appointed by the shareholders’ meeting- on the grounded proposal of the Board of Statutory Auditors – on 12.06.2019. It shall remain in office for three years (from 2019-2021)standing down from office on the date on which the financial statements for the year ended on 31.12.2021 are approved.
The Audit Company carries out the regulatory audit of the Company’s accounts.
Name. BDO Italia S.p.A.