WHO WE ARE OUR ESSENCE NEWS WORK WITH US CONTACTS Governance By-laws The By-laws regulates the terms, essential principles, rules of organization and functioning of the Company. e-Novia S.p.A. By-laws as amended on the 3rd of December 2020. Board of Directors The Board of Directors, appointed by Shareholders’ Meeting on the 25th of June 2020, consists of eleven Directors in accordance with the current Shareholders’ Agreements and with the By-laws. The current Board of of Directors was appointed by the Shareholders’ Meeting on the 29th of June 2021 and will remain in office until the approval of the Financial Statement for the year ending 31 December 2023. Composition Name Role Michele Scannavini Chairman Vincenzo Costanzo Russi CEO Ivo Emanuele Francesco Boniolo Director – Executive Emanuela Maria Caligaris Director – Executive Cristiano Spelta Director – Executive Giuseppe Andreano Director Ervino Riccobon Director Sandrino Catani Director Marco Costaguta Director Roberto De Miranda Director Giovanni Fassi Director Board of Statutory Auditors The Board of Statutory Auditors supervises compliance with the law and the By-laws and the observance of the principles of sound management. The current Board of Auditors was appointed by the Shareholders’ Meeting on the 25th of June 2020 and will remain in office for a period of three fiscal years, until the approval of the Financial Statement for the year ending 31 December 2022. Composition Name Role Paola Mignani President Mara Losi Standing auditor Andrea Tavecchio Standing auditor Gianluca Panizza Alternate auditor Francesco Stancampiano Alternate auditor Board Committees The Board of Directors of e-Novia S.p.A., in accordance with the By-laws and the Shareholders’ Agreements, may set up internal commissions or commitees with consultative, investigative or proposal-making functions, determine their duties, powers, remuneration and, when necessary, adopt a regulation for their functioning. By resolution of the Board of Directors dated 26th of April 2017, e-Novia S.p.A. established the following Committees, defining their duties and powers, the number of members and the rules for their functioning. Remuneration Committee: with consultative, investigative and proposal functions in relation to the remuneration policies of the Company; and Investment Committee: which supports the Board of Directors in relation to (industrial, strategic, and financial) investments aimed to develop intellectual property and to the enhancement of the Company’s shareholdings. Statutory audit Statutory auditing of accounts is currently entrusted to the audit firm EY S.p.A. 231 Model e-Novia S.p.A. adopted, by resolution of the Board of Directors dated 22nd of February 2018, the Organisation, Management and Control model pursuant to Legislative Decree no. 231/2001 and the Code of Ethics, in order to prevent and monitor the risk that offences contemplated by Legislative Decree no. 231/2001 might be committed, additionally to a structured and organic system of control procedures already existing within the company. e-Novia S.p.A. is aware that the adoption and effective implementation of the Organisation, management and control model represents a necessary integration to the Governance rules and intends to revise it in case the need arises and in order to comply with any amendments of the applicable laws. The above documents have been updated on 27th May 2021 upon approval of the Board of Directors. Code of Ethics Organisation, management and control Model pursuant to Legislative Decree no. 231/2001 – General Section Company e-Novia S.p.A. 2018 Milano - IT n. REA MI-1980598 PUBLIC FUNDS GOVERNANCE Contact Via San Martino 12, Milan 20122, Italy +39 02 4590 2000 info@e-novia.it Social P.IVA 07763770968 Capitale sociale €166.917,99 i.v. PMI innovativa iscritta nella sezione speciale del Registro delle Imprese TERMS AND CONDITIONS COOKIES PRIVACY Developed by Noonic E-Novia only uses technical cookies. To find out more, please click here Ok