Enav SpA (2): BoD appoints Igor De Biasio as CEO
For the first time under the chairmanship of Sandro Pappalardo
The Board of Directors of ENAV SpA, appointed by the Shareholders’ Meeting held today (see AVIONEWS), met for the first time under the chairmanship of Sandro Pappalardo and appointed Igor De Biasio as Chief Executive Officer, granting him all powers relating to the ordinary and extraordinary management of the Company, with the exception of specific matters reserved to the Board, in addition to those that cannot be delegated pursuant to law and the Company’s By-laws. The Board of Directors assigned to the Chairman the task of overseeing the activities of the audit function, without prejudice to the prerogatives of the other parties involved in the internal control and risk management system.
Based on the declarations made by the Directors and the information available to the Company, the Board of Directors verified that all Directors meet the requirements of integrity and professionalism and that there are no causes of ineligibility, incompatibility and/or forfeiture, as required by law and the Company’s By-laws.
The Board of Directors also verified that all non-executive Directors meet the independence requirements established by law, the By-laws and the Corporate Governance Code. For this purpose, the Board took into account the quantitative criteria adopted by the Company to assess the significance of any commercial, financial or professional relationships and/or any additional remuneration – referred to in letters c) and d) of Recommendation 7 of the Corporate Governance Code – that could compromise a Director’s independence, as set out in the “Policy on the criteria and procedure for assessing the independence of ENAV S.p.A. Directors”, available on the Company’s website www.enav.it.
With reference to the Chairman of the Board of Directors, Sandro Pappalardo, and in particular to the position currently held by him as Director of ITA Airways SpA and previously held over the last three financial years in ENIT SpA, companies under the common control of the Ministry of Economy and Finance together with ENAV, the Board assessed that the position held in ENIT SpA is not relevant for the purposes of Recommendation 7 of the Corporate Governance Code, as it was non-executive, and that the position held in ITA Airways SpA, from a substantive perspective, is not capable of compromising his independence pursuant to Article 148 of the Consolidated Law on Finance, also taking into account the absence of management and coordination activities by the Ministry of Economy and Finance, the particular structure of the agreements among the current shareholders of ITA Airways SpA (also from a prospective perspective), and, lastly, the interpretation of Article 148 of the Consolidated Law on Finance contained in Article 13, paragraph 1-bis, of Decree-Law No. 95/2025 converted into Law No. 118/2025.
The Board of Directors also assessed, with reference to Directors Antonella Ballone and Stella Mele, again from a substantive perspective and for reasons similar to those outlined above, that the positions respectively held in ITA Airways SpA and Istituto Poligrafico e Zecca dello Stato SpA (a company wholly owned by the Ministry of Economy and Finance) are not capable of compromising their independence pursuant to Article 148 of the Consolidated Law on Finance.
The Board of Statutory Auditors positively verified the criteria adopted by the Board of Directors for the above assessments.
The Board of Directors will proceed, at a future meeting, with the reconstitution of its internal board committees.
The professional profiles of the members of the Board of Directors are available on the Company’s website www.enav.it.
AVIONEWS - World Aeronautical Press Agency