Our Governance
UniCredit's system of corporate governance promotes clarity and accountability, while continuing to evolve to ensure long-term sustainable value.
ORGANISATIONAL AND GOVERNANCE STRUCTURE, FOCUS ON ESG COMPONENTS
(AS AT THE APPROVAL DATE OF THIS REPORT)
CORPORATE BODIES OVERSIGHT
BOARD OF DIRECTORS
UniCredit's Board of Directors defines the overall strategy of the Bank, which incorporates the Group's ESG strategy, overseeing its implementation over time.
CORPORATE BODIES OVERSIGHT
ESG COMMITTEE
The recently established ESG Committee takes over, and expands upon, the sustainability responsibilities previously assigned to the Corporate Governance, Nomination and Sustainability Committee (now Corporate Governance & Nomination Committee). It supports the Board of Directors in fulfilling its responsibilities with respect to the ESG components integral to the Group's business strategy and sustainability over time.
CORPORATE BODIES OVERSIGHT
INTERNAL CONTROLS & RISKS COMMITTEE
The Internal Controls & Risks Committee (ICRC) supports the Board of Directors in risk management and control-related issues. Its work encompasses matters of risk in the ESG sphere, such as climate change risk.
STEERING AND COORDINATION
GROUP EXECUTIVE COMMITTEE
The Group Executive Committee (GEC) replaces the former Executive Management Committee, as of May 2021. The GEC is the Group's most senior executive committee, chaired by the CEO. The GEC ensures the effective steering, coordination and control of the Group business as well as the alignment of the parent company with the different businesses and geographies regarding strategic topics, such as ESG issues. Moreover, in dedicated Risk sessions, it supports the CEO in coordinating and monitoring all categories of risks and approves strategic risk topics, including ESG-related matters.
STEERING AND COORDINATION
ESG STRATEGY COUNCIL
A subgroup of the GEC members and other top managers form a dedicated ESG Strategy Council. Operational under this new name since the first half of 2021, it provides oversight and strategic guidance across the Group on the definition and implementation of the Group's ESG strategy. See Focus for further details.
STEERING AND COORDINATION
GROUP NON-FINANCIAL RISKS AND CONTROLS COMMITTEE
The new Group Non-Financial Risks and Controls Committee (GNFRC) supports the CEO in the role of steering and monitoring Non-Financial Risks (e.g. it approves governance policies and guidelines for the management of reputational risk regarding sensitive sectors and client relationships).
STEERING AND COORDINATION
GROUP STRATEGY & OPTIMISATION AND GROUP STAKEHOLDER ENGAGEMENT
The Group Strategy & Optimisation and Group Stakeholder Engagement functions together serve as a CEO Office. Active since May 2021, the Office deals with all initiatives which are critical for the CEO, such as strategy, M&A, the further integration of ESG criteria in our business, stakeholder management, and regulatory affairs.
STEERING AND COORDINATION
GROUP ESG STRATEGY & IMPACT BANKING
The Group ESG Strategy & Impact Banking function was further consolidated in May 2021. Part of Group Strategy & Optimisation, it makes proposals towards the definition of the Group's ESG strategy to the ESG Strategy Council and the ESG Committee, and reports its status of accomplishment. It is also tasked with disclosing the Group's ESG impacts and results, and with overseeing the adoption of relevant policies and standards.3
Within Group ESG Strategy & Impact Banking, the Social Impact Banking (SIB) function identifies, finances and promotes initiatives of positive social impact. SIB fosters financial inclusion and provides concrete support to vulnerable social groups through initiatives in social impact financing, microcredit financing for small businesses, and financial education.
3 This includes the coordination and publication of the Group Integrated Report, UniCredit's 2020 TCFD Report, and the implementation of the Principles for Responsible Banking-UNEP FI and related reporting.
STEERING AND COORDINATION
GROUP RISK MANAGEMENT
The Group Risk Management function supports the CEO in defining the Group Risk Appetite proposal, to be shared with the GEC, the ICRC and the Board. It also interacts with the ESG Committee on ESG risk matters.
IMPLEMENTATION AND EXECUTION
GROUP CLIMATE & ENVIRONMENTAL RISK MANAGEMENT
Within Group Risk Management, the Group Climate & Environmental Risk Management function oversees climate-related and environmental risks. It defines assessment methodologies aimed at measuring the impacts related to climate change and environmental risks.
IMPLEMENTATION AND EXECUTION
SUSTAINABLE FINANCE ADVISORY TEAM
The Sustainable Finance Advisory Team facilitates clients' access to Europe's sustainable financing market, combining sustainability expertise with capital markets capabilities.
IMPLEMENTATION AND EXECUTION
COMMERCIAL BUSINESS
Across our geographies, dedicated teams develop ESG-related products and services which are offered to our clients to support them in seizing relevant opportunities.
A. Formerly 'Corporate & Investment Banking'.