Lottomatica Group’s governance takes the form of a Board of Directors with members who satisfy the requirements stipulated by the provisions of law and who remain in office for a maximum of 3 financial years. The Board of Directors is chaired by the Chairman of the Board.
Ms. Faruque also serves on the Advisory Board of the MIB (Master of International Business) of the University Cattolica in Milan.
Ms. Faruque graduated from the University of Bern School of Law and holds the title of Fuersprecher and an LLM (Masters in Law) from Duke University School of Law (North Carolina); she is admitted to the Swiss as well as the New York bar. Currently, Ms. Faruque is the Chairwoman of the Nomination and Remuneration Committee, member of the ESG Committee and, as of 2 July 2025, Lead Independent Director of the Company.
Four committees have been established within the Board of Directors: Control and Risk Committee; Nomination and Remuneration Committee; Related Party Transactions Committee and ESG Committee.
In particular, the Board of Directors decided to assign to the Control and Risk Committee the duties set out in Article 6 of the Italian Corporate Governance Code, including the task of assisting the Board of Directors with investigative, proposal-making and advisory functions in evaluations and decisions relating to the internal control and risk management system, as well as in the approval of periodic financial reports. In addition, the Committee has been entrusted with overseeing the application of European and Italian regulations on privacy and personal data protection pursuant to Regulation (EU) 2016/679.
The Committee is composed of three members, all non-executive, two of whom are independent. Within the committee, one of the members, the Chairman Gaia Mazzalveri, has the required knowledge and experience in accounting and finance and risk management.
The chart "Skills dissemination among the members of the Board of Directors of Lottomatica Group" shows the professional skills of the members of the Board of Directors.
The intra-board committees, each for the matters of its own competence, carry out investigative, propositional, and advisory support tasks for the Board of Directors, assisting it with the assessments and decisions to be made.
Risk and Control Committee | Nomination and Remuneration Committee |
Tiziana Togna (Chairwoman) | Nadine Faruque (Chairwoman) |
Related Parties Committee | ESG Committee |
Augusta Iannini (Chairwoman) | Marzia Mastrogiacomo (Chairwoman) |
Technology Committee
Fabrizio Virtuani (Chairman)
John Paul Maurice Bowtell
Catherine Guillouard
Francesco Giammaria
The Board of Auditors has the function of supervising the activity of the Company and consists of 5 members of whom 3 are standing auditors and 2 alternate auditors. All the auditors meet the requirements of professionalism, integrity and independence that is required under the provisions of applicable law. The Board of Auditors is completed by Dr. Alberto Incollingo and Dr. Elena Angela Maria Valenti as substitute auditors.
Senior Executive with over 35 years of experience in Advisory, Assurance, and Governance, gained within complex multinational environments. Until December 31, 2025, Chief Operating Officer of the EY Italy Network, Board Member of EY Technical & Services, and Chief Executive Officer of Global Shared Services. Former COO of the Assurance Italy Division and of the Mediterranean Assurance Leadership Team (Italy, Spain, Portugal), with responsibility for operational performance, quality, and business development. He built his career at Arthur Andersen, becoming an Equity Partner and leading the Northern Italy network, following an international experience at the Global Headquarters in Chicago.
Chairman of the Board of Statutory Auditors of Salvatore Ferragamo S.p.A. and Holden S.r.l. (Feltrinelli Group), as well as member of Board of Statutory Auditors in other companies in the energy sector and Not for Profit organization.
As a Statutory Auditor and signing partner, he has assisted groups – both listed and private – in the Energy, Fashion & Textile, Media & Entertainment, Retail, Industrial, and Third Sector industries.
Significant international experience in Risk Management, Pricing Strategy, and Special Situations.
The Supervisory Board consists of the following members: Francesca Rosetti (Chair), Stefano Baduini and Giuseppe Marra.
The Supervisory Board oversees the proper functioning of and compliance with the Model adopted pursuant to Legislative Decree No. 231 of 8 June 2001 for the prevention and exemption of the Company from administrative liability arising from criminal offences. The Supervisory Body is granted with autonomous powers of initiative and supervision, and is also responsible for constantly updating the Model.
As provided for by the applicable regulations, the external audit company was entrusted for the duration of nine financial years starting from 2023 to PriceWaterhouseCoopers, listed in the special register, appointed for this purpose by the shareholders' meeting. PwC was the external audit company also prior to the listing.
