Our Board of Directors

Acea's Board of Directors is responsible for corporate governance and currently comprises fifteen members. Seven of the directors are women.

The existing Board of Directors was appointed by the Annual General Meeting on 3 June 2026 and will remain in office until approval of the 2028 financial statements. Alessandro Rivera has been appointed Chairman of the Board of Directors.

The Board of Directors is elected by the Annual General Meeting using the vote by slate system. The method adopted to select the directors is able to guarantee gender representation, the appointment of a sufficient number of directors representing minority groups and a number of independent directors compliant with legal requirements. 

The AGM held on 3 June 2026 determined at thirteen the number of Board Directors, who will remain in office for three financial years and, therefore, until the approval of the FY2028 financial statements.

The Extraordinary Shareholders' Meeting held on 28 September 2026 amended Article 15 of the Articles of Association to increase the permitted size of the Board of Directors, providing for no fewer than seven and no more than fifteen members. The amendment is intended to ensure that the Company's corporate governance structure is better aligned with the complexity and scale of the Acea Group, as well as with its expected development over the coming years.

At the Ordinary Shareholders' Meeting held on the same date, the number of Directors was set at fifteen and two additional members were appointed. They will remain in office for three financial years, until the approval of the financial statements for 2028. The Board therefore currently comprises fifteen members.

The members of the Board of Directors

Alessandro Rivera

Chairman

Fabrizio Palermo

Chief Executive Officer and General Manager

Barbara Marinali

Deputy Chairman

Alessandro Caltagirone

Non-executive director

Massimiliano Capece Minutolo Del Sasso

Non-executive director

Valentina Compagno

Non-executive director

Antonio Cusimano

Non-executive director

Susanna Maria Invernizzi

Non-executive director

Elisabetta Maggini

Non-executive director

Luisa Melara

Non-executive director

Angelo Piazza

Non-executive director

Alessandro Picardi

Non-executive director

Ferruccio Resta

Non-executive director

Patrizia Rutigliano

Non-executive director

Nathalie Tocci

Non-executive director

The role and powers of the Board of Directors

The responsibilities of the Board of Directors particularly comprise:

the definition of strategic and management guidelines and formulation of the company’s growth channels;

the economic-financial coordination of activities via approval of the long-term strategic plans, including the financial plan, investments and annual budgets;

upon a proposal by the Control and Risks Committee, the definition of Internal Control System and Risk Management guidelines, with a view to ensuring that the main risks pertaining to Acea and its subsidiaries – including the various risks that may be relevant from a medium/long-term sustainability perspective – are correctly identified, measured, managed and monitored;

definition of the nature and level of risk in keeping with the strategic objectives identified by the company;

adoption of the Organisation, management and control model pursuant to Italian Legislative Decree no. 231/01 and appointment of the Supervisory Committee;

the approval of all transactions of an extraordinary nature, as well as the acquisition and sale of shareholdings;

upon a proposal by the relevant committee and having heard the Board of Statutory Auditors, the fixing of remuneration for the Chairperson, the Chief Executive Officer and the other Directors with specific duties, as well as the fees payable to members of the internal Board Committees;

the establishment of an ongoing dialogue with shareholders, based on a mutual understanding of respective roles;

the establishment of safeguards to protect the handling of personal information and sensitive data pertaining to third parties;

adoption of the procedures required to protect workers' health and the appointment of workplace safety supervisors.

Activities

In particular, during FY2025 the Board of Directors:

evaluated the general business trend when preparing its financial report, specifically taking into consideration the information received from the delegated bodies and periodically comparing the results achieved with those planned;

approved the Company’s remuneration policy, which envisages quantitative sustainability targets as part of its variable short and long-term incentive schemes;

approved the Group’s “Diversity, Equity, Inclusion & Belonging” and “Artificial Intelligence Governance” policies;

acknowledged the results of the so-called double materiality analysis, which illustrates the material issues consistent with the ESRS from a multi-stakeholder (Impacts) and managerial (Risks and Opportunities) perspective;

following preliminary investigation by the respective Committees, adopted the new operating Regulations pertaining to the Control and Risks Committee and the Appointments and Remuneration Committee;

with the support of the Control and Risks Committee, appointed the Supervisory Body members, who will remain in office until the 2026 financial statements are approved, and determined their retribution.

For further details concerning the activities performed by the Board of Directors, reference is made to the Report on Corporate Governance and Ownership Structures.

Number of meetings held in 2025

Body	Number of meetings
Board of directors	19
Control and Risks Commitee	9
Appointments and Remuneration Commettee	11
Ethics, Sustainability and Inclusion Commitees	8

Self-assessment

On 14 December 2023, the Board of Directors resolved to carry out an assessment ("Board Review") of its size, composition and functioning, as well as its Committees, for the three years of its board mandate, using the support of an independent external consultant.

The Board Review, divided into three phases over the three-year period, was concluded in the early months of 2026, with verification of both the efficiency and effectiveness of the Board of Directors and the Committees and compliance with legislative and regulatory provisions, via the use of questionnaires and follow-up interviews with Board members.

For further details concerning the Board Review process, reference is made to the Report on Corporate Governance and Ownership Structures.

The Committees

The Committees support the Board of Directors by performing a proactive, advisory and investigative role.

Find out more