In a shocking move, the Juventus board resigned on Monday, marking the end of Andrea Agnelli's era as club president. Most notably, that includes, alongside Agnelli, vice-president and former Juve great Pavel Nedved.
Agnelli took charge of the club in 2010 after some difficult years, especially in 2006 when Juventus were at the center of the Calciopoli's scandal that relegated the Italian side to the second division. Later, under Agnelli, Juventus managed to win nine Serie A titles in a row, from 2011 to 2020. Juventus' recent financial statements went under scrutiny by prosecutors and Italian market regulator CONSOB in the past months for alleged false accounting and market manipulation. The club acknowledged the so-called "salary maneuvers" from the 2019-20 and 2020-21 fiscal years, adding that "the complexity of such profiles on valuation elements may be subject to different interpretations." As a result, Agnelli informed the board and the Juventus employees about his decision to step down and to start a process for a new board in the coming weeks.
CBS Sports has the daily soccer podcast that covers everything you need to know about the beautiful game. Make sure to give House of Champions a follow for coverage of the biggest games, stories, transfer news with Fabrizio Romano, and everything else going on in the world's most popular sport.
The same board appointed Maurizio Scanavino as general manager until a new board of directors will be confirmed in a meeting scheduled for Jan. 18. At the same time, the current CEO of the club and Maurizio Arrivabene, a former Ferrari team principal in Formula One, was asked to stay in his position despite being one of the members that resigned on Monday.
On Tuesday the club's ownership (Exor) announced the decision to appoint Gianluca Ferrero as new Chairman of Juventus: "With reference to the decisions taken by the Board of Directors of Juventus FC and in advance of its Shareholders Meeting called for 18 January 2023, Exor communicates that it will indicate Gianluca Ferrero for the role of Chairman of Juventus. As a corporate adviser, auditor, Board and committee member of a number of companies, Mr. Ferrero has significant experience and the required technical competencies, as well as a genuine passion for the bianconero club, making him the person most qualified to fulfil this role".
Juventus' full statement
Juventus have issued a statement on Monday night to explain what led to this unexpected decision: "The Board of Directors of Juventus Football Club S.p.A. (the "Company" or "Juventus"), which met today under the chairmanship of Andrea Agnelli, having obtained new legal and accounting opinions from the independent experts appointed to assess the issues raised by Consob pursuant to art. 154-ter TUF on the Company's financial statements as of 30 June 2021, analysed again the allegations indicated by the Public Prosecutor's Office of the Court of Turin, the deficiencies and critical issues noted by Consob and the qualifications raised by Deloitte & Touche S.p.A., Juventus' independent auditor.
With reference to the issues relating the so-called "salary manoeuvres" ("manovre stipendi") of the financial years 2019/2020 and 2020/2021, the Board of Directors acknowledged the complexity of such profiles on valuation elements which may be subject to different interpretations regarding applicable accounting treatments and carefully considered possible alternative treatments.
As a result of such overall analyses and evaluations, while the accounting treatment adopted falls within those allowed by applicable accounting principles, to increase prudence the Company:
- Firstly, resolved to revise by way of increase the estimate of probability of occurrence of the conditions of permanence in the Team for those players who waived part of their salaries in biennium 2019/20-2020/21 and with whom salary increases or "loyalty bonuses" were subsequently concluded (in July/August 2020 for the first so-called "salary manoeuvre" and in September 2021 for the second so-called "salary manoeuvre", respectively);
- On the basis of the aforementioned possibilities of adopting legitimate alternative accounting methodologies, evaluated to carry out a pro-rata temporis accrual of the costs related to the July/August 2020 salary increases (for the first so-called "salary manoeuvre") and to the so-called "loyalty bonuses" of September 2021 (for the second so-called "salary manoeuvre") starting from the earliest date of a so-called constructive obligation among those contemplated by the independent experts (and thus, respectively, from June 2020 and May 2021).
The above revisions of estimates and assumptions lead therefore to a revision of the estimates on the accrual charges as of end of June 2020, end of June 2021 and end of June 2022, as an effect of the salary increases executed in July/August 2020 and the "loyalty bonus" executed in September 2021, due to the pro-rata temporis accrual, pursuant to the so-called "straight line approach" (which is one of the approaches permitted by the accounting principles), starting from, respectively, June 2020 and May 2021; the effects substantially nil on the cash flows and net financial debt, both in previous financial years and in the one just ended and future financial years and are not material on shareholders' equity for the financial years ended 30 June 2022.
The accounting effects of the above will be reflected in new draft separate financial statements and in new consolidated financial statements as of 30 June 2022, which will be analysed and approved in a forthcoming Board of Directors' meeting, disclosed to the market in accordance with the applicable laws and submitted to the Shareholders' Meeting already convened for 27 December 2022.
The Board of Directors thus unanimously approved the press release containing the considerations on the financial statements as of 30 June 2022 required by Consob pursuant to Article 114, paragraph 5, of the TUF, which is available at the authorized storage mechanism "1Info" (www.1info.it) and on the Company's website (www.juventus.com), within the "Investor Relations" section.
The directors also requested the Company's internal structures, with specific regard to the activity of the Sport Area, to complete their analyses and proceed to implement as quickly as possible the process already initiated to further implement and improve the internal procedures and the control measures to contribute to the process of strengthening the accounting policies related to the recognition and the measurement of the Company's assets and transactions.
In light of all the above, in order to strengthen the Company's management, the Board of Directors resolved to appoint Mr. Maurizio Scanavino as General Manager ("Direttore Generale"). Mr. Scanavino' curriculum vitae is attached to this press release.
Furthermore, the Board of Directors' members, given the centrality and the relevance of the pending legal and technical/accounting matters, considered in the best interest of the Company that Juventus provided itself with a new Board of Directors to address these matters.
For this purpose, upon proposal of the Chairman Andrea Agnelli and in order to allow the decision on the renewal of the Board to be submitted to the Shareholders' Meeting as soon as possible, all the members of the Board of Directors present at the meeting declared to forego their office.
For the same reasons, each of the three directors with powers (the Chairman of the Board of Directors Andrea Agnelli, the Vice Chairman Pavel Nedved and the Chief Executive Officer Maurizio Arrivabene) has considered appropriate to forego the powers granted to them. The Board of Directors has, however, asked Maurizio Arrivabene to maintain the position of CEO.
As a result of the foregoing, the majority of the Directors in office has ceased and, therefore, in accordance with the applicable laws and the By-laws, the Board of Directors must be deemed as ceased. The Board of Directors will continue its activities under a prorogatio regime until the Shareholders' Meeting that has been convened for 18 January 2023 to appoint the new Board of Directors (except for Director Daniela Marilungo, who has resigned by means of a separate statement; see below for further information)1.
Juventus will continue to collaborate and cooperate with the supervisory and industry Authorities, without prejudice to the defense of its rights in relation to the challenges raised against the Company's financial statements and press releases by Consob and the Public Prosecutor's Office.
Please note, pursuant to Article IA.2.6.7 of the Instructions accompanying the rules of the markets organised and managed by Borsa Italiana S.p.A., that:
- With reference to the resignation of Mrs. Daniela Marilungo, she held the position of non-executive and independent director of the Company, as well as member of the "Control and Risk Committee" and the "ESG Committee" of Juventus. Mrs. Marilungo justified her resignation by stating the impossibility for her to perform her office with due serenity and independence, due to, but not limited to, the fact that she felt she had not been put in a position to fully "act informed" facing unquestionably complex matters; the Board of Directors took note of Mrs. Marilungo's comments, without being in agreement with them. Nevertheless the Board of Directors thanks Mrs. Marilungo for her seven years at Juventus;
- Bbased on the communications made to the Company and to the public, neither Mrs. Marilungo nor the other directors hold Juventus shares, with the exception of Andrea Agnelli, who holds 96,711 Juventus shares at the date hereof;
Director Giorgio Tacchia has been appointed as a member of the "Control and Risk Committee" to replace Daniela Marilungo. Based on the communications received by the Company, Mr. Scanavino does not hold any Juventus shares at the date hereof.