Remuneration of the Board of Directors

Remuneration for the Directors has been determined by the Shareholders’ Meeting as a fixed amount of 15,000 euro per Director (20,000 euro for the Chairman).

The total remuneration amounts for the executive directors also include a variable portion linked to the economic results achieved by the company (MBO).

The executive directors are also beneficiaries of the Performance Share plan, whose implementation is conditional on the pursuit of specific, annual economic-financial performance objectives. Non-executive directors are not beneficiaries of the Performance Share plan. There are no incentive plans based on stock options.

The table below indicates the remuneration paid to members of the Board of Directors in 2022.

Remuneration paid to directors in 2022

Name and surname	Office	Period for which the position was held	Base pay	Compensation for participation in committee	Bonuses and other incentives	Non-monetary benefits	Other compensation	Total	Fair value of equity remuneration
Marina Berlusconi	Chairperson	1 Jan 2022 31 Dec 2022	20,000^a 500,000^b					520,000
Antonio Porro	CEO	1 Jan 2022 31 Dec 2022	115,000^a-b 400,000^c		517,300	5,802.33	200,000^l	1,238,794.33	195,898.68
Alessandro Franzosi	Director	1 Jan 2022 31 Dec 2022	15,000^a-b 400,000^c		247,104	4,876.04	200,000^l	866,980.04	345,974.43
Pier Silvio Berlusconi	Director	1 Jan 2022 31 Dec 2022	15,000^a					15,000
Elena Biffi	Director	1 Jan 2022 31 Dec 2022	15,000^a	20,000^e 20,000^f				55,000
Valentina Casella	Director	1 Jan 2022 31 Dec 2022	15,000^a				15,000^o	30,000
Francesco Currò	Director	1 Jan 2022 31 Dec 2022	15,000^a					15,000
Paola Elisabetta Galbiati	Director	1 Jan 2022 31 Dec 2022	15,000^a	10,000				25,000
Danilo Pellegrino	Director	1 Jan 2022 31 Dec 2022	15,000^a					15,000
Alceo Rapagna	Director	1 Jan 2022 31 Dec 2022	15,000^a	20,000^g				35,000
Angelo Renoldi	Director	1 Jan 2022 31 Dec 2022	15,000^a	25,000^e 10,000^f 25,000^g			20,000ⁱ	95,000
Cristina Rossello	Director	1 Jan 2022 31 Dec 2022	15,000^a	20,000^e 20,000^g				55,000

KEY
a) emoluments approved by the competent bodies
b) compensation for the performance of key roles
c) base salary and/or fixed employee
e) Remuneration and appointments committee
f) Related parties committee
g) Control, Risk and Sustainability Committee
i) remuneration as member of the Supervisory and Oversight Body
l) non-compete agreement for 2022
o) remuneration as Lead Independent Director