The Intesa Sanpaolo shareholders' meeting has appointed the new board of directors and, as previously announced, Gian Maria Gros-Pietro e Charles Messina are confirmed at the helm of the banking group for the three-year period 2022-2024, respectively in the roles of chairman and managing director and CEO. Among the reconfirmations also that of Paolo Andrea Colombo as vice president. During the meeting, the 2021 financial statements and the distribution to shareholders of a final dividend of 7,89 cents per share were also approved, corresponding to a payout ratio equal to 70% of consolidated net profit.
Franco Ceruti, Paola Tagliavini, Liana Logiurato, Luciano Nebbia, Bruno Picca, Livia Pomodoro, Maria Alessandra Stefanelli, Bruno Maria Parigi, Fabrizio Mosca, Milena Teresa Motta, Maria Cristina Zoppo, Daniele Zamboni also join the new board of directors , Maria Mazzarella, Anna Gatti, Alberto Maria Pisani, Roberto Franchini.
Furthermore, the Assembly appointed 5 members of the Board of Directors as members of the Management Control Committee: Fabrizio Mosca, Milena Teresa Motta, Maria Cristina Zoppo, Alberto Maria Pisani and Roberto Franchini, with Alberto Maria Pisani as President.
The shareholders' meeting approves the dividend at 7,89 cents per share
The Shareholders' Meeting approved the Parent Company's 2021 financial statements, closed with a net profit of 2,95 billion euros and also resolved to allocate a dividend of 0,151 euros for each ordinary share, from which the interim payment must be deducted 0,0721 euro distributed last November corresponding to 7,89 cents for each of the ordinary shares. The distribution will take place starting from 25 May 2022 (with coupon detachment on 23 May and record date on 24 May). Comparing the unit amount to the share price recorded on 28 April 2022, the result is a yield of 4,1%; if the unitary amount of 7,21 euro cents paid as an advance last November is also compared, the total dividend yield for 2021 is equal to 7,8%.
Remuneration and fees
The Shareholders' Meeting approved the Report on the remuneration policy and on the gross annual compensation paid, for the entire term of office, to the following Directors:
- 120.000 euros as compensation for each member of the BoD who is not also a member of the Management Control Committee;
- 800.000 euros as additional compensation for the office of chairman of the BoD;
- 150.000 euros as additional compensation for the position of vice president of the BoD;
- 260.000 euros as specific remuneration for each member of the BoD who is also a member of the Management Control Committee, without payment of attendance fees for actual participation in the meetings of the Committee itself;
- 65.000 euros as additional remuneration for the chairman of the management control committee, without prejudice to the reimbursement of expenses incurred for the purpose of the office.
Authorization to purchase treasury shares
Lastly, the shareholders approved a new plan for the purchase and disposal of treasury shares aimed at canceling a maximum of 2.615.384.615 treasury shares. The authorization was granted for a maximum of Intesa Sanpaolo shares corresponding to a total maximum disbursement of 3,4 billion euro and, in any case, not exceeding 2.615.384.615 shares, until the ex-dividend date relating to the financial statements year which will end on 31 December 2022.
New share ownership plan for the people of the group
The Intesa Sanpaolo Shareholders' Meeting also approved – with a very large majority – the proposals of the BoD relating to the two Long Term Incentive initiatives linked to the new 2022-2025 Business Plan and the overall results achieved at the end of the Plan: the Performance Share Plan (PSP), an action-based plan aimed at all Group management, and the Lecoip 3.0, on which an agreement was reached with the trade union organizations during the night.
The new Lecoip 3.0 is aimed at all people in permanent employment (including those with a professional training apprenticeship contract) and provides for a minimum appreciation of 4% of the protected capital in the event that the target level of the ESG KPI (managerial objective) is achieved (Environment, Social, Governance), made up of three indicators identified in the 2022-2025 Business Plan, regardless of the performance of the stock.
Agreements have also been signed with the trade union organizations relating to variable performance bonuses for Credit personnel (PVR 2022) and insurance companies with the provision of a specific "welcome bonus for the 2022-2025 Plan” of 1.300 euros – an increase compared to the Lecoip of the last 2018-2021 Plan – which will be made available by the end of July 2022 and which colleagues will be able to allocate to the Lecoip.
The agreements also provide that, unlike in other years, for the branches of the Banca dei Territori division the excellence bonus will be paid to all branches that achieve a scorecard result of at least 100.
The same measures were adopted with regard to the people of the Group's insurance companies.
