[DECISION] Conflict of Interests Policy review

Hello,

the following decision, which was taken in private today, is now made public in accordance with our statutes.

Paolo Vecchi wrote on 12.06.25 at 13:01:

as anticipated during the last board meeting I’m calling for this motion to be voted on:

The Board decides to ask our legal counsel to review the current Conflict of Interest Policy and integrate changes that reflect the lessons learned from events and actions that have taken place in the past few years with the scope of further clarify the actions that the board should take when overlapping loyalties might be at play and how individual directors should behave to avoid apparent, potential or actual conflict of interests.

Our legal counsel will be free to include in the consultations the legal specialists he deems suitable for the task.

The Board will interact with the reviewed Policy provided by our legal counsel, requesting clarifications and potential amendments if deemed necessary, and vote it before the next Board elections so that potential candidates will be aware of how the new Policy will affect the discharge of their duties if elected and confirmed as members of the Board of Directors.

The Board of Directors at the time of voting consists of 7 seat holders (not including deputies). In order to be quorate, the vote needs to have 1/2 or more of the Board of Directors members, which gives 4.

A total of 5 Board of Directors members have participated in the vote.

The vote is quorate.

A quorum could be reached with a simple majority of 3 votes.

Result of vote:
5 approvals: Eliane, Mike, Paolo, Osvaldo, Sophie
0 abstain
0 disapprovals

Decision: The proposal has been accepted.

Florian