The Board assessment process focuses on the role, size, composition and functioning of the Board of Directors and the committees. It is conducted with the assistance of an independent expert for greater impartiality.
An internal regulation approved by the Board of Directors formalizes the steps in the process to create a standardized assessment over the years for more comparable results.
A three-step process
The Board assessment process is compliant with regulatory requirements (EBA guidelines on internal governance, EBA/ESMA guidelines on the assessment of the suitability of members of the management body and the EBC Guide to fit and proper assessments) and the Code of Conduct.
In 2020 the following positive aspects emerged in particular from the self-assessment process:
- the individual and collective composition (in terms of size, capabilities, background, diversity – including in terms of gender – and number of independent members;
- the functioning of the Board itself, which was adjudged to be very positive.
In particular, the following points emerged:
- flow of information ahead of the meetings, documentation on risks facing company and risk controls, and segmentation of budget and closing data by business line, all held to be satisfactory
- Board members were appreciative of the ways in which the Chairman informs, directs and stimulates the discussions in the Board meetings and of the leadership shown by him;
- Board members were satisfied at the work done by the Board in terms of the number and duration, level of debate and minutes of the meetings and the induction and training programme;
- the participation of the heads of the control units and the Group’s main business areas in Board and induction and training meetings was appreciated
Areas for improvement:
- more space for debating business issues in the Board agenda
- more indepth analysis of organizational profiles, including with reference to the adequacy of skills
- complement the RAF, ICAAP/ILAAP and dashboard presentations with more substantial analysis of possible problems in operations and solutions for them