Corporate Governance

• President: Enrico Postacchini
• Members: Nazareno Ventola, Monica Biccari, Annarita Bove, Claudia Bugno, Giada Grandi, Francesco Minnetti, Carlo Schiavone, Valerio Veronesi.

On April 29, 2025, the Shareholders' Meeting appointed a new Board of Directors with a mandate up to the Shareholders' Meeting for the approval of the financial statements at December 31, 2027 made up of nine members. Its composition complies with laws and regulations in force for listed companies with regard to the number of independent directors pursuant to Articles 147-ter, paragraph 4, and 148, paragraph 3, of the CFA. In light of this Shareholders' Meeting resolution, the composition of the Company's Board of Directors is:

Enrico Postacchini

• Appointed as: President
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Non-executive Director

Nazareno Ventola

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Executive Director

Monica Biccari

• Appointed as: Board Member
• • Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Independent and non-executive Director

Annarita Bove

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Independent and non-executive Director

Claudia Bugno

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Independent and non-executive Director

Giada Grandi

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Non-executive Director

Francesco Minnetti

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Independent and non-executive Director

Carlo Schiavone

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Independent and non-executive Director

Valerio Veronesi

• Appointed as: Board Member
• Appointment by the Shareholders' Committee on the April 29, 2025 – the mandate duration is three years and therefore until the approval of the financial statements at December 31, 2027
• Effective date of the appointment: April, 29 2025
• Curriculum Vitae
• Non-executive Director

The Board of Auditors is composed as follows:

• President: Andrea Alessandri (Curriculum Vitae), appointed by MEF
• Statutory Auditors: Olivo Vittorio Calselli (Curriculum Vitae), Annalisa Ghelfi (Curriculum Vitae), appointed by MIT
• Deputy Statutory Auditors: Federica Nannucci (Curriculum Vitae)

The three-year term appointment will expire on the approval date of financial statements at December 31, 2027.

Remuneration Committee

The Remuneration Committee is a body that provides consultation and recommendations with the main aim of formulating proposals to the Board of Directors for the definition of the remuneration policy for Directors and Senior Executives.

The duties referred to in Article 5 of the Corporate Governance Code are within the remit of the Remuneration Committee and, specifically, it: a) makes proposals to the Board of Directors regarding the Company's policy on the remuneration of Directors and Senior Executives in accordance with the recommendations of the Corporate Governance Code; b) periodically evaluate the adequacy, the overall compliance and the application of the remuneration policy of Directors and Senior Executives, utilising for this latter issue the information provided by the Chief Executive Officers; draws up for the Board of Directors related proposals; c) Presents proposals or expresses opinions to the Board of Directors on the remuneration of Executive Directors and other Senior Directors, as well as on the setting of performance objectives linked to this remuneration's variable component; it monitors the application of decisions adopted by the Board and checks, in particular, the actual achievement of performance objectives.

The Board of Directors appointed on May 15, 2025 as members of the Remuneration Committee the Non-Executive and Independent Directors Monica Biccari and Claudia Bugno. The latter also held the role of Chairperson of the Committee. The Committee was completed by Ms. Giada Grandi, Non-Executive Director.

Control and Risk and Sustainability Committee

The Control and Risks Committee has consultative and proposal functions, with, according to Article 6, recommendation 35 of the new Corporate Governance Code, the duty to support, through appropriate investigative activity, the assessments and decisions of the Board of Directors regarding the internal control and risk management system, in addition to the relative approval of the periodic financial reports and the management of risks from prejudicial events of which the Board has become aware. On March 15, 2021 with a decision of the Board of Directors, the existing Committee was charged of further tasks focused on sustainability, appointing it Control and Risks and Sustainability Committee.

In accordance with Article 3, recommendation 17 of the new Corporate Governance Code, for the purposes of exercising its obligations, the Control and Risk and Sustainability Committee shall be granted access to all necessary information and organizational functions.

The Board of Directors appointed on May 15, 2025 as members of the Control and Risks and Sustainability Committee the Non-Executive and Independent Directors Claudia Bugno and Monica Biccari. The latter also held the role of Chairperson of the Committee. The Committee was completed by Ms. Giada Grandi, Non-Executive Director.

The appointed Auditing Firm for the statutory audit of the accounts for the years 2024-2032 is PricewaterhouseCoopers Spa, with legal offices in Milan, Piazza Tre Torri n.2, authorised and regulated by the Ministry for the Economy and the Finance and enrolled in the Auditors Register under such Ministry.

Subsidiary companies

• Fast Freight Marconi S.p.A.: 100%
• TAG Bologna S.r.l.: 100%
• Bologna Welcome Srl: 10%
• Consorzio Energia Fiera District: 7,14%
• Urban V SpA: 5%
• CAF dell'Industria Spa: 0,07%