Investors

Investors

SEC SpA has a consolidated turnover of nearly 29 million and was admitted to trading on the AIM market of the London Stock Exchange on the 26th July 2016, as part of its plan to build out its presence in Europe and expand its footprint globally. SEC SpA operates in compliance with the rules of AIM. The information below is provided in accordance with the requirements of AIM Rule 26 – Information.

    • Description of the business

      SEC S.p.A. is a holding company, incorporated in Italy, It is head office for a public relations and advocacy business, headquartered in Milan with operations across western Europe.

      Article of association

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      Directors

      • Luigi Piergiuseppe Ferdinando Roth – Non-Executive Chairman

        Luigi Roth was appointed to the Board as its Non-Executive Chairman in June 2016. He has significant board experience and his current roles include being President of Alba Leasing S.p.A. (since May 2012), Senior Advisor of Equita SIM S.p.A. (since October 2014), President of Italiana Valorizzazioni Immobiliari S.r.l. (since September 2013) and President of Melior Valorizzazioni Immobiliari S.r.l. (since June 2010), President of Gruppo Lombardo dei Cavalieri del Lavoro (since September 2013) and he holds positions on the boards of Pirelli & C. S.p.A., Autostrada Torino Milano S.p.A., Eurovita Assicurazioni S.p.A. and NTV S.p.A. Noteworthy previous experience includes roles as President of Terna S.p.A., Consorzio Città della Salute e della Ricerca di Milano, Fondazione Fiera Milano and Ferrovie Nord Milano Esercizio S.p.A., as 13well as various positions held on the boards of Meliorbanca, Cassa Depositi e Prestiti S.p.A., Ansaldo Trasporti S.p.A. and Breda Costruzioni Ferroviarie S.p.A. Luigi Roth is also a Knight Grand Cross of Merit of the Italian Republic, Knight of Labour and a Papal Gentleman.

      • Fiorenzo Vittorio Tagliabue – Chief Executive Officer

        Fiorenzo Tagliabue is the founder and controlling shareholder of SEC. He has significant expertise in urban regeneration projects, such as Porta Nuova in Milan (for Hines Group), regeneration of the Fiera di Milano area (for Citylife and Generali-Allianz Group), development plan for Bovisa (for Euromilano) and construction of Fiera in Rho-Pero (for Fiera Milano Foundation). He was the CEO of Nuova Editoriale Italiana S.p.A. from 1983 to 1989 and, in 1985, he founded and became General Secretary for the first three years of Centro Televisivo Vaticano. Mr Tagliabue was a member of the Board of Directors of Teatro La Scala (Milan) Foundation from 2005 until January 2015 and is a member of the board of directors of Banco Alimentare Foundation and of Venice University Institute of Architecture.

      • Mark Glover – Managing Director (also Chief Executive at Newington)

        Mark founded Newington in 2006, and has overseen its growth into the dynamic and award winning consultancy that it is today. He splits his time between Newington’s London and Edinburgh offices – offering strategic counsel to board directors across a range of sectors at a local, devolved and national government level. Mark has been actively involved in politics since 1985 – as a councillor for twelve years, which included serving as the Chair of the Labour Group in Southwark (2002-2014), London and sitting on the Federal Executive of the Liberal Democrats in the early 1990s. Mark also sits on the Independent Advisory Group of the Marston Group, is on the Court of the Company of PR Practitioners in the City of London. He was a Founding Director of the Reformer magazine, supports charity UK Youth and is a regular industry awards judge.

      • Tom Parker – Chief Sales Officer

        Tom is President of Cambre Associates and Chief Sales Officer (CSO) at SEC. He launched award-winning Cambre in 2010, and spearheaded it becoming one of Brussels’ leading Public Affairs and Public Relations agencies. In his role as SEC CSO, he works with the SEC Management Committee to establish SEC as a challenger to the communication agency establishment.Tom has over 20 years of experience advising clients large and small in advocacy and reputation management. He pioneered the concept “advocacy 3.0” and has worked across a broad range of sectors for clients including IKEA, the Kingdom of Morocco, Electrolux, Emirates Airline, GSK and Silicones Europe. Tom is President of the British Chamber of Commerce Belgium and European Union. He has a degree Chemistry and a Postgraduate diploma in Law from Nottingham Law School.

      • David Carr Mathewson – Non-Executive Director

        David Mathewson was appointed to the Board in June 2016. Mr Mathewson has experience in advising private and public companies on strategy plus implementation of mergers, acquisitions, debt and equity fund raising and capital reconstructions. Mr Mathewson has spent much of his Executive career as Senior Director of Noble Grossart Ltd. More recently, Mr Mathewson was Finance Director of Playtech plc, between 2010 and 2013, which moved from AIM to the main market during his tenure. Prior to being Finance Director, he was a Non-Executive Director and chaired the audit and risk committees of Playtech plc. Mr Mathewson is a member of the Institute of Chartered Accountants of Scotland.

      • Paola Bruno - Non - Executive Director

        Founder and Managing Director of Augmented Finance Ltd. Advisory company based in London and specialised in M&A, financial and corporate advisory for financial institutions, investment funds and European/North America industrial and tech companies. Independent Director, Chairman of Control and risk committee, member of RemCo and Related Party Committee in Alerion Clean Power SpA. Director and Member of the Risk Committee and Related Party Commitee in doBank S.p.A.

      • Anna Milito – Chief Financial Officer

        Mrs Milito joined SEC in 2003 and since has worked in the administrative team, becoming Chief Financial Officer in 2014. Her role includes coordinating a team composed of seven finance and administration professionals. Prior to joining SEC, Mrs Milito worked for an Italian accountancy firm from 1998-1999 and from 2000-2002 she was consultant to a provincial consortium on regional, national and communitarian financing laws for enterprises in Parma. Mrs Milito has a degree in Business Economics from the University of Parma and is a chartered accountant.

      Admission document

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      Audit and AIM Compliance Committee

      The Audit and AIM Compliance Committee has primary responsibility for monitoring the quality of internal controls, ensuring that the financial performance of the Group is properly measured and reported on and ensuring compliance with the AIM Rules for Companies. It will receive and review reports from the Group’s management and auditors relating to the interim and annual accounts and the accounting and internal control systems in use throughout the Group. The Audit and AIM Compliance Committee will meet no less than twice each year and will have unrestricted access to the Group’s auditors. The Audit Committee comprises David Mathewson as chairman and Luigi Roth.

      QCA corporation governance

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      Remuneration Committee

      The Remuneration Committee reviews the performance of executive Directors and makes recommendations to the Board on matters relating to their remuneration and terms of employment. The Remuneration Committee also makes recommendations to the Board on proposals for the granting of share options and other equity incentives pursuant to any share option scheme or equity incentive scheme in operation from time to time. The Remuneration Committee will meet at least once each year. The Remuneration Committee comprises David Mathewson as chairman and Luigi Roth.

      Nomination Committee

      The Nomination Committee is responsible for identifying, nominating and approving appointments to the Board, as well as considering the continuing appropriateness of the Board, the future needs of the Company and issues of succession. The Nomination Committee will meet at least once each year. The Nomination Committee comprises David Mathewson as chairman and FT.

      Shareholders rights

      The rights of shareholders may be different from the rights of shareholders in a UK incorporated company.

      Share capital

      Number of AIM securities in issue 13.502.533
      Percentage of AIM securities not in public hands 74.935%
      Shares are freely transferable  
      Take over As an Italian company, the UK Takeover Code does not apply to the Company. However, the company’s articles state that the provisions of the City Code on Takeovers and Mergers are applicable by voluntary reference


      Significant shareholders

      Fiorenzo Tagliabue* 66.06%
      Paola Ambrosino 4.36%
      Equita Sim S.p.A. 6.39%
      Banca Esperia S.p.A. 4.1%
      Edoardo Francesco Maria Romeo 2.95%

      *Includes members of his family 

      Key Advisers

      Nominated Adviser and Broker Arden Partners plc 125 Old Broad Street London EC2N1AR Tom Price and Steve Douglas: +44(0)2076145900
      Financial Adviser UBS (Italia) S.p.A. Corporate Advisory Group Via Palestro, 2 20121 – Milan Italy
      Auditors BDO Italia S.p.A. Viale Abruzzi,94 20131 Milan, ITALY
      Solicitors to the Company (Italian Law) NCTM Studio Legale Via Agnello 12 20121 – Milan Italy
      Solicitors to the Company (English Law) Burges Salmon One Glass Wharf Bristol BS2 0ZX

      Corporate Governance

      The Directors recognise the importance of sound corporate governance and intend that the Group will comply with the provisions of the QCA Guidelines.

      For further investor information, please contact Anna Milito Chief Financial Officer.

    • Download documents

      • SEC Relazione Illustrativa

      • SEC Shareholders Circular

      • SEC parere Collegio Sindacale

      • Relazione di cui al combinato disposto degli art. 2343 3 2343-ter del Codice Civile

      • SEC Avviso di Convocazione Assemblea Ordinaria e Straordinaria del 22 luglio 2019

      • Fac-simile Modulo Delega Assemblea Ordinaria e Straordinaria del 22 luglio 2019

      • SEC Avviso di Convocazione Assemblea Ordinaria e Straordinaria del 10 giugno 2019

      • Fac-simile Modulo Delega Assemblea Ordinaria e Straordinaria del 10 giugno 2019

      • Relazione Illustrativa del Consiglio di Amministrazione sulle proposte all’OdG dell’Assemblea Straordinaria del 10 giugno 2019

      • Relazione Illustrativa del Consiglio di Amministrazione sulle proposte all’OdG dell’Assemblea Ordinaria del 10 giugno 2019

      • Relazione Motivata Collegio Sindacale di SEC Spa per il rinnovo della Società di revisione - 23 maggio 2019

      • SEC SpA Announcement - 17 July 2018

      • SEC SpA Avviso di Offerta in Opzione - 17 luglio 2018

      • SEC SpA Modulo di Adesione all'Offerta in Opzione - 17 luglio 2018

      • SEC SpA Fac-simile modulo di delega per intervenire all’assemblea ordinaria e straordinaria degli azionisti - 30 maggio 2018

      • SEC SpA Avviso di convocazione di assemblea ordinaria e straordinaria - 30 maggio 2018

      • SEC SpA Avviso convocazione Assemblea - 17 ottobre 2017

      • SEC SpA Modulo delega - 17 ottobre 2017

      • SEC SpA Avviso convocazione Assemblea - 26 giugno 2017

      • SEC SpA Modulo delega - 26 giugno 2017

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      • Bilancio di esercizio al 31 dicembre 2018 di SEC Spa

      • SEC Spa Relazione sulla Gestione 2018

      • SEC Spa Relazione Collegio Sindacale al Bilancio 2018

      • SEC Spa Relazione Società di Revisione al Bilancio 2018

      • SEC Annual report 2018

      • SEC Relazione BDO 2018 al 31.12.2018

      • SEC Half Year Report 2018

      • SEC Relazione illustrativa 2018

      • SEC Relazione BDO al consolidato 15 maggio 2018

      • SEC Annual report 2017

      • SEC Curriculua Vitae collegio sindacale (allegato a Sec Relazione illustrativa) 2017

      • SEC Bilancio e Nota integrativa al 31.12.2017

      • SEC relazione sulla gestione al bilancio 31.12.2017 (allegato al Sec Bilancio e nota integrativa al 31.12.2017)

      • SEC Relazione BDO 2017 (allegato al Sec Bilancio e nota integrativa al 31.12.2017)

      • SEC Relazione Collegio Sindacale 2017 (allegato al Sec Bilancio e nota integrativa al 31.12.2017)

      • SEC Relazione illustrativa 2017

      • SEC Half Year Report 2017

      • SEC Bilancio e nota integrativa al 31.12.2016 del 31.05

      • SEC relazione sulla gestione 2016 del 22.05 (Allegato al SEC Bilancio e nota integrativa al 31.12.2016 del 31.05)

      • SEC relazione di BDO 2016 (Allegato al SEC Bilancio e nota integrativa al 31.12.2016 del 31.05)

      • SEC relazione collegio sindacale 2016 (Allegato al SEC Bilancio e nota integrativa al 31.12.2016 del 31.05)

      • SEC Annual report 2016

      • SEC Relaz Consol 31.12.2016

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      • January 2nd 2018 - SEC to acquire 51% of Colombia’s leading Corporate communications and Public Affairs agency Newlink Comunicaciones Estratégicas SAS’s capital shares

      • August 3rd 2017 - SEC SpA: £3 million strategic equity investment in Porta Communications Plc

      • April 24th 2017 - SEC SpA’s international growth continues. The group acquires the majority of the Poland Society Martis Consulting, in the top ten of the market

      • December 22th 2016 - SECSpA Conditional acquisition of majority shareholding in Martis Consulting SP z o.o. in Poland

      • September 30th 2016 - SEC SpA Interim results for the six months ended 30 June 2016

      • September 13th 2016 - SEC SpA: Acquisition of majority shareholding in Newington (ENG)

      • 13 Settembre 2016 - SEC SpA: Il Gruppo acquisisce la maggioranza di Newington, società leader nel mercato UK per comunicazione corporate e public affairs (ITA)

      • July 26th 2016 - Admission to AIM and First Day of Dealings (ENG)

      • 26 Luglio 2016 - SEC ammessa alle negoziazioni sull’AIM di Londra (ITA)

    • Rns

      • Result of AGM - 10 Jun 2019 14:57

      • Notice of AGM - 24 May 2019 07:00

      • Audited results for the year ended 31/12/2018 - 22 May 2019 07:00

      • Trading update and results announcement - 09 May 2019 07:00

      • Change of Adviser - 28 Mar 2019 07:00

      • Change of Registered Office - 12 Feb 2019 14:50

      • Directorate Change - 29 Jan 2019 07:00

      • Broker Change - 10 Jan 2019 07:27

      • Director's dealing - 22 Nov 2018 07:00

      • Acquisition of shareholding in Clai - 21 Nov 2018 07:00

      • Interim Results for six months ended 30 June 2018 - 28 Sep 2018 10:06

      • Closure of Shareholder Offer and Placing - 03 Aug 2018 15:33

      • Shareholder Offer - 18 Jul 2018 07:00

      • SEC Replacement: Half Year Report - 06-Jun-2018 07:00

      • SEC SpA Result of AGM & Posting of Report & Accounts - 30-May-2018 13:33

      • Results for the year ended 31 December 2017 - 17 May 2018 07:00

      • Appointment of Italian Joint Broker & Advisor - 08 May 2018 07:00

      • Trading update and results announcement - 05 Apr 2018 07:00

      • Acquisition of Newlink Comunicationes Estratégicas - 02 Jan 2018 07:00

      • Board Appointment - 27 Nov 2017 08:24

      • £3m Strategic Investment in Porta Communications - 03 Aug 2017 07:00

      • Result of AGM - 26 Jun 2017 13:45

      • Audited results for the year ended 31 Dec 2016 - 12 Jun 2017 07:00

      • SEC SpA Appointment of Joint Broker - RNS - London Stock Exchange - 01-Jun-2017 07:00

      • SEC SpA Trading Update and Results Announcement - RNS - London Stock Exchange - 09-May-2017 14:33

      • SEC SpA Board appointment - RNS - London Stock Exchange - 28-Feb-2017 07:00

    Last update on 08 July 2019

    • 10 April 2019

      Statement regarding possible all-share merger of Porta Communications Plc and SEC S.p.A.

    RNS

    • Further re recommended merger of Porta and SEC - 05 Jul 2019 17:30

    • Publication of Scheme Document - 05 Jul 2019 17:30

    • Further results of AGM - 14-Jun-2019 15:36

    • Recommended All-Share Merger of Porta and SEC - 11 Jun 2019 18:29

    • Form 8.3 - Porta Communications Plc - 06 Jun 2019 10:05

    • Form 8 (OPD) (SEC S.p.A) - 30 Apr 2019 09:18

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 13:07

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 13:07

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 13:02

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 13:01

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 12:59

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 12:52

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 12:42

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 11:09

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 11:06

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 10:26

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 10:22

    • Form 8.3 - SEC S.p.A - 26 Apr 2019 10:13

    • Form 8 (OPD) (Porta Communications plc) - 26 Apr 2019 07:00

    • Form 8.3 - Porta Communications PLC - 11 Apr 2019 13:23

    • Form 8.3 - Porta Communications plc - 11 Apr 2019 12:38

    • Statement regarding possible all-share merger - 10 Apr 2019 13:01

    Last update on 08 July 2019