In order to implement the recommendations of the Italian Corporate Governance Code, as well as to optimize its own work, the Board of Directors set up within itself an Internal Control Committee (since 2012 Control and Risk Committee) and a Compensation Committee (since 2014 Nomination and Compensation Committee) as early as January 2000. These two Committees were endowed with the task of carrying out preparatory work for the purpose of making proposals and providing advice with reference to issues that are sensitive and source of possible conflicts of interest. In addition to such Committees, the Board of Directors set up within itself a Related Parties Committee in November 2010, which was entrusted with the tasks provided for by the relevant Consob regulation and by the procedure for transactions with related parties adopted by the same Board of Directors in November 2010.
In May 2011, the Board of Directors set up within itself a Corporate Governance Committee endowed with the task of carrying out preparatory work for the purpose of making proposals and providing advice on this matter; it was also entrusted with the duty of monitoring corporate governance procedures and rules adopted by Enel and providing recommendations for changes, where necessary, in order to align their contents with national and international best practices, taking into account changes of applicable laws and regulations.
In February 2016 specific tasks in sustainability were assigned to the Corporate Governance Committee, which therefore changed its name to “Corporate Governance and Sustainability Committee.”
In order to allow independent Directors to share more thoroughly the matters discussed by the various Board Committees while ensuring at the same time an orderly conduct of the Committees’ activities, in 2019 the Board of Directors adopted a suitable procedure to regulate the participation of independent Directors in Committees’ meetings of which they are not members.
Last update: November 9, 2023