Sustainability Governance

The strategic guidelines and policies on sustainability/ESG are approved by the Board of Directors with the support of the Risks and Sustainability Committee, taking into account the objectives of solid and sustainable creation and distribution of value for all Stakeholders.

The ESG responsibilities of Group Bodies and Structures

The main sustainability/ESG responsibilities of the Intesa Sanpaolo Bodies and Structures are indicated below.

Board of Directors

The Board of Directors, with the support of the Risks and Sustainability Committee, approves the updates to the Code of Ethics, as well as the strategic guidelines and policies on sustainability (ESG), including the social and cultural responsibility model and the fight against climate change – taking into account the objectives of solid and sustainable value creation and distribution to all stakeholders; again with the support of the Risks and Sustainability Committee, it approves the CNFS and any other key reporting in this area, monitoring the Group’s sustainability performance, including in the fight against climate change, and ensuring that the CNFS is drawn up and published in compliance with the regulations currently in force.

Risk and Sustainability Committee

The Risks and Sustainability Committee supports the Board of Directors in the assessment and investigation of the sustainability issues (ESG) associated with the performance of the Bank’s activities and in the approval of the strategic guidelines and policies on sustainability, including the social and cultural responsibility model and the fight against climate change, contributing to ensuring more efficient risk monitoring and taking into account the objectives of solid and sustainable creation and distribution of value for all stakeholders; in approving the list of ESG-sensitive sectors for the purposes of the Group’s loan activity; in approving the updates to the Code of Ethics and in examining the Annual Report on the Code of Ethics; in approving the CNFS, analysing, in particular, the potentially most relevant sustainability issues as well as any other report of particular importance in this area submitted to the Board of Directors; in verifying the Group’s positioning with respect to national and international best practices in sustainability, with particular reference to Intesa Sanpaolo’s participation in the main sustainability indices.

Management Control Committee

With the support of the functions responsible for sustainability (ESG) and internal auditing, the Management Control Committee monitors compliance with the principles and values contained in the Code of Ethics. With regard to the CNFS, it monitors compliance with the provisions set out in Italian Legislative Decree no. 254/2016 and reports on this in its annual report to the Shareholders’ Meeting.

Managing Director and CEO

The Managing Director and CEO governs the sustainability performances and has the power to submit proposals to the Board for the adoption of resolutions within its remit.

Steering Committee

The Steering Committee is a management committee chaired by the Managing Director and CEO and includes his/her first reporting lines, i.e. the Heads of the Governance Areas and Divisions. The Committee collaborates in the identification of sustainability issues (ESG) that are potentially relevant for the definition and updating of the material issues. Taking into account the objectives of solid and sustainable creation and distribution of value for all Stakeholders, it collaborates in the definition of strategic guidelines and sustainability policies (ESG), including the model of social and cultural responsibility and the fight against climate change, which the Managing Director and CEO submits to the relevant Board Committees and the Board of Directors; it reviews the CNFS prior to submission to the Board. It also examines the CNFS prior to its presentation to the Board. In order to review these issues, the Committee meets at least quarterly as part of the Business Plan and Sustainability (ESG) session. It is also tasked with guiding the consistency of technological development, with specific reference to artificial intelligence/machine learning, with the Group’s ethical principles.

ESG Control Room

The ESG Control Room is overseen by the CFO Area and by the Strategic Support Department and relies on the Sustainability Managers, identified in each Governance Area and Division, who guarantee an overall and integrated supervision of ESG initiatives for the relevant scope and contribute to the Group’s strategic proposition on these issues. It was introduced as part of the ISP4ESG Programme and has been operational since October 2020. The ESG Control Room supports the Steering Committee - Business Plan and Sustainability (ESG) Session - in the strategic proposition relating to ESG issues; it takes care of the operational coordination for the implementation of the most relevant ESG initiatives and assesses the opportunity and solidity of any new initiatives in this area.

ESG & Sustainability

ESG & Sustainability, within the Financial Market Coverage Department of the Chief Financial Officer Governance Area, oversees the process related to the definition, approval and updating of the ESG and sustainability guidelines, in line with the corporate strategies and objectives and contributes, in coordination with the ESG Control Room, to supporting the Steering Committee in the preparation of proposals for strategic guidelines and sustainability policies (ESG); it oversees the promotion and implementation of ESG and sustainability aspects in the Group’s strategies and operations, including Climate Change issues, including in collaboration with the other structures; it updates the Code of Ethics and monitors its application with the support of the Chief Audit Officer functions; it is in charge of ESG and sustainability reporting (i.e. CNFS, TCFD Report); it oversees relations with the financial community in relation to ESG and sustainability issues; it oversees the stakeholder engagement process in relation to ESG and sustainability issues; it takes care of communication and disclosure activities, in coordination with the ESG Control Room, and is responsible for defining the Group’s training requirements on ESG and sustainability issues, including in collaboration with the other competent corporate functions.

Sustainability in International Subsidiary Banks

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Intesa Sanpaolo International Subsidiary Banks, operating in Central-Eastern Europe and in the Mediterranean basin (for further details), are engaged in projects and activities to realize the Group's commitment to sustainability.

Communication to stakeholders regarding the values and initiatives taken is one of the fundamental aspects of social responsibility strategy in all the countries where the Group operates.

All Banks contribute to the Group's annual Consolidated Non-financial Statement, have a section dedicated to Sustainability on their website and report on their CSR activities in a chapter of the Annual Report or in a separate sustainability report.

We have the goal to provide innovative financial and non-financial solutions that support integrated economic development, financial inclusion and environmental sustainability to contribute to the implementation of Egypt's COP27 'Vision 2030' and the UN Sustainable Development Goals

Marco Elio Rottigni, Chief of Intesa Sanpaolo's International Subsidiary Banks Division

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