Over the last few years, corporate governance has been the key factor in a process which has seen the termination of the historical shareholders' agreement in favour of the growing presence of institutional investors and, at the same time, the evolution of the Board of Directors.
The presence of institutional investors in the shareholding structure has increased: they now make up 75% of shareholders. The historical shareholders' agreement was terminated on 31 December 2018, and the consultation agreement signed on 20 December 2018, which groups together 12.6% of the capital for a duration of three years, does not make provision for share restrictions, bringing Mediobanca's free float to 100%.
The characteristics of the Board of Directors are in line with international best practice. Amendments to the Articles of Association approved in 2020 are related to certain governance issues linked to changes in the ownership structure, and intended to achieve closer alignment with best International practices in the banking industry, by providing greater flexibility in the process of selecting the Chief Executive Officer, and strengthening the independence criteria for non-executive Directors.
The strengthening of governance and increasingly greater relevance of ESG (Environmental, Social and Governance) criteria has prompted us to create, at the end of 2019, an internal CSR Committee, in addition to the pre-existing Sustainability Committee at managerial level.