MILAN — Prada SpA is planning a series of changes across its board, which will see Lorenzo Bertelli joining as a director and the appointment of a new chairman.
The Italian luxury company has deposited a notice with the Hong Kong Stock Exchange convening a shareholders’ general meeting on May 27, with a list of members that will be proposed for the renewal of the board, which should consist of no fewer than nine and no more than 11 members, and is to be appointed for up to three financial years. Prada has been publicly listed in Hong Kong since 2011.
The statement offers several morsels of information on the Prada-Bertelli family and their remuneration.
Miuccia Prada, 72, and her husband Patrizio Bertelli, 75, who each hold the title of chief executive officer, have confirmed their availability to be reelected as directors of the company. Likewise for chief financial officer Alessandra Cozzani, Stefano Simontacchi and Maurizio Cereda, the latter as an independent non-executive director.
Miuccia Prada holds directorships in Prada Holding SpA, Bellatrix SpA and Ludo SpA, which are substantial shareholders of Prada SpA. For the 2020 financial year, the designer received a director’s fee of 9.08 million euros and bonuses and other incentives of 27,000 euros and pension, health care and TFR (wages set aside for termination of employment) contributions of 24,000 euros.
“The remuneration of Ms. Prada was determined taking into account her strategic role, particularly in creative design concepts and styles, brand communication and advertising campaigns and the importance of her management and her role as chief executive officer and executive director that have contributed to building the group’s financial performance and track records,” stated the notice.
Offering a gender equality stance, Bertelli, who holds directorships in subsidiaries of the company and in PA BE 1 Srl, which is a substantial shareholder of Prada SpA, received the exact same amount as his wife for the 2020 financial year.
“The remuneration of Mr. Bertelli was determined taking into account his strategic role, particularly in defining the collections development and industrialization process, developing the leather goods and shoes collection concept and selecting locations for the new stores and the importance of his management and his role as chief executive officer and executive director that have contributed to building the group’s financial performance and track records,” continued the statement.
Their 33-year-old son, Lorenzo Bertelli, has been group marketing director since 2019 and head of corporate social responsibility since 2020. He is primarily responsible for the group’s communication strategy and for the development, innovation and sales analysis of the retail channel for all of the group’s brands, which include Miu Miu, Car Shoe and Church’s, in addition to Prada.
He obtained a degree in philosophy at San Raffaele University in Milan in 2008, joining the group in 2017 to oversee the development of the food and beverage activities for the Pasticceria Marchesi brand, controlled by Prada. He was appointed as the group’s head of marketing and communication in 2018 and he has been director of Prada Holding SpA, which controls Prada SpA, since 2015.
Last year, he received remuneration and other benefits of 186,000 euros, bonuses and other incentives of 35,490 euros, benefits in kind of 900 euros and pension, healthcare and TFR contributions of 51,475 euros.
“His remuneration is determined on the basis of his relevant working experience and expertise, responsibility and workload that have contributed to building the group’s marketing and communication strategy and track records and his executive role,” the statement said.
After serving as chairman for nine years, Carlo Mazzi’s mandate will expire at the shareholders’ general meeting, and Paolo Zannoni has been proposed to succeed him.
Zannoni, 72, has been international adviser at Goldman Sachs since 2019, providing advice to the firm’s business across Italy and the rest of Europe. He is currently chairman of Autogrill SpA, listed on the Italian Stock Exchange, and secretary of the board of directors of Beretta Holding SpA. He has recently resigned as chairman of Dolce and Gabbana Holding Srl.
Zannoni joined Goldman Sachs in 1994, was named managing director in 1997, partner in 2000 and was chairman of the Italian investment banking business between 2000 and 2013. He also spent a period as co-CEO of Goldman Sachs Russia. Prior to joining Goldman Sachs, Zannoni was a vice president at Fiat SpA and a lecturer at Yale University. He continues to be an executive fellow at the Yale School of Management, an advisory board member of International Center for Finance and a board member of the Jackson Institute for Global Affairs.
Yoël Zaoui, a cofounder of Zaoui & Co., a firm established in 2013 to advise select clients on mergers, acquisitions and other strategic and financial transactions, and a veteran of Goldman Sachs, is proposed as an independent non-executive director, as is Marina Sylvia Caprotti, executive chairperson of Esselunga SpA since 2019, and heir to the founder of the giant Italian supermarket chain .
The company will propose 450,000 euros as the aggregate basic remuneration of the board for each year of its three-year term.
Taking into account the withdrawn distribution of the dividends of the previous year as a conservative measure and a positive sales trend in the second half of the year ended Dec. 31, 2020, which have also continued in the first few months of 2021, the board proposed a dividend of more than 89.5 million euros in the form of a final dividend of 0.035 euros per share to be paid on June 30.
As reported, Prada’s performance in 2020 was affected by the impact of the pandemic in the first half, but the Italian luxury group reported a recovery starting in May last year, reaching full retail recovery in October and December compared with the same months of 2019.
Business was also lifted by Prada’s digital evolution as the company reinforced its omnichannel strategy, seeing sales from the e-commerce channel tripling from 2019 levels. Sales in mainland China climbed 52 percent in the second half of 2020.
In the 12 months ended Dec. 31, revenues totaled 2.42 billion euros, down 24.8 percent compared with 3.22 billion euros in 2020. Sales in the second half decreased 8 percent compared with the same period the previous year.