Committees

Appointments and Remuneration Committee

The Appointments and Remuneration Committee is a proactive advisory body with the main task of making proposals to the Board of Directors for the definition of the remuneration policy for Directors and executives with strategic responsibilities.

COMPOSITION

The Appointments and Remuneration Committee is composed of the Independent Director Angela Oggionni (acting as Chairman), the Independent Director Giovanna Zanotti and the Non-Executive Director Claudio Berretti.

Angela Oggionni
Independent Director

Angela Oggionni earned her degree cum laude in International Management – Language Sciences for Communication and Business from the Catholic University of Milan, with intermediate thesis on the IPO regulations and a final one on mezzanine financing profiles.

She is Managing Partner of Electa, merchant firm with which she started to collaborate in 2004 dealing with transactions in the private equity tail-ends segment (i.e. acquisition of escrow accounts and cash liability companies from international PE funds) and cooperating with the international team of the group, providing technical assistance to venture capital and private equity funds focused on southern Europe and Italian market.

Since 2010 she has been mainly taking care of the structuring, promotion, execution, monitoring and divestment of captive alternative investments, among which: Made in Italy 1, the first Italian SPAC that arranged the listing of SeSa; the IPO Challenger pre-booking companies that took Italian Wine Brands and Pharmanutra public; IPO CLUB, feeder fund of SPACs and pre-booking companies, conceived in partnership with Azimut; SPAC in CLOUD, digital evolution of the traditional SPAC model, created in partnership with Elite, through which Electa listed the combination of ITD Solutions and Italware in Digital Value; many investments and co-investments in partnership with IPO CLUB, Azimut Group, Kairos and other institutional players.

Angela Oggionni is executive board member of Electa Ventures, board member of different investment holdings and member of the Advisory Committee of the IPO CLUB fund.

Giovanna Zanotti
Independent Director

Born in 1972 in Bergamo, she graduated with honors in Economic and Social Sciences from Luigi Bocconi University and obtained a PhD in Management from the same University.

Today she is Full Professor of Economics of Financial Intermediaries at the University of Bergamo where she also holds the position of Director of the Department of Management. She teaches Derivatives and Stock Market Economics courses. She is a faculty of SDA Bocconi and teaches the course of Risk Management and Derivatives under contract at the Bocconi University. Her main research areas are related to risk management, derivative and structured products.

Previously she was Researcher at Bocconi University and Visiting Professor at Calgary University.
She holds the role of independent director on the boards of BancoBpm and Pharmanutra S.P.A. Previously she held this role in Banca Akros and Banca Aletti (2017-2020).

She is Scientific Director of ACEPI (Italian Association of Certificates and Investment Products).

Claudio Berretti
Non-Executive Director

Born in Florence in 1972. He graduated (110 cum laude) from University LIUC – Carlo Cattaneo, has cooperated with ‘Federtessile’, with Fiat UK Ltd and Magneti Marelli UK.

In TIP – Tamburi Investment Partners S.p.A. (independent investment/merchant bank listed on the STAR segment of the Italian Stock Exchange) from 1995 and General Manager from 2007.

Currently he is member of the board of directors of private and public companies among which: Tamburi Investment Partners S.p.A., Alpitour S.p.A., Alpiholding S.r.l., Alpitour World Hotels & Resorts S.p.A., Asset Italia S.p.A., Be Think, Solve, Execute S.p.A., Be Solutions Solve, Realize & Control S.p.A., Betaclub S.r.l., Chiorino S.p.A., Clubitaly S.p.A., Digital Magics S.p.A., ITH S.p.A., MyWoWo S.r.l., Monrif S.p.A., Neos S.p.A., Talent Garden S.p.A., Sant’Agata S.p.A., TIP-Pre IPO S.p.A. and Venice Shipping & Logistic S.p.A.

Control and Risks and Related Parties Committee

The Control and Risk Committee performs investigative, propositive and consultative functions, with the task of supporting the Board of Directors’ assessments and decisions relating to the internal control and risk management system as well as in the approval of periodic financial and non-financial reports.

COMPOSITION

The Control and Risk Committee is composed of the Independent Director Giuseppe Cerati (acting as Chairman), the Independent Director Giovanna Zanotti and the Independent Director Chiara Pieragnoli.

Giuseppe Cerati
Chairman

He graduated from the University of Parma in 1988 and he was appointed as Statutory Auditor in 1985.He practices the profession of Chartered Accountant and Statutory Auditor at associated chartered accountants Cerati Laurini & Ampollini. He is the founder of the following societies operating in the field of tax administration services, legal auditing and asset management:Parametrica Pension Fund Spa (administrative service for pension funds), Previsione Srl (italian auditing company), Grevision Trust company Srl (trustee activity). He is expert in taxtation insurance matters, supplementary pension and real estate. He carries out post-graduate teaching and training activities.He holds several corporate positions in bodies of national importance including the chairmasip of the Board of Statutory Auditors of the National Union of the Leather Industry (Unione Nazionale Industria Conciaria, UNIC), Beni Stabili Spa Siiq, Vittoria Assicurazioni Spa and Yoox Net a Porter Group Spa; he is a member of the vigilance committee pension funds of Saras’ employees (Moratti’s Group). He is member of management board of OIC – Organismo Italiano di Contabilità, namely “Italian Accountancy Board”.

Giovanna Zanotti
Independent Director

Born in 1972 in Bergamo, she graduated with honors in Economic and Social Sciences from Luigi Bocconi University and obtained a PhD in Management from the same University.

Today she is Full Professor of Economics of Financial Intermediaries at the University of Bergamo where she also holds the position of Director of the Department of Management. She teaches Derivatives and Stock Market Economics courses. She is a faculty of SDA Bocconi and teaches the course of Risk Management and Derivatives under contract at the Bocconi University. Her main research areas are related to risk management, derivative and structured products.

Previously she was Researcher at Bocconi University and Visiting Professor at Calgary University.
She holds the role of independent director on the boards of BancoBpm and Pharmanutra S.P.A. Previously she held this role in Banca Akros and Banca Aletti (2017-2020).

She is Scientific Director of ACEPI (Italian Association of Certificates and Investment Products).

Chiara Pieragnoli
Independent Director

She was born in Empoli on November 11th 1972. She earned a degree in Business and Economics at the University of Florence. She is registered in the Registry of Chartered Accountants and the Registry of Statutory Auditors of Florence. She works as a chartered accountant in Florence since February 11th 2003, mainly carrying out management and tax-related consultancy for businesses. She has gained extensive experience in extraordinary corporate transactions, also carrying out auditing work.

Sustainability Committee

The Sustainability Committee, with advisory and proposal-making functions, assist the Board of Directors in evaluations and decisions relating to sustainability issues, also understood as Environmental, Social and Governance, connected to the exercise of the company’s activity and its dynamics of interaction with all stakeholders.

COMPOSITION

The Sustainability Committee is composed of the independent director Giuseppe Cerati (acting as Chairman), the independent director Giovanna Zanotti, the independent director Chiara Pieragnoli and the CEO Alessandro Fabbroni.

Angelica Pellizzari
Chairman

Born in Brescia in 1971, she earned a magna cum laude degree in Business and Economics at the State University of Brescia, and also achieved a Master’s degree in Economics and International Finance at the Università Cattolica del Sacro Cuore (Catholic University of the Sacred Heart) of Milan. She attended the executive training program “Donne nei CdA promosso da GEA” (women in Boards of Directors, promoted by GEA management consultant organization) in Milan.

In June 2013, she was nominated a member of the Board of Directors of Facile.it S.p.A. – an online insurance product brokering company and utility retailer – as the executive officer for management, accounting, and corporate affairs administration. On the occasion of the group’s change of corporate control and the consequent reorganization, she was nominated – in September 2014 – the administrator of all companies belonging to the Facile group (Facile.it Group S.p.A., Facile it S.p.A., Facile.it Broker di Assicurazioni S.r.l., Facile.it Operations S.r.l.), and representing the minority shareholders with relevant veto power on confidential matters. She is also a member of the Facile group Supervisory Board in the scope of Italian Decree-Law n° 231/2001.

Since June 2012 she is a member of the Board of Directors of Immobiliare.it SрА, a web-based real estate company leading the Italian market. She actively participates in the strategic decisions concerning governance, structural organization, new acquisitions, and the optimization of cash flow.

Since May 2004 she is the Sole Director of Anthos Vermögensverwaltung Gmbh, a real-estate company registered in Germany and under Italian ownership.

From November 2003 to August 2005 she was the Sole Director and successively the Liquidator of Lusfina S.p.A., focusing on factors – third party entities belonging to the Lucchini group – owing credit with and without recourse. She was authorized the general power of attorney for operations including corporate restructuring, negotiation and management of bank debt amortization, recovery of tax credit, and final liquidation in favour of the shareholders.

Since February 2005 she works as М&А Advisor for Electa Italia (Electa Group), with a particular focus on the Italian business world and on private equity. She offers customer support in extraordinary and strategic operations preparatory to growth through acquisitions of/by third parties, mergers, or listing on the stock market, as well as the subscription to shareholders’ agreements.

From 1991 to January 2005, she has performed a number of roles in real estate, financial, and banking companies.

Giovanna Zanotti
Independent Director

Born in 1972 in Bergamo, she graduated with honors in Economic and Social Sciences from Luigi Bocconi University and obtained a PhD in Management from the same University.

Today she is Full Professor of Economics of Financial Intermediaries at the University of Bergamo where she also holds the position of Director of the Department of Management. She teaches Derivatives and Stock Market Economics courses. She is a faculty of SDA Bocconi and teaches the course of Risk Management and Derivatives under contract at the Bocconi University. Her main research areas are related to risk management, derivative and structured products.

Previously she was Researcher at Bocconi University and Visiting Professor at Calgary University.
She holds the role of independent director on the boards of BancoBpm and Pharmanutra S.P.A. Previously she held this role in Banca Akros and Banca Aletti (2017-2020).

She is Scientific Director of ACEPI (Italian Association of Certificates and Investment Products).

Alessandro FabbroniChief Executive Officer

Born in Arezzo in March 1972, after having obtained his classical high school diploma, in 1996 he graduated with honors in Business Economics from the Bocconi University of Milan.

From 1997 to 2002 he worked in the Corporate Finance sector with banks and international consultancy companies. From 2002 to 2007 he held managerial roles in companies in the IT sector, dealing with Finance, Control, Organization and Human Resources.

Since 2008, has managed the reorganization that leads Sesa to control a reference player Group in the Information Technology sector and the subsequent listing on the stock exchange in the 2013.

Since 2012 he held the position of CEO of Sesa. He is director of Fondazione Sesa and member of the BoD of several companies of the Group. He also holds the position of CEO of ITH S.p.A., the control holding company of the Sesa Group.

Sesa Group is the reference player in Italy and Europe in technological innovation and digital services for the business segment, with about Eu 3 billion and about 6,000 employees Revenues, thanks to a path of continuous growth and value generation for all Stakeholders combining digitalization and sustainability.

He is married and father of two children.

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