Board of Directors

The Board of Director, appointed by the General Shareholders Meeting on June 27, 2018, consists of fifteen members and will remain in office until the approval of the Financial Statement 31.12.2020.The Board is invested with all the most wide ranging powers for the ordinary and extraordi­nary management of the company.

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Governance System

Cologno Monzese, 17.01.2011

The expression "corporate governance" designates those rules and procedures which, together, embody the system for managing and controlling companies. These rules are aimed at ensuring that management is dependable and that a fair balance is struck between managerial power and the interests of the shareholders and stakeholders.
Broadly speaking, the system of corporate governance in the Mediaset Group - a system modelled on the principles drawn up by the corporate governance committee of Borsa Italiana ("Corporate Governance Code") - is based on the central role of the Board of Directors, the transparency of management decisions, the effectiveness of the internal control system, and a rigorous approach to potential conflicts of interest.
Mediaset has put in place the traditional administration and controls system made up of the following company bodies: the Shareholders' Meeting, the Board of Directors, the Executive Committee e the Board of Statutory Auditors. The accounting controls, in accordance with the relative legislative measures that are currently in force regarding these matters, are assigned to an Audit Firm that is inscribed in the special register established by law. The Board of Directors has set up, among its own members, three committees with prosing and consulting functions: the Compensation Committee, the Control and Risk Committee e the Governance and Appointments Committee. The powers and functional methodologies of the Company bodies and Committees are governed by Law, by the Company Bylaws and by the resolutions passed by the competent bodies.
All of the corporate government mechanisms of the Company are subject to continual scrutiny and assessment with regard to changes in the regulatory framework, in trading practices, and in markets, and they are periodically monitored by in-house units to ascertain their level of application.
 

Company Bylaws

The Bylaws define the primary characteristics of the company as well as its primary rules of  functioning. It describes the governance system adopted by the company and also outlines the fundamental criteria for the composition and division of the...

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Code of corporate governance

The Board of Directors of Mediaset S.p.A., from March 2000, decided to put in place the measures contained in the Corporate Governance Code issued by Borsa Italiana (available on the website www.borsaitaliana.it).

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Report on Corporate Governance

The annual Report on Corporate Governance and the ownership structure provides a general and complete overview of the corporate governance system adopted by Mediaset S.p.A. In accordance with applicable laws and regulations and taking into account the guidelines and recommendations of Borsa Italiana...

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Mediaset in borsa:

Shareholders' Meeting

General Shareholders' Meeting
18 aprile 2019
Viale Europa, 46
Cologno Monzese

The Shareholders of Mediaset S.p.A. (ticker MS), holders of ordinary shares (ISIN IT0001063210-Sedol 5077946) or possibly holders of ADR (CUSIP 584469407) are called on to take part in the Ordinary and Extraordinary Shareholders Meeting, in Cologno Monzese (MI), Viale Europa n. 46, on Thursday 18 April 2019, at 10:00 am. in a single call to resolve on the following

Agenda
Ordinary Part

A.  Financial Statements at 31 December 2018
1. Approval of the Financial Statements at 31 December 2018 and allocation of profit for the year; Report on Operations and the Reports of the Independent Auditors and the Board of Statutory Auditors; Presentation of the Consolidated Financial Statements at 31 December 2018; Presentation of the Consolidated Non-Financial Statement at 31 December 2018; Relative resolutions.

B. Compensation Report, pursuant to article 123-ter of Italian Legislative Decree 58/1998
2. Compensation Report, pursuant to article 123-ter of Italian Legislative Decree no. 58/1998; Advisory Vote on Compensation Policy.

C. Authorisation for the Board of Directors to purchase and dispose of treasury shares
3. Authorisation for the Board of Directors to purchase and dispose of treasury shares, also to service stock option plans and other share-based medium-long term incentive and retention plans; related resolutions.

Extraordinary Part

D. Proposal to amend article 7 of the Company Bylaws
4. Amendment to article 7 of the Bylaws concerning vote majority pursuant to article 127-quinquies of Legislative Decree 58 of 24 February 1998.

Download Notice of convocation of the General Meeting  

CONTACTS

Emanuela Bianchi

Head of Corporate Affairs
tel:   +39 02 25149588 - Fax: +39 02 25149590
E-mail emanuela.bianchi@mediaset.it - direzione.affarisocietari@mediaset.it

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