Milan, 24 May 2023 – The Board of Directors of MAIRE S.p.A. met today and accepted the resignation of independent non-executive director Francesca Isgrò from her positions as member of the Remuneration Committee and Lead Independent Director of the Company, due to new upcoming professional commitments that are incompatible with her continued presence on the board. The board, given that there were no remaining unelected candidates belonging to the list from which she was drawn, co-opted Isabella Nova (Executive Vice Rector of Milan Politecnico) as MAIRE’s new non-executive director, pursuant to art. 2386 of the Italian Civil Code and art. 14 of the Articles of Association, with the approval of the Board of Statutory Auditors.
The Board of Directors and the Board of Statutory Auditors of the company thank Francesca Isgrò for the work carried out and for her contribution, and welcome new board member Isabella Nova.
Isabella Nova will remain in office, in accordance with the law, until the next shareholder’s meeting of the company. The Board of Directors has evaluated, based on the available information and the statements made, and has confirmed that Isabella Nova possesses the requirements pursuant to the current legislation and regulations, and to MAIRE’s Articles of Association, to hold the office of Director of the Company, as well as - taking into account what is stated in Recommendation 7 of the Corporate Governance Code ("Code") and the quantitative-qualitative criteria defined by the Board of Directors in implementation of the same recommendation - the existence of the independence requirements established by law and the Code, belonging to the same.
To date, Francesca Isgrò and Isabella Nova do not hold ordinary shares of MAIRE S.p.A.
It should also be noted that, following the termination of the offices held, Francesca Isgrò is not entitled to any indemnities or other benefits, with the exception of the payment of the pro-rata temporis emoluments due to the same for the offices held and the eventual reimbursement of expenses due.
The curriculum vitae of Isabella Nova is available on the Company's website (www.mairetecnimont.com), section "Governance" - "Governance Model" - "Board of Directors".