Board evaluation

Board evaluation

Since 2011, the Board members have been conducting an annual self-assessment on the functioning of the Board of Directors and its committees as well as their size and composition.

As required by the CG Code, the Board conducts at least once a year, with the preliminary contribution of the Nomination and Corporate Governance Committee, an assessment of the size, composition and functioning of the Board itself and the Board Committees (so called “Board review”). For 2025, the Board decided to carry out this exercise with the support of an external consulting firm of international standing, in order to ensure uniformity in the structure of the process, continuity and consistency for the activities carried out throughout the entire board term.

The 2025 Board review process included the formulation of a detailed questionnaire, addressed to the members of the Board of Directors and the chair of the Board of Statutory Auditors, as well as individual confidential interviews carried out by the independent consultant.

The Board members noted significant progress in the areas for improvement identified the previous year and highlighted the following strengths:

  • the structure and composition of the Board and its Committees;
  • the high quality of the information provided to the Board and Committees, together with the accurate minutes of their meetings;
  • the timely distribution of documentation, enabling thorough preparation, informed discussion and ensuring clearly documented and traceable decisions;
  • a Board culture oriented towards open and transparent dialogue among Directors;
  • the professionalism and strong engagement of the Board in strategic discussions, with a strong and shared risk awareness;
  • a rigorous, open approach with a long-term vision in succession planning.

The 2025 Board Review highlighted some areas for improvement, such as:

  • optimise the management of Board meetings by focusing discussions on long‑term strategic priorities;
  • further refine the balance between oversight and execution, prioritizing discussion and debate at Board level on strategic matters, thereby enhancing relations between the Board and the Committees more effective;
  • promote more rigorous management of confidential information within the Board;
  • continue the ongoing training in specific areas of interest (international strategy, geopolitics, cybersecurity) through dedicated sessions and simulations also dedicated to emergency plans for crisis management;
  • further strengthen the Board culture to enhance cohesion, transparency and trust.