Corporate Governance

The Corporate Governance System of SER Group is based on the key role of the Board of Directors, on the transparency of business decisions, on the effectiveness of the internal control system and on rigorous management of potential conflicts of interest.

The governance system is mainly composed of the following documents:

Corporate bylaws

Ethic Code

Organizational and operational model pursuant to legislative decree 231/2001

All the Company’s Governance documents, including the Group’s Code of Ethics, are subject to continual checks, including with regard to changes to the regulatory context, operating practices and markets, and are periodically monitored by internal bodies to verify their level of compliance.

Board of Directors is the executive body of the company: its approval of periodic financial reports, establishes strategic guidelines, the guidelines of the organizational structure, as well as the corporate governance system, decides on significant transactions, monitors the progress of general operating performances.

Board of Directors of SER is composed of six members, namely: a president, a vice president and four Directors, to which are entrusted the powers of ordinary and extraordinary management of the companies . The current appointment and replacement of the Board are provided in the Corporate bylaws.

Board of Statutory Auditors oversees the compliance with the law, with Corporate bylaws, verified the standards of correct administration the principles of correct administration and monitors the independence of the Independent Auditors.

Board of Statutory Auditors of SER is composed of five members: a president, two acting auditors and two deputy auditors .

Independent auditor carries out audits of financial statements and verifies the proper bookkeeping.