Our Governance

At Polygon, we believe that an effective governance system is essential to ensure development, responsibility, and long-term continuity. Our model is inspired by the principles of transparency, integrity, and participation: a clear structure designed to support the company’s strategic vision and ensure alignment between economic, industrial, and social objectives.

Our Governance

At Polygon, we believe that an effective governance system is essential to ensure development, responsibility, and long-term continuity. Our model is inspired by the principles of transparency, integrity, and participation: a clear structure designed to support the company’s strategic vision and ensure alignment between economic, industrial, and social objectives.

A solid, transparent, and future-oriented framework

Through a competent and independent Board of Directors, and with full collaboration among corporate functions, Polygon consolidates its commitment to ethical management, capable of supporting the technological and organizational evolution of healthcare. For us, governance is a dynamic framework where skills, values, and vision of the future converge.

Governance Structure

Polygon has adopted a clear and structured governance model designed to guarantee effective decision-making, transparency, and strategic oversight. Each corporate body has a precise and integrated role, contributing to the company’s solidity and the consistency between vision, management, and objectives. The collaboration between the Shareholders’ Meeting, the Board of Directors, and the Executive Management ensures a constant balance between control and development.

Responsible for forming the company’s collective will, it includes all entitled shareholders. According to the bylaws, its tasks are to:

  • Approve the annual financial statements
  • Elect the members of the Board of Directors
  • Appoint other corporate offices
  • Deliberate on strategic matters proposed by the Board

It may also submit recommendations and proposals aimed at improving the company’s development plan.

Elected by the Shareholders’ Meeting, it represents the company’s strategic engine. It defines the industrial, financial, and social guidelines, as well as oversees the implementation of directives. The Board exercises functions of direction, planning, oversight, and institutional representation. The mandate lasts three years.

Composition of the Board (in office since October 3, 2024):
  • Chairman: Armando Ardesi
  • Chief Executive Officer: Angelo Maria Carlo Maresca
  • Directors: Stefano Giambelli, Riccardo Ghezzi, Federica Catapano Minotti

Elected within the Board, the Chairman presides over, directs, and coordinates the activities of the Board itself. He ensures the proper flow of information and the effectiveness of governance activities, playing a key role in coordination and liaison with the other corporate bodies.

Appointed by the Board of Directors, the CEO has the fundamental role of leading the company, defining its vision and operational strategies. The CEO works in constant interconnection and mutual oversight with the other members to ensure operational consistency and transparency.

Shareholder's meeting

Responsible for forming the company’s collective will, it includes all entitled shareholders. According to the bylaws, its tasks are to:

  • Approve the annual financial statements
  • Elect the members of the Board of Directors
  • Appoint other corporate offices
  • Deliberate on strategic matters proposed by the Board

It may also submit recommendations and proposals aimed at improving the company’s development plan.

Board of directors

Elected by the Shareholders’ Meeting, it represents the company’s strategic engine. It defines the industrial, financial, and social guidelines, as well as oversees the implementation of directives. The Board exercises functions of direction, planning, oversight, and institutional representation. The mandate lasts three years.

Composition of the Board (in office since October 3, 2024):
  • Chairman: Armando Ardesi
  • Chief Executive Officer: Angelo Maria Carlo Maresca
  • Directors: Stefano Giambelli, Riccardo Ghezzi, Federica Catapano Minotti

Chairman of the board

Elected within the Board, the Chairman presides over, directs, and coordinates the activities of the Board itself. He ensures the proper flow of information and the effectiveness of governance activities, playing a key role in coordination and liaison with the other corporate bodies.

Chief executive officer

Appointed by the Board of Directors, the CEO has the fundamental role of leading the company, defining its vision and operational strategies. The CEO works in constant interconnection and mutual oversight with the other members to ensure operational consistency and transparency.

Supervisory bodies

Oversight, Integrity, and Transparency to Guarantee Our Work

The solidity of a company also depends on the quality of its controls.
At Polygon, the control system is structured to ensure transparency, accuracy, and compliance with regulations in every area of activity. The appointed bodies oversee the functioning of governance, adherence to the principles of good management, proper accounting practices, and the effectiveness of organizational models.

Structure of the Supervisory Bodies

The Board of Statutory Auditors, the Supervisory Body, and the Audit Firm are fundamental entities that reinforce stakeholder trust and ensure that every process aligns with the company’s ethical values and objectives. Polygon is committed to maintaining an authoritative, independent, and up-to-date control system, capable of preventing risks and supporting responsible growth.

Board of Statutory Auditors

The Board of Statutory Auditors is responsible for monitoring compliance with the law, the bylaws, and the principles of proper management, with particular attention to the company’s organizational, accounting, and financial structure. It takes part in the Board of Directors’ meetings and reports to the Shareholders’ Meeting during the approval of the financial statements.

Composition (3 permanent members and 2 alternates):

Claudio Schettini

Chairman

Francesco Castrignanò

Auditor

Alessandro Giannelli

Auditor

Francesco Palladino

Alternate Auditor

Federico Signorini

Alternate Auditor

Supervisory Body (ODV)

The Supervisory Body ensures the implementation and continuous updating of the Organizational Model 231, verifying its actual ability to prevent crimes in compliance with Legislative Decree 231/2001. 231/2001. Furthermore, the ODV carries out its functions in accordance with the principles of autonomy, independence, professionalism, and continuity of action.

Maurizio Bortolotto

Chairman

Sabrina Catanzani

Member

Michele Luigi Giordano

Member

Contacts – Polygon Supervisory Body (ODV):

Email: odv.pg@polygon.eu – PEC: odvpolygon@pec.it
Postal mail: Supervisory Body, c/o Via Laurentina 456/458 – 00142 Rome (for the attention of the ODV Chairman)

All stakeholders may—and must—report at any time to the Supervisory Body any violation of the Model, in compliance with the procedure available in the Utilities section.

Audit Firm

The firm appointed for the statutory audit of accounts is EY S.p.A., registered in the Register of Statutory Auditors at the Ministry of Economy and Finance with number 70945.
It verifies the proper keeping of accounts and the adequacy of the company’s accounting procedures.

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