Corporate governance

Board of Directors

Fabrizio Palenzona

Chairman of the Board

Graduated in Law from the University of Pavia, he is enrolled in the Register of Journalists / Publicists. Since March 2018 he has been Chairman of Prelios S.p.A.

Before joining Prelios, he held various positions including Deputy Chairman of UniCredit, member of the Board of Directors and Executive Committee of Mediobanca S.p.A, Chairman of Aviva Italia S.p.A and Director of the Cassa di Risparmio di Torino Foundation. Knight of the President of the Italian Republic, he was Mayor of Tortona from 1987 to 1995 and President of the Province of Alessandria from 1995 to 2004.

He held the position of President of the Province of Alessandria from 1995 to 2004 for two terms.

Carlo Maria Calabria

CEO

Carlo Maria Calabria is Chairman of CMC Capital Limited, an investment banking boutique specializing in mergers and acquisitions. Co-sponsor of Centricus Acquisition Corporation, the Nasdaq-listed SPAC that merged with Arqit Quantum. Prior to founding CMC Capital, he was Head of Banking for Barclays Europe and was responsible for the company’s investment banking activities in Continental Europe and CEEMENA. Prior to Barclays, he joined Merrill Lynch in 2006 as Vice President of its Global Corporate and Investment Banking practice and remained in office following the acquisition of Bank of America in 2008. Prior to joining Merrill Lynch, he was Head of International M&A at Credit Suisse. He began his career at Morgan Grenfell & Co Limited and holds a Masters in Economics and Commerce from the La Sapienza University of Rome.

Franco Bernabè

Director

Franco Bernabè is the President of FB Group, an investment and strategic consulting company based in Rome. He is also Non-Executive Chairman of Acciaierie D’Italia Holding.
He was at the top of important Italian and international companies including Cellnex, Europe’s leading operator of wireless telecommunications infrastructures
Until February 2019 he was President of NEXI S.p.A., the Italian leader in payments. Between 2007 and 2013 he was Chairman and CEO of Telecom Italia and President of GSMA (the international organization of mobile network operators). In 1983 he joined ENI, the Italian state oil company of which he became CEO in 1992.
He was Vice President of Rothschild Europe, member of the Board of Directors and President of the PetroChina Audit Commission for 14 years, member of the Supervisory Board of TPG Post Group in the Netherlands and of the International Council of JP Morgan. He was also a member of the European Round Table of Industrialists and of the Executive Committee of Confindustria.

Manfredi Lefebvre d’Ovidio

Director

Manfredi Lefebvre d’Ovidio de Clunieres of Balsorano is president of Heritage Group, an investment holding company with interests in various sectors, such as, cruise, luxury, health & wellness and technology. He was Executive Chairman of Silversea Cruises from 2001 until 2020 enabling the transformation of Silversea Cruises from a five-ship cruise line to a market leader with 900 destinations worldwide. From February 2019 he is also Chairman of the Board of Directors of Abercrombie & Kent Group of Companies S.A., a tour operator focused on offering luxury travel. He is Vice President of the Monaco Navy Chamber, Member of the Executive Committee of the World Tourism and Travel Council, and has held a number of key roles in Cruise Lines International Association, including European President, Member of the Global Executive Committee and President from 2007 to 2013. He was honored with the Chevalier of the Ordre de Saint Charles and Grimaldi by HSH Prince Albert of Monaco.

Alberto Meomartini

Independent Director

Alberto Meomartini graduated in Economics and Commerce from the Bocconi University in Milan, since the 1970s he has held important positions in cultural institutions, and as a manager in Eni and Snam, the company where he began his career. He was a close collaborator of prof. Franco Reviglio, at the Ministry of Finance, from 1979 to 1981. Subsequently, he held the following positions: Director of Eni from 1984 to 1990, director of various companies of the Eni Group, from 1990 to 1999 Chief Executive Officer of Snam SpA, from 2000 to 2006 Chairman of Italgas SpA, from 2005 to 2010 Chairman of Snam Rete Gas SpA, from 2011 to 2014 Chairman of Saipem SpA He led the Eni Group’s entry into Confindustria after privatization, and since 1995 he was a member of the Confindustria Board and of the Board of Directors until 2015. For many years he has been involved in collaboration between the world of business and the world of education, and the Italian cultural system: for over ten years he was President of the University Commission of Confindustria and President of the Evaluation Unit of the LUISS University for the same period. He was a Member of the Board of Directors of the LUISS University until 2015, as well as, at the date of the Admission Document, a Director of the Bocconi University of Milan.

Roberta Neri

Director

Roberta Neri is an Operating Partner of Asterion Industrial Partners, having joined since the beginning as a member of Asterion’s Industrial Advisory Board. She was CEO of ENAV, the Italian Air Navigation Services Provider, where she managed the company’s IPO process on the Italian Stock Exchange, the first in the sector in the world. Previously she was CFO of the Italian service company ACEA S.p.A. Roberta began her career at Italsiel SpA and graduated in Economics and Commerce from the La Sapienza University of Rome. He is also a founding member of Byom, a consultancy firm focused on advising investment funds and companies operating in industrial, energy and infrastructure spaces. Since July 2020 he has been a member of the advisory board of Equita Group, the leading independent investment bank in Italy. He is also chairman of MPSLeasing & Factoring, member of the Board of Directors of Sorgenia Spa, DoValue Spa and Retelit Spa.

Fabrizio Palermo

Director

Fabrizio Palermo graduated with honors in Economics and Commerce from the La Sapienza University of Rome. From July 2018 to May 2021 he was Chief Executive Officer and General Manager of Cassa Depositi e Prestiti. He began his professional career in 1995 at Morgan Stanley’s London office in the Investment Banking Division. He then specialized in the reorganization, transformation and revitalization of large industrial and financial groups. In 2005 he began his experience in the Fincantieri Group, where he held top positions starting from Director of Business Development and Corporate Finance, then Chief Financial Officer (2006-2014) and finally Deputy General Manager (2011-2014). In 2014 he joined Cassa Depositi e Prestiti, where he held the role of Chief Financial Officer, before being appointed Chief Executive Officer and General Manager in 2018 During his career he was Chairman of the Board of Directors of CDP Equity SpA, Chief Executive Officer of CDP Reti SpA, of Fincantieri USA Inc., of Vard Group AS, of Vard Holdings Limited and of Open Fiber SpA. He was also a member of the Board of Directors of Assonime, a member of the Board of Directors of the Center for American Studies, and Co – President of the Italy-China Business Forum.

Board of Statutory Auditors

Francesco Ricotta

Chairman of the Board of Statutory Auditors

Francesco Ricotta is full professor of Economics and Business Management at the University of Rome “La Sapienza”. He has been teaching for twenty years in some of the main Italian business schools with a focus on the themes of behavior and technologies. He is the author and co-author of numerous monographic publications and in academic journals. Enrolled in the Order of Chartered Accountants since 1996, he has gained significant professional experience as an advisor, technical consultant and expert for companies and institutions. He assists legal offices of large companies and national and international law firms in the role of expert in the economic evaluation of corporate assets, intellectual property and intangible assets in general, as well as in the quantification of damages deriving from unfair competitive behavior and in disputes deriving from antitrust regulations. He has also gained significant experience in the evaluation and certification of corporate restructuring plans for medium and large companies. He is a member of the Industrial Policies Working Group at the Ministry of Economic Development and holds the position of member of control bodies in various companies.

Simona Arduini

Auditor

Simona Arduini is a tenured professor for the scientific disciplinary sector of Business Economics at the Department of the same name at the Roma Tre University. She was President, in the three-year period 2016-2019, of the School of Economics and Business Studies. She is the holder of the teaching of Financial Statements and custodian of Business Valuation. He is a Director of Banca Ifis S.p.A. since 2019 and member of the Board of Statutory Auditors of Rentokil Initial Italia S.p.A. since 2005. She was designated by Mibact, in the year 2019, for a three-year period, in the Board of Auditors of the Special Superintendence of Archeology, Fine Arts and Landscape of Rome. He was a member of the board of statutory auditors of Nuova Cassa di Risparmio di Ferrara S.p.A. and Poste Vita S.p.A. He has served as a member of the supervisory committee of numerous l.c.a. and a.s. of banks and financial institutions. He has carried out appraisals for the evaluation of economic capital for leading Italian companies. He has been a consultant to the Civil Court of Rome since 1999.

Maurizio Paternò di Montecupo

Auditor

Maurizio Paternò di Montecupo graduated from the Faculty of Economics and Commerce of the University of Naples in 1975, enrolling in the Register of Chartered Accountants in the same year, in 1988 in the Register of Technical Consultants, in 1990 in the Register of Experts of the Court of Rome in the category of “Accounting Experts”, in 1991 at the Register of Official Auditors at the Ministry of Justice and in 1995 at the Register of Auditors. He has held numerous positions within the academic world, including, professor of Economics and Technique of International Exchange at the Faculty of Economics and Commerce of the University of Cassino and professor of International Marketing and Marketing of the Fashion Sector at the Faculty of Economics of the La Sapienza University of Rome. As of the date of the Admission Document, he holds numerous professional positions within important Italian companies in the position of Chairman of the Board of Statutory Auditors.

Ilaria Antonella Belluco

Alternate auditor

Ilaria Antonella Belluco graduated with honors in Law from the University of Padua as well as in Economic Law from the same university, and is a lawyer. He is in charge of the corporate and M&A department of the CBA firm for the Triveneto, dealing with corporate law – with particular focus on extraordinary transactions with private equity and corporate governance funds. He is also a member of Nedcommunity, an Italian association of non-executive and independent directors, in addition to holding, as of the Admission Document Date, the position of alternate auditor in Telecom Italia S.p.A ..

Alberto Lazzaretti

Alternate auditor

Alberto Lazzaretti has been a member of the Modena Order of Chartered Accountants since 1981. During his career he has held various prestigious positions, as a member of the Board of Statutory Auditors, member of the Board of Directors, technical consultant for the Court of Modena, generally carrying out the activity of Chartered Accountant with diligence and professionalism. On the date of the Admission Document, he is practicing in Carpi at the Selmi Associate Studio, founded in 1985.

Global Coordinator

Intesa Sanpaolo S.p.A.

The Intesa Sanpaolo Group is one of the main banking groups in Europe and is the engine of sustainable and inclusive growth, with a strong ESG commitment and a great focus on the climate.

The Intesa Sanpaolo Group is the largest banking group in Italy, with 13.5 million customers and over 3,700 branches, the Italian leader in financial activities for families and businesses.

Furthermore, the Group has a strategic international presence, with approximately 1,000 branches and 7.1 million customers. It ranks among the main banking groups in various countries of Central-Eastern Europe and in the Middle East and North Africa thanks to its local subsidiaries.

    Euronext Growth Advisor

    Intermonte S.I.M. S.p.A.

    Intermonte is an independent investment bank.

    It is the reference point for Italian SMEs and for national and international institutional investors and the reference point for consultancy for retail clients and financial advisors through its own digital channel.

      External Audit

      KPMG S.p.A.

      KPMG companies operate in 146 countries and territories and, in the AF20, collectively employ nearly 227,000 people, serving the needs of businesses, governments, public sector agencies, non-profit organizations, and through KPMG company auditing and insurance practices. the capital markets.