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Corporate Governance

Board of DirectorsBoard of Statutory AuditorsAudit Firm & Main ConsultantsCorporate Documents and ProceduresShareholders’ Meetings and DocumentsOrganizational Model and Supervisory Body

Board of Directors

Our Board of Directors, composed of 7 members, including 3 Directors who meet the independence requirements of current laws and regulations, holds the broadest powers for the administration and management of Datrix.

The current Board of Directors was appointed by the Shareholders’ Meeting of May 8, 2024 and will remain in office until the Shareholders’ Meeting called to approve the 2026 Annual Accounts.

Fabrizio Milano d'Aragona

Chairman & CEO

He holds a degree in Business Economics from the University of Naples “Federico II” and a professional master’s degree in business strategy. From 2001 to 2009, he served as Industry Leader for Google in Italy, contributing to the launch of Google’s startup operations in the country, and was responsible for team growth, market development, and the Retail, Fashion and Local verticals. In 2010, he acquired a stake in 3rdPlace, initiating the activities that led to the formation of the Datrix Group.

As CEO, he holds the standard operational and management delegations.

Mauro Arte

CEO

He holds a degree in Business Economics (economics/management track) from the University of Rome Tor Vergata and an MBA from LUISS Guido Carli University. He began his career as a Senior Consultant at EY, focusing on Finance & Administration processes for major Italian and international groups. From 2000 to 2006, he served as Sales & Marketing Director at Excite Europe, managing advertising for the European Excite Network and marketing activities for Excite Italy. From 2006 to 2009, he was responsible for Google Italy’s business development in the Media & Entertainment sector, and from 2008 to 2009 he led YouTube Italy operations. In 2010, he acquired a stake in 3rdPlace, initiating the activities that led to the formation of the Datrix Group.

As CEO, he holds the standard operational and management delegations.

Giuseppe Venezia

Managing Director

He holds a bachelor’s degree in Business Economics from the University of Naples “Federico II” and a master’s degree in Economics from Bocconi University. He gained over a decade of experience in financial advisory for small and medium-sized enterprises, first as an internal manager and later as an external consultant, with a focus on corporate finance, business modelling, fundraising and M&A. Since 2015, he has been working with the Group, handling all ordinary and extraordinary finance operations.

As Managing Director, he holds specific delegations related to financial management and relationships with credit institutions.

Massimiliano Magrini

Non Executive Director

A graduate in Political Science from the University of Bologna, he is co-founder and managing partner of United Ventures, a venture capital fund specialising in digital technologies. In 2002, he contributed to the launch of Google’s operations in Italy as Country Manager, and was subsequently appointed Country Manager for Google’s activities in Spain and Portugal. After his time at Google, he founded Annapura Ventures, a next-generation holding company focused on early-stage digital technologies. In 2012, he was a member of the Ministry of Economic Development task force tasked with identifying the legislative measures needed to create a startup-friendly ecosystem in Italy.

As of the Admission Document Date, he serves on the shareholding committee of the Italian Institute of Technology and on the Board of Directors of several companies, including listed ones.

Carolina Minio-Paluello

Non-Executive Independent Director following art.148 of the CFA

Carolina Minio-Paluello began her professional career in 1993 at London Business School as a lecturer specializing in equity investments and investment management. In 1998, she earned a PhD in Finance from the same institution.

From 1999 to 2000, she served as a Capital Market Research Associate within the Strategic Investment Advisory Group at JP Morgan Investment Management. Subsequently, she held the position of Managing Director for Quantitative Investment Strategies at Goldman Sachs Asset Management, followed by Managing Director, EMEA Head of Equity & Private Investor Solutions (EPIS) at Citi in London.

In 2013, she joined Lombard Odier Investment Managers (LOIM) as Global Head of Solutions and Limited Partner, based in London; it was there, a decade ago, that she began focusing on sustainability. Her career continued at Schroders PLC, where she was a member of the Global Management Committee and served as Global Head of Product, Marketing, Solutions, and Quant. She is currently the CEO of Arabesque’s digital asset management division.

Edoardo Carlo Raffiotta

Lead Independent Director pursuant to art.148 of the CFA

By decree of the President of the Council of Ministers dated 6 October 2023, he was appointed among the thirteen experts tasked with drafting the next national strategy on artificial intelligence in support of the Undersecretary of State for Innovation. Based in Milan, he is a qualified Full Professor of Constitutional Law (SSD IUS 08) and currently serves as Associate Professor at the Department of Business Economics and Business Law, University of Milan-Bicocca. He teaches Public Law Institutions and Law of Innovation and Artificial Intelligence.

Since 2022, he has been a member of the Public Law and Policy Research Centre at the UC Berkeley School of Law, with a focus on the legal aspects of artificial intelligence and cybersecurity.
From March 2021 to September 2023, he served as Legal Advisor to the Italian Data Protection Authority (Garante).

He is a lawyer and Of Counsel at LCA Studio Legale (Via della Moscova 18, 20121 – Milan).

In October 2023, he was elected by the Milan City Council (by two-thirds majority) as a member of the Municipality of Milan’s Board of Guarantors. He also holds national scientific qualifications as Associate Professor in Administrative Law (SSD IUS 10) and in Comparative Public Law (SSD IUS 21).

Milena Prisco

Lead Independent Director pursuant to art.148 of the CFA

National and cross-border M&A and private equity transactions targeting mid-sized Italian companies, including share deals and asset deals, joint venture agreements, and equity investments. Venture capital transactions with assistance to investors (e.g. VC funds and holding companies, business angels, club deals), as well as large companies — including listed ones — in corporate VC transactions involving equity investments and/or SFPs (i.e. semi-equity instruments), convertible loans, and scale-up companies. Incentive plans for directors, executives and employees (stock option plans / work-for-equity plans). Incorporation and conversion of corporations into benefit companies pursuant to Law 208/2015, advisory on the implementation of ESG strategies and policies including in relation to the CSRD, from due diligence to corporate governance support and supply chain business evaluation; employment policies and anti-corruption compliance (Model 231) are managed in collaboration with the relevant teams at Pavia e Ansaldo. Advisory to investors on ESG policies in relation to regulatory aspects (e.g. SFDR regulation and CSRD).


Sectors: IT, fashion, healthcare and medical technology, financial services.

Board of Statutory Auditors

The Board of Statutory Auditors oversees compliance with the law and the Company By-Laws, as well as the application of the principles of sound administration.
The Board of Statutory Auditors, composed of 3 standing auditors and 2 alternate auditors, was appointed by the Shareholders’ Meeting of May 8, 2024 and will remain in office until the approval of the 2026 Annual Accounts.

Manuela Giorgetti

Chairwoman

She holds a degree in Business Economics from Bocconi University, Milan, obtained in 1990. From 1990 to 1995 she worked at PricewaterhouseCoopers, progressing to the role of Manager and carrying out statutory audit activities for industrial and financial companies. From 1995 to 1997 she worked at Citibank N.A. as Business Financial Controller, responsible for management control and reporting for equity securities and derivatives trading activities. From 1997 to 2001, and subsequently from 2002 to 2003, she served as CFO of Frette S.p.A., and from 1999 to 2001 she held the role of Group Administrative Director of Fin.part S.p.A. (a holding company operating in the textile sector for both clothing and home furnishings). Between 2001 and 2002 she was CFO and Head of HR, IT, general services and non-core procurement at Gianfranco Ferrè S.p.A. Since 2003, she has been working as an independent chartered accountant and statutory auditor, focusing primarily on insolvency advisory, with particular specialisation in corporate restructuring projects, in which she acts as financial advisor and certifier of arrangement plans. She also handles the preparation of tax and social security settlement proposals within insolvency proceedings. Throughout her career, she has served as judicial liquidator in several court-supervised arrangement proceedings before the Courts of Milan and Como.

Marcello Ferraguzzi

Standing Auditor

He is a Chartered Accountant and Statutory Auditor. Throughout his career, he has developed extensive experience in the evaluation, monitoring and audit of entrepreneurial and social projects, particularly those with an innovative character, as well as in training activities. He is also an expert in matters relating to national and European subsidised finance and has significant experience as a member of evaluation committees established in the context of public procurement procedures. He is a member of the Finance and Business Commission of the ODCEC of Rome and of the Research Centre of A.P.S.P. (Association of Payment Service Providers), and a member of the Scientific Committee of ANGI (Italian Association of Young Innovators). He is registered in the Innovation Manager register held by the Ministry of Economic Development.

Roberto Sorci

Standing Auditor

He holds a degree in Economics from the Guglielmo Marconi University of Rome. He has been registered with the Order of Chartered Accountants and Accounting Experts of Milan since 1983 and with the Register of Statutory Auditors since 1995, as well as with the Register of Technical Consultants and Court Experts of the Milan Court. After professional experience at a leading audit firm and a period of independent practice as a chartered accountant, he founded the firm Necchi, Sorci & Associati in 1994. Throughout his career, he has developed specific expertise in tax planning, appraisals and valuations of companies and intangible assets, technical consulting, extraordinary corporate transactions, and restructuring of distressed companies. As of the Admission Document Date, he serves as a statutory auditor or statutory auditor in national and international companies.

Cristoforo Barreca

Alternate Auditor

He holds a degree in Economics and Commerce from the University of Palermo, obtained in 1992, and in 1995 qualified as a chartered accountant. He began his professional career at Ford Italia S.p.A., where he worked until 1998 as an area manager responsible for the development and coordination of the commercial network in insular Italy and Calabria. Since 1999, he has been practising independently as a chartered accountant in Milan and has developed specific expertise in extraordinary corporate transactions, tax litigation and pre-litigation, budgeting and tax planning. He has held numerous positions as a member of corporate governance and supervisory bodies, as well as serving as liquidator.

Stefano Mariani

Alternate Auditor

He holds both a degree in Economics and Commerce and a degree in Law from the University of Rome “La Sapienza”. Until 1991 he collaborated with the EEC Policy Institute at the University of Rome “La Sapienza”; from 1989 to 1994 he worked with several professional firms providing tax, corporate and commercial advisory services. Since 1994 he has been working as an independent Chartered Accountant and has developed specific expertise in accounting, tax, corporate, commercial and business consultancy. He also provides assistance in statutory audit and legal account control, corporate financial advisory, tax litigation and pre-litigation (before tax offices, provincial and regional tax commissions). Since 1997 he has been serving as a bankruptcy trustee at the Rome Court. He acts as a party-appointed technical expert in civil, criminal and administrative proceedings. He has held numerous appointments as a standing member of statutory audit boards in capital companies operating in the insurance sector.

Audit Firms & Main Advisors

This page provides an overview of the independent Audit Firm and the main Professional Advisors supporting Datrix SpA in compliance with applicable laws and regulatory requirements. It includes the statutory audit firm responsible for the legal audit of the financial statements, as well as the external consultants appointed to assist the Company in key areas of governance, financial reporting, legal matters, and corporate transactions.

All appointments are made in accordance with current regulations and best market practices, ensuring independence, professional expertise, and transparency in the execution of their duties. The information presented reflects Datrix’s commitment to sound governance, reliability of financial information, and the highest standards of professional oversight.

  • PricewaterhouseCoopers

    Audit Firm

  • Alantra

    Euronext Growth Advisor and Global Coordinator

  • Banca Akros

    Specialist

  • KT&Partners

    Equity Research and IR Advisor

  • Gianni & Origoni

    Legal Advisor

  • Corporate Documents and Procedures

    In this section, we group all documents and procedures related to corporate governance as well as the most important documents and procedures concerning our governance.

    • Bylaws

      Statuto Sociale aggiornato maggio 2025 (ITA)

      Uploaded: May 1, 2025

    • Procedure

      Criteri applicativi per la valutazione di indipendenza (ITA)

      Uploaded: March 28, 2024

    • Procedure

      Procedura per le operazioni con parti correlate (ITA)

      Uploaded: July 22, 2022

    • Procedure

      Procedura in materia di internal dealing (ITA)

      Uploaded: November 26, 2021

    • Corporate Document

      Regolamento degli strumenti partecipativi emessi (ITA)

      Uploaded: November 26, 2021

    • Procedure

      Procedura per la gestione interna e la comunicazione all’esterno delle informazioni privilegiate (ITA)

      Uploaded: November 26, 2021

    Shareholders Meetings and Documents

    The Shareholders’ Meeting meets at least once a year. The Board of Directors strives to ensure that shareholders are adequately informed so they can participate in decisions with full knowledge.

    The Shareholders’ Meeting has the authority, in ordinary session, to approve the financial statements, appoint and remove Directors and Statutory Auditors, determine compensation, and resolve on matters within its remit according to the law.

    The Extraordinary Shareholders’ Meeting resolves on amendments to the articles of incorporation and By-Laws, as well as on all matters within its competence according to the law.

    Our By-Laws state that the Board of Directors is vested, within the limits established by law, with the broadest powers of ordinary and extraordinary administration.

    Go to Assembly Documents

    Organizational Model (L.231) and Supervisory Body (ODV)

    Through the adoption of Model 231, Datrix S.p.A. intends to:

      • Promote a corporate culture oriented towards ethics, fairness, transparency, and compliance with the rules.
      • Highlight any risk profiles and take all necessary initiatives – through appropriate actions – in order to prevent unlawful conduct of any kind in the performance of its activities.
      • Enhance internal control structures and tools.
      • Prevent the commission or attempted commission of the predicate offences referred to in the Decree, thus exempting the Company from the relevant liability.

    The Organizational Model represents a coherent system of principles, procedures, and provisions that—by harmonizing with the procedures and provisions adopted by the Company—affect the internal functioning of Datrix and the ways in which it relates to third parties and Public Authorities.

    Model 231 is subject to periodic updating, taking into consideration any organizational and/or regulatory changes, in line with best practices and industry standards.

    The Code of Ethics is an integral part of Model 231 and constitutes its essential foundation for defining a culture distinguished by ethics and corporate transparency.

    The Board of Directors of Datrix S.p.A. appointed Mr. Alessandro Pennisi as the sole member of the Supervisory Board.

    • Organizational Model 231

      Last modified date: March 23, 2026

    Last update: May 7, 2026