Italiaonline - Board of Directors

GovernanceCorporate bodies

Board of Directors

The Board of Directors is assigned a central role in the Company’s corporate governance system. It meets regularly (usually on a monthly basis), organising itself and operating in such a way as to assure real and effective performance of its functions.

The Board of Directors is vested with the widest powers for ordinary and extraordinary management of the Company, and therefore has the power to perform all actions that it deems appropriate for accomplishment and achievement of the Company’s corporate purposes, both in Italy and abroad, the only exception being those measures that by law are reserved as being the prerogative of Shareholders’ Meetings (see Article 19 of the Company’s By-Law).

Based on article 14 of the Company’s By-Laws Directors are appointed on the basis of a voting mechanism based on competing lists to guarantee clear election procedures and a well-composed Board.

The Ordinary Shareholders’ Meeting of 27 April 2018 appointed the Board of Directors, setting the number of its members at 11, establishing their term of office until the approval of the financial statement for year ended 31 December 2020 and appointing Mr. Tarek Aboualam as Chairman of the Board of Directors. The Directors appointed are all taken from the sole slate filed for the Shareholders’ Meeting submitted by the shareholder Libero Acquisition S.à r.l. and voted by the majority.

The Board of Directors’ meeting of 27 April 2018, defining the Company’s governance structure, confirmed Mr. Antonio Converti in the role of Managing Director (already appointed by the Board of Directors of 8 October 2015).

Pursuant to the application criterion 2.C.1 of the Code of Conduct, only the Managing Director should be considered to be executive. The other Directors, which are therefore non-executive directors, in terms of number, authority and authoritativeness, are therefore such as to assure that their opinion carries significant weight in Board decision-making; specifically, they particularly supervise areas where conflicts of interest may arise.

Messrs. Cristina Finocchi Mahne, Vittoria Giustiniani, Arabella Caporello and Corrado Sciolla have declared that they meet the independence requisites provided under art. 148, paragraph 3 of Legislative Decree No. 58/1998 and the Self-Governance Code of Listed Companies.

For further information about the role of the Board of Directors see the Corporate Governance Report in the specific section.

Board of Directors’ members

Onsi Naguib Sawiris, CHAIRMAN

Onsi Sawiris is a Co-Founder and Managing Partner at HOF Capital, a global technology investment firm with over $100m in AUM, where they partner with ambitious entrepreneurs to build massive, enduring businesses. HOF is backed by over 70 leading families and organizations across 33 countries who help accelerate the portfolio companies’ growth. Onsi has led investments in cloud-based technologies, fintech and enterprise SaaS.

Onsi currently sits on the boards of: Italiaonline, Drop, Optii Solutions, intY, Riverbank and is a strategic advisor to Orascom TMT Investments. His focus is on supporting these corporates with digital transformation strategies that involve several HOF portfolio companies.

Prior to HOF Capital, Onsi worked in TMT-focused M&A at Arma Partners, a specialist technology investment bank. Onsi also co-founded Energal, a hyperlocal sustainable energy company tackling distribution inefficiencies in emerging markets.

Onsi holds a BSc in Mechanical Engineering from the Massachusetts Institute of Technology (MIT). He is fluent in English, German and Arabic with a working proficiency in French.

Roberto Giacchi, MANAGING DIRECTOR

Born in Turin in 1968, he graduated in Economics from La Sapienza University in Rome.

His career began at KPMG in 1994. In 1998 he joined the TIM group and followed the M&A activities for the international development of the group in Latin America and Europe. In 1999 he joined Bain & Company where he worked on strategic, commercial and financial projects, in particular for the Telecom, Internet & Technology sector, becoming a Partner in 2005. In 2007 he was appointed Chief Executive Officer of PosteMobile and led the company from its foundation, throughout the start-up phase until its success on the market. In 2014 he joined Poste Italiane and took over responsibility for the Mail, Communication and Logistics business unit, taking part in the group’s IPO success in 2015. Subsequently, in 2016, he assumed responsibility, for all Poste Italiane Group products, for the Business Market and the Public Administration. In 2017 he became Group Chief Financial Officer of Poste Italiane and member of the Board of Directors of PosteVita, roles he held until August and September 2018 respectively.

He is currently a member of the Board of Directors of SIA.

He is married and has two children.

Tarek Aboualam

Tarek Aboualam has is the founder of Glint Consulting, which has leveraged on his expertise to offer Digital & Technology and Management Consulting services that aim to build successful companies and maximize their value.

Prior to Glint, Tarek has been the CEO of Mobiserve Group Operating in 8 countries in MENA (Middle East North Africa). In 2012, Tarek led the turnaround of Egypt’s incumbent operator Telecom Egypt (TE) in a challenging environment acting as TE’s CEO & Managing Director after serving as the Senior VP for International & Wholesale.

In 2008, Tarek joined Orascom Telecom as the Fixed & Broadband Development Director. Between 2005 and 2008, Tarek actively contributed to the turnaround of the Italian operator Wind acting as the Planning and Business Intelligence Director of its Fixed Business Unit. Before 2005, Tarek started his career by co-founding & managing 2 of the first ISPs in Egypt (TE Data & Soficom).

Tarek served as Chairman and board member on the boards of several Telecom and Technology companies including: Telecom Egypt, Vodafone Egypt, Mobiserve, TE Data, Xceed, Soficom, Glint Consulting, Tellas, Tirocon and TED-Jordan.

He holds a bachelor degree in Telecommunication Engineering from Alexandria University.

Sophie Sursock

Sophie is currently in charge of corporate finance in Accelero Capital, of which she is also one of Co-Founders. Prior to this position she was a Corporate Finance Manager at Orascom Telecom Holding (OTH) S.A.E/Weather Investments. Sophie was responsible for business planning and liquidity analysis throughout the Orascom Telecom and Weather groups. During this time, Sophie’s key roles were M&A transaction as well as overseeing debt and equity capital markets’ issues and liability management.

Before joining OTH in 2007, Sophie held the position of Senior Analyst, M&A Transaction Service at Deloitte’s corporate finance division. She was part of the team handling financial advisory and due diligence for Private Equity and corporate clients. Preceding her position at Deloitte, Sophie was the Junior Project Manager at PrimeCorp Finance S.A. where she was involved in the structuring of a 100-million euro technology fund.

Before joining PrimeCorp, Sophie also held the position of Junior Investment manager at Axa Investment.

Sophie received a Bachelor in Business Administration and an MSc in International Business from Paris Graduate School of Management (ESCP-EAP). In addition she successfully completed a student exchange program in Bangkok achieving a Certificate in the Management of Technology.

Frederik Kooij

Nearly 20 years investing experience in the Telecom and Media space spanning the buy and sell side across equity, credit and distressed debt.

He is presently a Partner and Portfolio Manager at Digital World Capital (DWC), an alternative investment manager fund focussed on these two sectors. Immediately prior to DWC from 2007-2014, he was Head of Research for Leverage Finance at Bluebay Asset Management also focusing on distressed and special situations investments, including Seat Pagine Gialle. From 2005 to 2007, he was publishing analyst in High Yield in TMT for Credit Suisse’s leading Leverage Finance team, where his group was voted #1 in the Euromoney survey in 2004.

Frederik Kooij began his career in Investment Banking at JP Morgan in 2000, before moving into an Equity Research role, covering the Media Sector. This team was voted #1 in the Institutional Investor Survey in 2002, and subsequently moved to Credit Suisse, where they repeated the feat in 2004.

He also sits on the Supervisory Board of Euronews, the multilingual news media service, headquartered in Lyon.
Fred holds an MA in PPE (Philosophy, Politics and Economics) from Oxford, he is a Dutch National and speaks French and Spanish at home with his wife and three children.

Hassan Abdou

Hassan Abdou is an experienced CEO, investor, operations manager, mentor and entrepreneur with over 25 years of work experience. He has successfully managed multi-billion dollar PE funds and small-scale startups. Having progressed through several careers including engineering, management consulting and PE fund management, Hassan is also involved in several not-for profit organizations and educational associations. He has a particular interest in helping bright young people shape ideas and bring them to market.

From October 2017 he is Executive Chairman at Gemini Holding, an holding company of one of the wealthiest families in Egypt and globally which includes a diversified portfolio of assets in such areas as telecommunications, media, mining, real estate, technology, financial service and industry.

From 2011 to 2017 he operated as Private equity and Financial Advisor, consulting on several initiatives spanning government, private and not for profit.
From 2012 to February 2016 he held the role as CEO, Co-Founder & Vice Chairman at Macat.com, an online higher education company that teaches critical thinking to students, executive education and life long learners through an innovative content platform.
From November 2003 to December 2010 he held the role as CEO at Gemini Technologies, Global private investment vehicle.
Form July 2007 to December 2010 he held the role as CEO at Weather Investments II.

From January 1998 to November 2003 he held the role as Chief Investment Officer at EFG-Hermes Private Equity.
From August 1996 to January 1998 he is Management Consultant at The Boston Consulting Group.
From April 1992 to August 1994 he is Project Controls Engineer at Exxon Company International.
From July 1991 to April 1992 he is Cost & Schedule Engineer at Exxon Corporation.
In the summer of 1990 he is Financial Analyst Intern at Merril Lynch Capital Markets.

Education:
1994-1996 Harvard Business School, Master of Business Administrations;
1987-1991 University of Pennsylvania: Engineering, Bachelor of Science in Mechanical Engineering, magna cum laude; University of Pennsylvania: Wharton, B.S.Econ. Concentration in Finance, magna cum laude.

Pierre de Chillaz

Pierre de Chillaz is a Partner and Head of European Investments at GoldenTree Asset Management and is a member of GoldenTree’s Distressed Committee. In addition, Mr. de Chillaz is a member of GoldenTree’s Executive Committee. GoldenTree has been investing in Europe for over 15 years and has had a local presence in Europe for over a decade: Mr. de Chillaz leadership over the last decade has contributed to significant growth of the firm’s presence and recognition in the European credit markets. In Europe, the firm is active across a broad array of opportunities including distressed, senior secured, structured products and special situations.

Prior to joining GoldenTree, Mr. de Chillaz worked in investment banking for Bank of America Securities. Mr. de Chillaz earned his B.A. from Paris Dauphine University and received a Master’s degree in International Economics and Finance from Brandeis University.

Cristina Finocchi Mahne

Business economist, Professor of Economics of Industrial and Banking Groups (Advanced Business Administration), on the faculty of the degree program in Advanced Economics, at the University of Rome La Sapienza; Professor of Corporate Governance at the Luiss Business School, on the faculty of the international MBA.

Director and Chairman of the appointments and remuneration committee of Inwit (Borsa Italiana); Director and member of the control and risks committee, the appointments and remuneration committee and the related parties committee of the Trevi Group, (Borsa Italiana FTSE Mid Cap); Director and member of the control and risks committee and the related parties committee of the Banco Desio Group (Borsa Italiana); Director of Natuzzi (NYSE). Co-Presidente for Italy and member of the executive committee of WCD, international think tank on best practices in corporate governance. WCD counts over 3500 directors from throughout the world, including both executive and independent directors, sitting on over 7000 boards of listed companies, with an aggregate total market capitalization of USD 8,000 billion.

Previously, she was a Member of the Management Committee, as Head of Investor Relations and Group Strategic Communications for important blue chip financial companies having market capitalization exceeding Euro 5 billion. She was also member of the board of directors of a strategic consultancy firm specialized in financial and corporate governance communications, from its listing on the Stock Exchange until 2013. She was a writer/creator and anchorwoman of Watchdog, the very first television program focusing on governance issues, which was on air from 2004 until 2012 on Class CNBC, the business and financial channel SKY 507.

She began her career in the corporate finance division of Euromobiliare, an investment bank that was initially controlled by HSBC, and later gained extensive experience in finance with Tamburi&Associati, JP Morgan and Hill&Knowlton.

She earned her Economics degree from the University of Rome La Sapienza, and a Master in Business Administration from LUISS Business School, with specialization in Corporate Finance and International Marketing. Later, she attained additional specializations in finance and management skills in Los Angeles and London.

For her professional achievements, in 2003, she received the Distinguished Executive Award from Luiss University and in 2007, she received the Best in Class award from La Sapienza University, Economics Department. She is a presenter at national and international conferences and the author of numerous articles and papers published in leading financial newspapers and international publications.

Corrado Sciolla

Corrado held the office of Chairman of BT Continental Europe & Global Telecom Market between 2013 and 2017, company operating in over 40 countries and that employs more than 8,000 people.

Previously, between 2011 and 2013, he held the office of Chairman and General Manager of BT France based in Paris; ICT company operating with almost all of the “CAC 40” companies, the main index of the French Stock Exchange. At the same time, and since March 2004 he also held the office of Managing Director of BT Italy (formerly Albacom), second operator “for turnover” of telecommunications services to companies in Italy, with offices in Milan and Rome, making a complete turnaround of  the company and making it the biggest reality of BT outside UK.

In 2001 he was appointed General Manager of Wind Telecomunicazioni, an office he held until 2003, with the responsibility to implement, through the joint leadership of Marketing (for fixed-line, mobile and internet), Sales (for the residential and business markets), Network, Customer Service and Information Systems departments, the Wind Telecomunicazioni strategy, managing more than 8,000 people.

Previously, between 2000 and 2001, he was appointed Chief Financial Officer in Syntek Capital – investment company in the areas of new technologies, telecommunications and media with offices in Monaco, Milan, New York and Tel Aviv – with the responsibility to ensure the monitoring of all investment and disinvestments activities of the company.

In 1999 he holds the position of Business Development Director of News Corporation Europe and Managing Director of Stream, with the responsibility to ensure the realization of the News Corporation strategy in continental Europe and to start the re-launch of Stream (second Italian Pay TV) .

From 1993 to 1998 he is Senior Engagement Manager at McKinsey, based in Milan, with the responsibility of media-multimedia practices for Italy, managing several projects in the telecommunications, media and retail sectors.

Member of the Executive Committee of Confindustria innovative services with responsibility for the international between 2010 and 2013, he also held the office of Vice Chairman of Asstel between 2007 and 2013.

Corrado Sciolla holds a Degree in Electronic Engineering from the Politecnico of Turin and a Master in Business Administration  (Scolarship FIDIS) at the Institut Européen d’Administration des Affaires, in Fontainebleau, France.

Vittoria Giustiniani

Admitted to the Milan Bar, partner of Bonelli Erede Law Firm in Milano, Vittoria Giustiniani has developed significant experiences in the field of Corporate law, M&A, Capital markets law, Corporate restructuring and insolvency proceedings and Extraordinary transactions. Vittoria Giustiniani assists public and private companies to access capital markets through IPOs and capital increases or in corporate restructuring and extraordinary operations (mergers, demergers, contributions in kind), in acquisitions, including through mergers, trade in holdings, public offerings, joint venture agreements and commercial agreements, debt restructuring transactions through recourse to instruments other than insolvency procedures, as provided for by bankruptcy law, and to further loans.

Before joining Bonelli Erede Law Firm in 1995, joining also several internal Focus Team on insolvency and capital markets matters and becoming partner in 2000, Vittoria Giustiniani worked at the Law Firm of Professor Mario Casella.

Graduated in law at the University of Milan, Vittoria Giustiniani is fluent in English and French.

Arabella Caporello

Arabella Caporello, graduated in Economics, held the position of General Manager of the Municipality of Milan from August 2016 to April 2018. Directly reporting of the Mayor she has overseen all the administrative functions of the Municipality.

From April 2014 to November 2015 she held the position of Senior Vice President – Head of the (i) Financial Institution sector and (ii) Services and Concession – at Investindustrial Advisors (Lugano) – Investindustrial Fund Manager (Private Equity) taking care, among the others, of the transfer of the Cogemat-Cogetech Group to SNAI S.p.A. company listed on the Milan stock exchange and operating in the Sports Betting and Gaming Machine sector.

From June 2012 to March 2014 she held the position of Executive Assistant of the Management Board at Banca Popolare di Milano. Reporting directly to the Chief Executive Officer Arabella Caporello, among other transactions, coordinated the transformation of BPM into a joint-stock company and the relevant capital increase of € 500 million in 2014.
From April 2016 to September 2016 she is a member of the Board of Directors of SEA S.p.A. – Milan Airports (office that became incompatible with the appointment as General Manager of the Municipality of Milan in August 2016).
From July 2012 to March 2014 she is a member of the Board of Directors of Anima Holding S.p.A. and Anima SGR.
From May 2013 to March 2014 she is a member of the Board of Directors of AEDES BPM SGR.
From September 2013 to March 2014 she is a member of the Advisory Board of F2i (Italian Fund for Infrastructures).
From October 2006 to June 2012 she held the role as Vice Chairman at Investindustrial Advisors S.p.A. manager of the Investindustrial Funds (Private Equity) dealing with various M&A projects, including the acquisition of 7% of Banca Popolare di Milano (November 2011) and co-investment in the COIN OVS Group (July 2011).
From September 2005 to September 2006 she held the role as Head of Business Development / M&A of the Humanitas Group (Hospital Group).

From July 1999 to September 2005 she held the role Senior Associate at Advent International – Private Equity Funds dealing with various transactions, including the acquisition of Italtel S.p.A. in partnership with Cisco and Clayton Dubilier & Rice (July 2000).
From February 1998 to June 1999 she is a financial analyst at Gallo & C. (Meliorbanca Group) – M&A and Private Equity Division.
From November 1997 to January 1998 she is a financial analyst in the Quality Finance division and a member of the Financial Management Program at General Electric – Nuovo Pignone.
From January 1997 to October 1997 she carries out the training for admission to the Doctoral qualification exam Business consultant.

Garduated magna cum laude in Economics at the Università Cattolica del Sacro Cuore in Milan, Arabella Caporello is fluent in Italian and English.