Governance

Board of Directors

The Board of Directors currently in office was appointed by the Shareholders’ Meeting on 19 April 2017.

It is made up of fourteen members who will remain in office until the approval of the financial statements for the year 2019.

The Shareholders’ meeting of 19 April 2017 also attributed to Giampiero Pesenti, as recognition for the 50 years of passionate work for the Company, the position of Honorary Chairman. Giampiero Pesenti is not a member of the Board of Directors.

Laura Zanetti

Chaiperson
Independent director2

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Laura Zanetti
Chairperson
Member of Executive Committee

Consigliere dal 14 novembre 2013 e Presidente dal 19 aprile 2017

Nata a Bergamo il 26 luglio 1970.

Laureata con lode presso l’Università Bocconi, dove attualmente è Professore Associato di Finanza Aziendale e Direttore del corso di laurea in Economia e Finanza.

In precedenza è stata membro della Giunta Direttiva del Dipartimento di Finanza, Direttore del Master of Science in Finance dell’Università Bocconi e Research Fellow del CAREFIN, Center for Applied Research in Finance. È stata inoltre Visiting scholar presso il MIT (Massachusetts Institute of Technology) e la LSE (London School of Economics and Political Science).

È Dottore Commercialista, Revisore Legale, membro dalla fondazione dell’European Corporate Governance Institute, consigliere e sindaco di primarie società quotate in Borsa.

È autore di numerose pubblicazioni in tema di corporate governance e valutazione delle imprese.

Livio Strazzera

Deputy Chairman
Independent director 2

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Livio Strazzera
Deputy Chairman
Member of Executive Committee

Livio Strazzera – Director since May 3, 2002 and Deputy Chair since April 19, 2017

Born in Trapani, July 23, 1961

Degree in economics & commerce – Luigi Bocconi University, Milan

Accountant in Milan and registered public accountant.

Tax consultant, director and statutory auditor of a number of business corporations.

Carlo Pesenti

Chief Executive Officer - CEO
Chief Operating Officer - COO

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Carlo Pesenti
Chief Executive Officer - CEO
Chief Operating Officer - COO
Member of Executive Committee
Director in charge of the internal control and risk management system

Director since June 17, 1999

Born in Milan, March 30, 1963

Degree in mechanical engineering – Milan Polytechnico

Master in economics & management – Bocconi University, Milan

He began his career in the Italcementi Group, and was Chief Executive Officer from 2004 to 2016.

Since 1999, he has been a member of the Board of Directors of Italmobiliare, an investment holding listed on the Milan Stock Exchange. In 2001 he was appointed Chief Operating Officer and in May 2014 Chief Executive Officer.

Among the Group investees, he is Chair of Clessidra SGR and a member of the Board of Directors of Tecnica Group and of Caffè Borbone.

After chairing the Confindustria Reforms Commission, he became a permanent member of the confederation's General Council, of which he was Deputy Chair (2014-2016).

Since 2017, member of the Advisory Board of Assolombarda.

From 2006-2008, Co-President of the Italo-Egyptian Business Council. He is also Co-President of the Italy Thailand Business Forum.

President of the Fondazione Cav. Lav. Carlo Pesenti, active in no-profit projects for social, economic, technological, scientific and cultural innovation.

Vittorio Bertazzoni

Independent director1

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Vittorio Bertazzoni
Member of Remuneration and Nomination Committee

Director since April 19, 2017

Born in Parma, March 29, 1976.

Degree in law from the University of Parma.

After graduation, he began his career at Arthur Andersen in the financial auditing sector, gaining international experience first at the New York office (USA) and later in Italy.

Subsequently, he worked with the Studies Office of Mediobanca S.p.A.

He is currently Deputy Chair and Chief Executive Officer of SMEG S.p.A., an Italian electrical household appliances manufacturer.

He is also Deputy Chair and Chief Executive Officer of ERFIN S.p.A., the family group holding company.

Giorgio Bonomi
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Giorgio Bonomi
Member of Risks and Sustainability Committee

Director since May 3, 2002

Born in Bergamo, November 2, 1955

Degree in law – Milan State University

Law practice in Bergamo. Public accountant.

Mirja Cartia d'Asero

Independent director 1

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Mirja Cartia d'Asero
Member of Risks and Sustainability Committee
Member of Committee for Transactions with Related Parties

Director since April 19, 2017

Born in Catania, November 22,1969.

She holds a degree in law from the University of Catania, and a specialization in real estate finance. She has been a member of the Italian bar association since 1996.

From 1996 to 2005, she worked in banking and finance at the Clifford Chance law firm (Rome – London) and the Allen & Overy law firm (Milan). From 2005 to 2017 she was with Lehman Brothers (London – Milan) holding various posts in the Global Real Estate Group and – since 2008 – in Administration. Since 2014 she has been Chief Executive Officer of Restar, a non-performing loans platform she co-founded for the US Varde Fund.

She is a director of FNM S.p.A.

Valentina Casella

Independent director1

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Valentina Casella
Member of Risks and Sustainability Committee
Member of Committee for Transactions with Related Parties

Director since April 19, 2017

Born in Boston (USA), October 19, 1979.

She holds a degree in law from the University of Milan, and a specialization in business law and corporate economics, as well as a Master in Laws from Columbia University and an M.B.A. from INSEAD.

She has been a member of the Italian bar association since 2006 and of the New York State bar association since 2008.

From 2007 to 2012 she was an associate of the Simpson Thacher & Bartlett law firm (New York).

She has been a partner of the Casella e Associati practice since 2014.

From march 2019 she is member of the BoD of Banco di Desio e della Brianza S.p.A..

Elsa Fornero

Independent director1

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Elsa Fornero
Member of Committee for Transactions with Related Parties

Director since July 27, 2017

Born in San Carlo Canavese (Turin), May 7, 1948.

Full professor of political economics at the Socio-Economic and Mathematical-Statistical Department (ESOMAS) at the University of Turin; scientific coordinator of the Center for Research on Pensions and Welfare Policies; vice president of the Survey of Health, Ageing and Retirement in Europe); honorary senior fellow at the Carlo Alberto College, research fellow at the Netspar Network for Studies on Pensions, Aging and Retirement and policy fellow at the Institute for the Study of Labor (IZA) in Bonn.
She is also a member of the research committee of the International Network on Financial Education (INFE) of the OECD and of the scientific committee of the Observatoire de l’Epargne Européenne (Paris).

She is a director of Centrale del Latte d’Italia and of Buzzi Unicem.

From November 16, 2011 to April 28, 2013 she was Minister of Employment and Social Policies, with responsibility for Equal Opportunities, in the government formed by Mario Monti. As Minister, she introduced reforms in pensions and the jobs market (approved by Parliament at the end of 2011 and in mid-2012 respectively).

She has published articles on public and private pensions systems, pensions reform, the ageing population, household savings, pension and life insurance decisions.

Sebastiano Mazzoleni
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Sebastiano Mazzoleni

Director since May 25, 2011

Born in Milan, May 11, 1968

Degree in geology - Milan State University.
Master in Business Administration – Bocconi Business School, Milan.

He began his professional career in 1996 with CTG S.p.A. as a research geologist in charge of assessing raw materials for cement production, coordinating work groups in Italy, France, Spain and Thailand.

In 2000, he moved to the Italcementi S.p.A. Marketing Division, with joint responsibility for drawing up new product marketing plans and benchmark analyses for development of competitive positioning models.

In 2003, he was involved in the creation of the new Group division “New Product Marketing”, and was head of innovation for USA, Greece, Bulgaria, Turkey, Egypt, Thailand, Kazakhstan and India until 2009. Group manager in charge of the new project for enhancement of recoverable resources.

Since 2010 he has been involved in non-profit, social entrepreneurship and consultancy on innovation.

Luca Minoli
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Luca Minoli
Member of Executive Committee

Director since May 3, 2002

Born in Naples, January 29, 1961

Degree in law, magna cum laude, 1985 – Milan State University.

Member of the Italian bar association since 1988. Registered member of the Order of Cassation Lawyers since 2006.

1986 to 1987, associate of Hughes Hubbard & Reed in New York. First associate, later partner from 1991 of the Ardito law firm. Partner, from 2004 to 2012, of the Dewey & LeBoeuf law firm. Partner of the Gattai, Minoli, Agostinelli & Partners law firm.

Chiara Palmieri

Independent director1

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Chiara Palmieri
Member of Remuneration and Nomination Committee
Member of Executive Committee

Director since April 19, 2017

Born in Milan, December 9, 1970.

She has worked in finance for more than twenty years and is currently Chief Operating Officer of Laprima Holding S.r.l., an Italian family office.

She is a lecturer at the Bocconi University.

She is a director of Snaitech S.p.A and sits on the Management Committee of Amref Health Africa Onlus-Italia. Previously she was a director of Poste S.p.A.

Earlier, she worked in London for more than ten years, at Morgan Stanley, Credit Suisse and Goldman Sachs, where she was Chief Operating Officer and an executive director of the Private Wealth Management division for Europe and Asia.

She graduated summa cum laude from the Bocconi University, is a certified accountant and obtained a CEMS Master from the HEC-Paris University, after an exchange on the MBA program of the Stern School – New York University.

Clemente Rebecchini

Independent director2

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Clemente Rebecchini

Born in Rome, March 8, 1964.

After graduating in economics & commerce, in 1988 he qualified as a certified accountant. In 1989 he joined Mediobanca, where he is currently Central Director with responsibility for the Principal Investing division.

He was a director of Gemina S.p.A., Atlantia S.p.A., Aeroporti di Roma and Telco S.p.A., where from 2012 to 2015 he was also Chair of the Board of Directors.

Current posts

  • Deputy Chair of Assicurazioni Generali S.p.A.
  • Director of Istituto Europeo di Oncologia S.r.l.
  • Central Director with responsibility for the Principal Investing division at Mediobanca S.p.A.
Antonio Salerno

Independent director1

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Antonio Salerno

Director since April 19, 2017

Born in Catanzaro, May 6, 1974.

He holds a degree in economics and banking science from the University of Siena, and a Master in International Finance from the University of Amsterdam.

He developed his expertise in corporate governance, strategic analysis and company valuations first at Deminor as a corporate governance consultant (2000-2004) and later as an analyst and then investment manager at Hermes European Focus Fund (2005-2012).

Since 2012 he has been investment manager at RWC European Focus Fund.

Paolo Sfameni

Independent director1

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Paolo Sfameni
Member of Remuneration and Nomination Committee

Director since July 31, 2018

Born in Milan, November 25, 1965.
Degree in economics & commerce from the Bocconi University, Milan.
Registered on the Order of Certified Accountants and the Roll of Account Auditors.
Independent consultant on corporate law, and banking and financial market law.
He was previously a director of Italmobiliare from 2011 to 2017.
Associate professor in commercial law and professor in financial market law at the Aosta Valley University. Professor on the F. Stella company's master’s degree in criminal law, Milan Catholic University. Member of the editorial committee of law journals and author of papers on corporate law. His other positions include director of Allianz Bank Financial Advisors S.p.A., bondholders’ representative at Mittel S.p.A., Chair of the Board of Statutory Auditors of Vorwerk Management S.r.l., Chair of the Compliance Committee of companies including Italmobiliare S.p.A., Bayer S.p.A., General Electric Healthcare S.r.l., General Electric Medical Systems S.p.A., Techint S.p.A. and Pirelli Tyre S.p.A.

1 Independent director (pursuant to the Code of Corporate Governance and Legislative Decree no. 58, February 24, 1998)

2 Independent Director (pursuant Legislative Decree no. 58, February 24, 1998)

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Key economic and financial date