Audit Committee

The Audit Committee, appointed by the Shareholders' Meeting within the Board of Directors, is responsible for overseeing proper management. More specifically, it is responsible for overseeing compliance with laws, regulations and the Articles of Association, the adequacy of the UniCredit's organizational and accounting structures, as well as the functionality of the overall internal controls system, the external auditing of the annual individual and consolidated accounts, the independence of the external audit firm, the financial disclosures process and compliance with the provisions on the disclosure of non-financial information. The Committee also oversees the concrete implementation means of the corporate governance rules established in the codes of conduct drafted by companies managing regulated markets or by associations, which the Company, through public disclosure, declares to adhere to.

The Audit Committee receives information flows consistent with its duties from corporate functions and is vested with the broadest powers under current laws and regulations. In particular, its members may proceed at any time, also individually, to activities of inspection and control and the Committee tightly works with its corresponding bodies in the subsidiaries and it liaises with the Risk Committee on specific topics of common interest. The Audit Committee submits a report  to the Shareholders' Meeting (called to approve the annual financial statements) on the supervisory activity performed, and on omissions and censurable facts detected. 

Our Audit Committee consists of at least 3, and, in any case, no more than 5, Directors, who serve for the term of the Board of Directors in which they were appointed. The Chair of the Audit Committee is appointed by the Shareholders' Meeting among the Directors elected by the minorities.

With reference to the meeting of the experience requirements, at least one of the members of the Audit Committee, or at least two, if the Committee is composed of more than three members, must be enrolled with the Legal Auditors Register and must have practiced legal auditing of accounts for a period of no less than three years.

With regard to the Company's activities, the members who are not enrolled with the Legal Auditors Register must have at least three years' overall experience in the exercise, also alternatively, of the specific activities recalled in Clause 20, paragraph 2, of the Company's Articles of Association. 

The Chair of the Audit Committee must be enrolled with the Legal Auditors Register and must have practiced legal auditing of accounts for a period of not less than five years, or must have at least five years' overall experience in the exercise, also alternatively, of the specific activities provided under current provisions.

The Audit Committee's members currently in office were appointed by the ordinary Shareholders' Meeting of April 12, 2024 and their term of office expires on the date of the Shareholders' Meeting called to approve the 2026 financial statements. 

The Audit Committee also carries out the Supervisory Body's duties in accordance with the Legislative Decree no. 231/2001.

Members of the Audit Committee

In general, further information regarding the body with controlling functions is available in the Corporate Governance Report concerning each year.