Governance
Covivio S.A. maintains control of Central Sicaf with 51% of the shareholding. Two foreign institutional investors control the remaining shares: EDF (24,50%) and PREDICA (24,50%).
Central Sicaf adopts the traditional system of administration and control. The governance structure also provides for the Board of Directors to set up the following advisory committees:
- Remuneration Committee
- Investment Committee
The Board of Directors is composed of 9 members who will remain in charge until the shareholders’ meeting called to approve the financial statements as at 31 December 2024.
- O. Estève (Chairman)
- M. Bignami (Chief Executive Officer)
- A. Dal Pastro (Director)
- D. Percoco (Independent Director)
- M. Leone (Independent Director)
- P. Berrin (Director)
- C. Vaccaro (Director)
- M. Arlot (Director)
- E. Chabas (Director)
The Remuneration Committee is composed of 3 Directors in charge until the expiry of the mandate of the Board of Directors:
- D. Percoco (Chairman)
- P. Berrin
- M. Arlot
The Investment Committee, which has advisory functions under the Articles of Association, consists of 3 members:
- B. Pivetta
- A. Oudni
- H. Grimaldi
The Company has appointed a Supervisory Body, with a sole member, with a mandate equal to that of the Board of Directors.
- M. Dell’Antonia
Board of Statutory Auditors consists of:
- M. Bortolomiol (President)
- E. Rollino (Standing Auditor)
- B. Cavalieri (Standing Auditor)
- S. Molino (Alternate Auditor)
- G. Cerati (Alternate Auditor)
The Company has adopted a model of organisation of management and control pursuant to Legislative Decree 8 June 2001, n . 231 (Organisational Model 231), consisting of a general section, a special section, as well as the sanctions system.
Download Central Sicaf’s Ethics Charter in PDF format.
The Company has adopted an internal procedure on whistleblowing; you can find a summary version here for information purposes only.
If you want to make a report click here: https://central.integrityline.com/
DISCLOSURE PURSUANT TO ARTICLES 3, 4, 5 of Regulation (EU) 2019/2088 (the so-called “SFDR”).
This communication aims to illustrate the choices made by the Company as expressly required by Regulation (EU) 2019/2088 of the European Parliament and of the Council of 27 November 2019 (the “SFDR”) regarding sustainability-related disclosures in the financial services sector, specifically with regard to:
information on the company’s policies for integrating sustainability risks into investment decision-making processes and the provision of advisory services (Article 3 SFDR);
information on whether the Company considers or does not consider the principal adverse impacts of investment decisions on sustainability factors (Article 4 SFDR);
information on how the Company has aligned its remuneration policy with the objectives of managing sustainability risks (Article 5 SFDR).
Central Sicaf intends to adhere to the global framework for sustainable development defined on 25 September 2015 by the United Nations General Assembly, directing its investment choices towards sustainable development goals.
Central Sicaf applies the Environmental, Social, and Governance (ESG) principles and criteria adopted by Covivio, as detailed in the Covivio ESG Strategy adopted by the latter and accessible through the link provided.
In the course of its activities, taking into account its own characteristics and those of the owned real estate portfolio, the Company continues its ongoing process of adhering to responsible finance principles and approaches its management activities by promoting, whenever possible, and adopting gradual metrics that take into account ESG impacts, with particular regard to the quality, characteristics, and preservation of the owned real estate portfolio.
In this regard, the Company has established a risk policy that will be subject to periodic updates and evolution, including in terms of risk models, taking into account the ESG profiles (as well as applicable legislation, including regulatory provisions), while considering and being consistent with its own characteristics, including management policies, the size and nature of the real estate portfolio.
Regarding how the Company considers potential adverse impacts of its investment decisions on ESG factors (Article 4 of EU Regulation 2019/2088), the Company has decided to adopt an “explain” approach in considering the principal adverse impacts of its investment decisions on ESG factors.
In this regard, the Company communicates that, currently, the management policy guidelines do not include any investments.
In addition to the above, the Company also represents that, at present, it is not possible to identify, prioritize, and objectively measure the principal adverse impacts of its investment decisions, if any, on sustainability factors (e.g., environmental issues, social issues related to personnel, respect for human rights, and issues concerning active and passive corruption), given the lack of specific indicators and metrics to assess their likelihood, intensity, and potential irreversibility.
Considering the above, the Company reserves the right to evaluate a different approach in this matter if the investment management policy were to change, while also clarifying necessary regulatory and interpretive aspects.
The Company will provide timely updates on this matter.
