The Board of Statutory Auditors is required to meet at least once every 90 days. Meetings of the Board of Statutory Auditors may be held via teleconferencing or videoconferencing, provided all participants can be identified and are able to follow the proceedings, participate in real time in the discussion of the items on the Agenda and receive, transmit and review documents.
The Chairman of the Board of Statutory Auditors coordinates the activities of this entity and serves as liaison with other corporate bodies involved in the governance of the system of controls. Also during 2022, the Board of Statutory Auditors was invited to attend the meetings of the Compensation Committee, and did so entirely. The Chairman, or other statutory auditor, attended on a regular basis the OB Meetings. In addition, the Statutory Auditors were informed of the calling of the meetings of the Related Party Transactions Committee to which, in 2021, the entire Board of Statutory Auditors took part. Lastly, the exchange of information between the Board of Statutory Auditors and the Control and Risk Committee takes place through the regular attendance of the control body, often in its entirety, at committee meetings, while a representative of the Independent Auditors is invited on a regular basis to attend meetings of the Board of Statutory Auditors to report on the findings of the audits they performed. In addition, usually once a year, the Company’s Board of Statutory Auditors meets with the Boards of Statutory Auditors of the main subsidiaries to exchange information about the Group’s activities.
With reference to the implementation of specific initiatives aimed at providing the Board of Statutory Auditors with adequate knowledge of the business in which the Company operates, the Company’s dynamics and their evolution, as well as the regulatory and self-regulatory framework of reference in 2022, the Board of Statutory Auditors, in addition to taking part in the in-depth analysis carried out during the Board of Directors’ meeting or specific induction sessions on the various issues relating to the business, the Group meets systematically with the Directors of the main corporate functions, who provide, in coordination with the Chief Executive Officer, the in-depth analyses requested by the body, making the relevant supporting documentation available to the Board of Statutory Auditors.
The Board of Statutory Auditors adopted the Code’s recommendation requiring that its members disclose any direct or third-party interest they may have in specific transactions submitted to the Board of Directors. In order to enable the Board of Statutory Auditors to efficiently discharge its duties, a dedicated Company unit that reports to the office of the Secretary to the Board of Directors provides the Board of Statutory Auditors with the necessary support.
