The shareholders of Juventus Football Club SpA (“Juventus” or the “Company”) met today in Turin for an Annual General Meeting chaired by Andrea Agnelli, and appointed the new Board of Directors. At the end of the General Assembly, Juventus held a meeting of the Board of Directors, to deliberate, among other things, on the appointment of corporate positions and the attribution of powers to directors, as well as the appointment of members of internal committees.
Resolutions of the General Meeting
The Shareholders’ Meeting resolved upon the appointment of the new Board of Directors, which will remain in office until the date of the Shareholders’ Meeting convened for the approval of the financial statements as at 30 June 2025 and set at 5 the number of members of the Board of Directors. On the basis of the only slate of candidates submitted by the shareholder EXOR N.V., which holds 63.8% of Juventus’ share capital, the following directors have been appointed:
The General Meeting deliberated on the appointment of the new Board of Directors, which will remain in office until the date of the General Meeting called for the approval of the financial statements, on June 30, 2025, and set the number of members of the Board of Directors at five. . Based on the only list of candidates submitted by the shareholder EXOR NV, which owns 63.8% of the share capital of Juventus, the following directors were appointed:
– Fioranna Vittoria Negri;
The percentage of votes in favor of such appointment was equal to 86.890656% of the total voting rights and 99.985026% of the total voting rights represented by the shareholders present at the meeting.
Directors Fioranna Vittoria Negri and Laura Cappiello declared that they meet the independence requirements set forth in article 148, paragraph 3, of Italian Legislative Decree 58/1998 (the “Consolidated Financial Law”), referred to in article 147-ter, paragraph 4, of the Law Consolidated Financial Statements, and the Corporate Governance Code approved by the Corporate Governance Committee (the “Corporate Governance Code”). Directors’ resumes are available on the Company’s website (www.juventus.com, section Club, Corporate Governance, Management and Control Bodies).
Based on the statements provided, the directors do not own shares in the Company on the date of their appointment. The General Meeting also decided to allocate, pro rata temporis, an annual gross remuneration to each director in the amount of 40,000 euros, plus the reimbursement of current expenses incurred, without prejudice to the provisions of article 2389(3) of the Italian Civil Code .
Resolutions of the Board of Directors
After the Shareholders’ Meeting, Juventus held a meeting of the Board of Directors which, among other things, appointed Gianluca Ferrero as President and Maurizio Scanavino – who today ceased to act as General Manager (“Direttore Generale”) – as CEO.
After evaluating, based on the information provided by each of the interested parties, the existence of the suitability requirements of all directors and the independence requirements provided for in paragraph 3 of article 148 of the Consolidated Finance Law, which referred to in Article 147-ter, paragraph 4 of the Consolidated Financial Law, as well as the Corporate Governance Code, of directors Fioranna Vittoria Negri and Laura Cappiello, the Board of Directors appointed the members of the internal committees as follows:
– Compensation and Appointment Committee, composed of Laura Cappiello (Chairman), Fioranna Vittoria Negri and Diego Pistone;
– Control and Risks Committee, which also acts as the Transactions with Related Parties Committee, composed of Fioranna Vittoria Negri (Chairman), Laura Cappiello and Diego Pistone;
– ESG Committee, composed of Diego Pistone (President), Fioranna Vittoria Negri and Laura Cappiello.
The voting summary and the minutes of the General Meeting will be published in the manner and within the deadlines established by the applicable legislation.
