Outgoing president Salvatore Rossi will lead the coordination for the composition of the list of names for the renewal of Tim’s board of directors which will be designated at the April meeting. This is the decision of the board of directors which took place today and which gave birth to the guidelines for its renewal. In view of the renewal, in compliance with the recommendations of the Corporate Governance Code of Borsa Italiana, the Board of Directors first formulated its opinion on the size and composition of the new Board. It was already known that the board of directors led by CEO Pietro Labriola had in mind a reduction in the number of directors from 15 to 9.
Containment of corporate governance costs
And in fact Tim’s statement states that “the board deems it appropriate, also in light of the results of the Board Review, to reduce the number of its members compared to the current one of fifteen with the current practice in various large listed companies with the opportunity to contain the out-of-pocket costs of corporate governance. In particular, in consideration of the prospective evolution of the company’s activity and its business perimeter following the execution of the Delayering Plan, the appointment of a board of nine members appears appropriate”. An appropriate choice given that, if the plan to unbundle the network, widely supported by the government which will have a 20% stake in the new infrastructure company, goes through, Tim would become a services company (fixed and mobile) with a subsidiary in Brazil .
The board of directors’ list against that of Vivendi
And therefore, the press release continues, “to give continuity to the actions underway in a very delicate and unique passage of change in the corporate reality, the board of directors has unanimously decided to make use of the right to present its own list which aims to be a majority , as already happened during the previous renewal”. And most likely this list will go to clash with what others could propose or, more likely, just support, the majority shareholder Vivendi (23.7%). The French group, up until now, has done very little to avoid the sale of the network given that, given Tim’s high debt, the operation now appears to be an obligatory choice.
Coordination to the president Salvatore Rossi
The list will be prepared through a specific procedure (available on the website www.gruppotim.it) in line with the guidelines expressed by the Supervisory Authority and with best practices. “The process will go through an initial phase of survey of the shareholders and market representatives, having exclusively as its object the qualitative and quantitative profiles of the composition of the Board, in line with the engagement policy of the company, to proceed, first, with the definition of these profiles and the drafting of an initial and extensive list of possible candidates and, finally, of a short-list, with the technical support of an executive search consultant. The coordination of the activities was entrusted to the president Salvatore Rossi, as an independent and impartial figure who has already communicated that he does not wish to stand again”.