The Audit Board consists of three permanent members and one alternate member, elected by the General Shareholders Meeting, which also elects the Chairman, and none can be a member of the Board of Directors nor be subject to the incompatibilities provided for in Article 414 of the Commercial Companies Code.
All members of the Audit Board comply with the rules of incompatibility pursuant to Article 414-A (1) of the Commercial Companies Code and with the independence criteria provided for in Article 414 (5) of the Commercial Companies Code.
Under Article 414 (5) of the Commercial Companies Code, any member of the Audit Board is considered independent if s/he is not associated with any specific interest group in the company and is not in a situation that might affect his/her exemption from analysis or decision making, namely because s/he:
- is a holder, or is acting on behalf of holders, of qualified shareholdings greater than or equal to 2% of the company’s share capital; or
- has been re-elected for more than two terms, whether or not they are consecutive.
The current members of the Audit Board were elected at the Shareholders' Meeting on 3 May 2023, for a four-year term (2023-2026), ending 31 December 2026.
The Diversity Policy of the Board of Directors and Audit Board, approved by the Board of Directors can be seen here.