Banco Popolare: co-optation of a Director

NEWS RELEASE
Banco Popolare: co-optation of a Director
Lucca, 24 June 2014 – In today’s meeting, held in Lucca, the Board of Directors
of Banco Popolare has decided to appoint by cooptation lawyer Cesare Zonca,
as a Director of the Board, pursuant to art. 2386 of the Civil Code and of art.
29.11 of the Articles of Association, to replace Mr. Enrico Fusi, who tendered
his resignation on 11 June last. Mr. Zonca will fill the position until the next
Shareholders’ Meeting.
In compliance with the current art. 35 of the Articles of Association, effective
on 1 June 2014, that raised the number of members of the Executive
Committee from 6 to 7, the Board of Directors also appointed Mr. Zonca as a
member of the Executive Committee.
Cesare Zonca was enrolled in the National Register of Lawyers in 1961 and
practices as a self-employed lawyer.
He has filled the office of Chairman of the Board of Directors of Credito
Bergamasco from June 1992 to 1 June 2014 (date of effectiveness of the
merger of the bank into Banco Popolare), and had been a Director and Deputy
Vice-Chairmen since April 1990. He has been a Member of the Board and of
the Executive Committee of Banca Provinciale Lombarda from 1983 to 1990,
and a director of important near-banking companies of Gruppo San Paolo di
Torino and of major industrial companies, as well as Chairman of Banca
Lombarda S.p.A. and of Lombarda Holding S.p.A..
He has also been the Vice-Chairman of Società Gestione Servizi BP S.c.p.A.,
the Group service company.
At present, he is a Director of the Board of Società per l’Aeroporto Civile di
Bergamo - Orio al Serio (S.A.C.B.O.) S.p.A., former associate of Credito
Bergamasco (and post-merger of Banco Popolare) with a 6.96% shareholding
interest, and Chairman of the Board of Statutory Auditors of Pietro Pozzoni &
C. S.a.p.A., holding company of the Pozzoni family in Bergamo, operating in
the typography and cartography sector.
He is actively engaged also in prestigious cultural institutions: he is an active
member of the Physical and Economic Sciences Classes at the Ateneo di
Scienze, Lettere e Arti in Bergamo. He is the Chairman of the Fondazione
Credito Bergamasco, a Board member of the Fondazione Bergamo nella Storia
PRESS RELATIONS
Tel. +39-045-8675048/867/381/121
[email protected]
INVESTOR RELATIONS
Tel. +39-045-8675537
[email protected]
www.bancopopolare.it (IR section)
and a Member of the Steering Committee of the Fondazione per la Storia
Economica e Sociale in Bergamo.
He has been a City councilman in Bergamo, a member of the Board of
Directors of the University of Bergamo and director of Bergamo’s Ospedale
Maggiore, as well as member of the Commissioner office for the review of
administrative acts of the Lombardy Region.
During the same meeting, the Board of Directors established that Mr. Zonca,
fulfills the professional, independence and integrity requirements under art.
148, paragraph 3, of T.U.F., based on the information both submitted directly
by Mr. Zonca and at Banco Popolare’s disposal. In view of his position as
Chairman of the Board of Directors in former Credito Bergamasco and his
appointment as a member of the Executive Committee, Mr. Zonca does not
fulfill the independence requirement under Art. 3 of Borsa Italiana’s
Corporate Governance Code.
In compliance with the Instructions accompanying the Rules of the markets
organized and managed by Borsa Italiana S.p.A., art. IA.2.6.7 – Banco herewith
notifies that the newly appointed Director holds no. 48,916 shares of Banco
Popolare.
PRESS RELATIONS
Tel. +39-045-8675048/867/381/121
[email protected]
INVESTOR RELATIONS
Tel. +39-045-8675537
[email protected]
www.bancopopolare.it (IR section)