Governance system | Mondadori

Mondadori has adopted a traditional administration and control model, comprising a Board of Directors and a Board of Statutory Auditors appointed by the Shareholders’ Meeting.
Mondadori has also identified the Code of Conduct issued by Borsa Italiana S.p.A. as its benchmark in defining its own governance system.

Shareholders meeting

Board of Statutory AuditorsChairman, two standing statutory auditors, three substitute auditors

External auditors

Board of Directors
Chairman

Management Committee

Chief Executive OfficerThree executive directors, nine non-executive directors, of which five independent.

Remuneration and Appointments CommitteeThree non-executive directors of which two independent, including the Chairman

Control, Risk and Sustainability CommitteeThree non-executive directors of which two independent, including the Chairman

Related-Party CommitteeThree non-executive and independent directors

Director in charge of establishing and maintaining the internal control and risk management systemChief Executive Officer

Manager in Charge of Financial ReportingCFO appointed by the Board after consulting with the Board of Statutory Auditors

Head of Internal Audit

Supervisory and Oversight BodyCollective body appointed by the Board of Directors