YOOX | 2012

On April 27, 2012, in Milan, Etica Sgr has participated for the first time to Yoox shareholders meeting, voting for all agenda items, with the exception of “proposal for the capital increase” and “the allocation of Stock Grant and stock option”, for which it decided to abstain.
Etica Sgr invited the manager to start to undertake a process of social and environmental reporting, which can lead to the drafting of a comprehensive and detailed Sustainability Report for all stakeholders’ benefit. The Yoox Chairman of the Board of Directors, Mr Federico Marchetti, answered that the company always dedicated much attention to these issues, stating that the time and the resources necessary has provided the main obstacle. He finally promised to be engaged in reporting as early as 2012.
Regarding the Corporate Governance, Etica Sgr has stressed the importance of the law n. 120 of July 12, 2011 (Amendments to the provisions in the Consolidated Financial Intermediation, referred to in Legislative Decree 24 February 1998, n. 58th, concerning equal access to the administrative and control of companies listed on regulated markets) relating to gender equality on the Board of listed companies that will come into force in next months. For that reason Etica Sgr pointed out that the presence of a woman among the candidates for Yoox Board of Directors does not follow the guidelines of law 120.
Finally, Etica Sgr reminded that, for a good and balanced corporate governance, the role of the Chairman should be separated from that of CEO. About that Mr Marchetti emphasized the presence in the Company of a “lead independent director” who ensures the balance of power within the Board of Directors.

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