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CONSOLVING S.r.l - Via Statuto, 10 - 20121 Milano - Tel. +39 02 58459 171 - Fax +39 02 58459 170 - www.consolving.com
www.consolving.com
Company profile
Updated: December 2014
Consolving
About Consolving - The company and its values
- The owners of Consolving
- Our head office
Business solutions - Services
- Credentials
Consolving business partners - Consolving network companies
2
About Consolving
The company and its values
The owners of Consolving
Our head office
3
The company and its values
Consolving – Soluzioni d’ingegno Srl is an Italian management consulting firm set
up on 15 October 2008 by senior owner managers with a high level of skills and
experience acquired in the Italian financial sector.
Its registered office and operational head office is in Milan (Via Statuto, 10) while it
has secondary office in Turin (Corso Re Umberto, 8). The Company’s quota capital is
fully paid and amounts to € 10,200.
Consolving has adopted a business approach typical of the most innovative service
companies. It operates a network business model using its own professional
resources, resources from its network, external professionals of the highest standing
and, when needed, junior professionals got from the BIG 4 networks.
The Consolving business model is based on two essential values: independence from
the major auditing networks and no conflicts of interest with the clients.
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The owners of Consolving
Manlio Genero
Majority owner
Sole director
59 years old
Bona Bosio
Partner and Office manager
53 years old
5
Manlio Genero Today
• Managing director at Consolving, Structured Finance advisory company and provider of outsourcing services of internal
control systems for financial intermediaries and others..
• Director of Accounting Partners, provider of outsourcing services of accountancy for financial intermediaries and others.
• Founding partner of TManagers, company that helps find temporary managers for SMEs.
• Member of the Organismo di Vigilanza of General Electric Holding Italy, the parent company of Italian business of GE
Carreer experience
• 1979 – analyst at Banco di Sicilia, Turin branch
• 1981 – in charge of the training courses for the International/Italian Top management at Olivetti in Ivrea (about 450 trainees)
• 1983 – auditor at Arthur Andersen , Turin office. In charge of developing the European Training Courses for Arthur Andersen
people of GFSI – Global Financial Securities Industry in Europe. Acting partner in Rome in 1994
• 1995 – conference manager at Paradigma, Turin (more than 70 events, 60 participants on average)
• 1999 – founder and head of the Securitization Team at Deloitte Consulting, Milan office. Partner since 2002. Il Team has been
leader in Italy with more than 400 jobs.. The Team also supported Deloitte practices in the South East Europe countries
• 2008 – founding partner of Consolving, Milano
Professional qualifications
• 1994 – Italian Public Account (Dottore commercialista) enrolled with the Board of Turin at the no. 1642
• 1996 – Registered Auditor (Revisore legale) enrolled with the Ministry of Justice in Rome
Publications/Articles
• Author of various articles in specialized magazines as well as in GFSI reviews
• Chairman and/or speaker in more than 150 training courses, conferences and events in Italy and abroad
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Bona Bosio Today
• Partner and project manager of Consolving
• Founding partner of LuxLy – Luxury in Italy, a newly incorporated company to help affluent people coming from the
BRICs to visit Italy and to invest in Italian SMEs, well known Italian brands and Real Estate
Career experience
• 1986 – For 16 years manager at The Continuity Company, worldwide leader in the field of Loyalty Programmes:
TCC designs programs that increase total store sales by improving frequency, average transaction level and other
crucial KPIs. During the years she covered several roles: from program manager to buyer and, at international
level, as Group supervisor and controller in charge of the start up of new offices (Holland, Greece, Finland, Chile,
Argentina, Japan)
• 2003 – P.A. To the Managing Director of Hasbro Italy (Milan), worldwide leader in children’s and family leisure time
and entertainment products and services, including the design, manufacturing and marketing of games and toys
listed in the New York Stock Exchange
• 2006 - P.A. To the Managing Director of Geodis Wilson Spa. Europe’s fourth biggest operator able to deliver
added value logistics/freight forwarding solutions for part or all of the supply chain of large/medium/small
companies
• 2007 – cooperating with Confiteor Srl in the organization of conferences and events mainly in the FSI sector
• 2008 – founding partner of Consolving
Professional qualification
• Interpreter and translator (English, French and German)
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Our head office
Consolving and its network of partner companies have their head office
in via Statuto, 10, Milan. The office has been selected in the charming
photograph project “Studio di Studi” of ET Gallery.
The choice of a single location was dictated by the need to share not
only business premises and related costs but also the priorities key to
the growth of a network (uniform staff training program, shared
scheduling of resources).
However, each company is fully autonomous and independent from the
others in terms of its commercial plan, marketing tools, working
methods and storage of documentation in physical and electronic form.
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Business solutions
Services
Credentials
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Services
Consolving can offer three different types of services:
• Advisory services in the Structured Finance market, as organised into six service lines
• Process services, as organised into two service lines
• Other services
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Advisory services
Advisory services are organised into six service lines:
1) Support to Structured Finance transactions
2) Valuation of Non Performing Loan portfolios
3) Monitoring of the Performance in the Structured Finance transactions
4) Support to Corporate Finance transactions
5) Assessment and re-engineering of business processes
6) Advisory services to guarantee providers (“Confidi”) and other financial
entities under Articles former 106 and 107 of “TUF”
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Support to Structured
Finance transactions
Services
Consolving provides support with Structured Finance transactions (securitisation, covered bonds, asset
transfers) and related IFRS/IAS advisory services, typically when the transaction regards an asset
portfolio rather than the client company itself.
Consolving works together with leading Italian and international investment banks that receive the
arrangement mandate for the transaction from the end client. Consolving offers all services
needed to close the transaction (upfront phase) and to support the parties involved – transferor and
transferee – at a later stage (ongoing phase).
Credentials
Manlio Genero completed some 150 engagements over around 10 years with Deloitte Consulting
where he acted as a team leader in Italy, Greece, Romania and Ukraine.
Since it was founded, Consolving has provided support services with many transactions including
Agos, CR Volterra, Unibanca, Veneto Banca, Torno International, Banco Popolare, Emilro
Factoring, BCC toscane, Banca di Bologna, Cassa Risparmio di Ferrara, Comifin, Banca
Valsabbina, Farmafactoring, CR Cento, CR Bra, Banca Alpi Marittime, CR Cesena, BCC
Agrobresciano, CR Savigliano, Mediocredito Friuli Venezia Giulia, Hypo Alpe Adria Bank, BP
Milano.
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Valuation of Non Performing
Loan portfolios
Services
Consolving provides valuations of Non Performing Loan portfolios (impaired and defaulting)
originating from financial intermediaries and related IFRS/IAS advisory services.
A wide range of services is offered in this specific segment of the Structured Finance market, ranging
from feasibility studies to due diligence work on the portfolio.
Credentials
Manlio Genero worked on around 25 such engagements over ten years with Deloitte Consulting.
Since it was founded, Consolving has provided support with several transactions including one
involving loans provided by two of Italy’s Top Ten banking groups to a renowned Luxembourg
fund, as secured by bonds represented by numerous NPL portfolios, and another involving a
medium-sized banking group.
On such projects, Consolving can rely on:
- an IT platform called CONSORTED that is accessible online and used to manage distressed
portfolios; it was developed with a premier business partner of IBM (DiGi International of Milan)
and is already used by three banking groups
- a Virtual Data Room set up by DRS digital of Zug, a Swiss company with which Consolving
works in Italy
- on demand assistance for secured assets from Agostino Santin, formerly Litigation and
Disputes Manager with Banca Antonveneta and now Litigation and Disputes Manager with
Meliorbanca / BPER Group and for unsecured assets with Corrado Giannasca, former vice
General Manager of Linea (consumer loans).
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Monitoring of the Performance
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Services
Consolving provides recurring monitoring services in some Structured Finance
transactions for the benefit of the funding bank.
The focus is on the performance of NewCOs or SPV established to acquire commercial
portfolios or specific businesses.
Credentials
Consolving gained an unbeatable experience in more than 15 recurring jobs, most of them
originated by listed Italian companies: – Energy: Acegas, EstEnergy, GasPLus, Sorgenia
– Food: Amadori, Caviro, Conserve Italia, Fileni, GSI, F.lli Martini, Pasta Zara, MARR
– Telco: Wind
– Others: Il Sole 24 Ore, Landi Renzi, Manutencoop, Trevi, CLN Group
Several more clients are in the pipeline.
Support to Corporate Finance
Services Consolving provides due diligence, valuations, pricing and business plan ability to support Corporate Finance
transactions, even focused on the recovery of the business if defaulted.
Credentials Consolving gained a notable experience in several mandates, among which:
• Agos: valuation of notes
• Arianna: valuation of a SGR Co.
• Blue Skye: valuation of an Holding Co.
• Cipriani: valuation of patents and TM
• Torno International: valuation of claims
From January 2014 Consolving is acting as Agent in the rescheduling of the indebtedness of Beghelli, a listed company.
From October 2014 Consolving has been mandated by a SICAV based in Lux to act as IEV – Independent External
Valuer for all its investments in Italy. Starting from February 2014 Consolving performed about n. 6 Initial Risk
Assessments and Business Due Diligence of target companies for the benefit of the General Partner of the SICAV.
As far the IFRS valuation of financial structures Consolving gained a remarkable experience from services rendered to
Banca Italease, Hypo Alpe Adria Bank and BP Spoleto.
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Assessment and re-engineering of
business processes
Services
Consolving can help clients with the assessment and re-engineering of business processes and
internal control systems, as required:
• during the start-up phase or upon strategic withdrawal from a business sector
• during the post closing phase of extraordinary operations like mergers and business combinations
• in response to new regulatory requirements
Credentials
Since it was founded, Consolving has provided support with many important projects including those for
Istituto Centrale Banche Popolari Italiane (HR division), Cassa di Risparmio della Repubblica di
San Marino (Loans division) and IL Sole 24 Ore (Finance division).
Further, Consolving has supported an Italian company to get the ESMA certification to operate as
Credit Risk Agency in favour of SMEs.
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Advisory services to guarantee
providers and other financials Services
Consolving can provide advisory services to guarantee providers (“Confidi”) and entities under Art. 106 and
107 of the TUF for their transformation into regulated Financial Intermediaries as required by Legislative
Decree 141/10. These services include:
• Drawing up a business plan
• Organisational structure
• Corporate governance (duties, rules, delegated powers/proxies)
• Regulatory model
• Review of operating procedures
• Internal control manual
• Transition to IFRS/IAS
• Outsourcing of control functions (risk management, compliance, anti-money laundering, internal audit)
• Checking that owners – direct and indirect – and business representatives satisfy requirements
• Preparation of application to Bank of Italy
Credentials
Consolving has assisted six “Confidi” with their transformation from Art. 106 entities listing to Art. 107 entities
listing, this out of around 45 “Confidi” that submitted applications up to 31 December 2009 ( a 15% market
share).
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Process services
These are organised into two service lines:
1) Outsourcing of control functions
2) Outsourcing of corporate services
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Outsourcing of control functions Services
Financial Intermediaries subject to Bank of Italy regulation can outsource or co-source the following functions to
Consolving:
• Risk Management, organised by type of risk
• Compliance and Anti-Money Laundering (AML), organised by type of law and regulation
• Internal Audit, organised by type of business procedure
• OdV (“Organismo di Vigilanza”), to monitor the compliance to AML regulation (D,Lgs. 231/2001 in Italy)
Credentials
Consolving has received more than 10 engagements, including from:
• Innogest, Italy’s leading Venture Capital firm (function now back in the company)
• Neafidi, the most important “Confidi” in North-East Italy
• Rete Fidi Liguria, the most important “Confidi” in Liguria Region
• Smartika, Italy’s most innovative website providing access to loans
• Ifidi, one of the largest “Confidi” in Lombardia Region
• Perennius SGR, one of just three funds of funds in Italy (function now back in the company)
• CBN, the Italian entity of the Philippines’ leading banking group (function now back in the company)
• Beta Skye, a servicer for the recovery of receivables of Healthcare Italian System’ suppliers
Manlio Genero is a member of the OdV of General Electric Italia Holding (GE is the 19° largest group in Italy)
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Outsourcing of corporate services
Services
Through its partner firm Accounting Partners, Consolving can offer – on an outsourced
or co-sourced basis – all corporate services that a Financial Intermediary might require:
• Company incorporation and related formalities
• Accounting and reporting
• Back office and middle office
• Tax compliance and other corporate affairs
• Dealings with regulatory authorities
• Agency roles
• Directorship
Credentials
Consolving operates through partner firm Accounting Partners which has more than 35
long-standing engagements with many clients for receivables securitisation, with stock
brokers, asset management companies, trust companies and payment entities.
Manlio Genero is Sole Director of n. 4 SPVs (Special Purpose Vehicles for Securitisation)
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Other services
Consolving also offers the following
services:
1) Supply of temporary managers
2) Training and conventions
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Temporary Management
Services
Through partner firm TManagers, Consolving can select and introduce temporary managers to
Italian SMEs in order to provide them with vital support during critical periods for their business,
including:
- handover from one generation to the next
- business restructuring
- post merger
- development / growth
- internationalisation
TManagers was incorporated in Milan in November 2011 with an initial stake subscribed by
Manlio Genero.
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Training and conferences Services The Consolving “Training and Conferences” Division provides a concrete response to the needs of
Banks and Financial Intermediaries that must be kept up to date with developments in the sector and
with regulations issued by governing bodies and institutions (Bank of Italy, CONSOB, etc).
The Division plans seminars, conventions and training courses – also in-house – on topics relating to the core business
of the company or on subjects of particular interest for the financial market. Although developed together with the
client, the services provided are always on a “turnkey” basis and directly deal with matters such as the choice of
subject matter, selection of speakers/tutors, location, etc.
Credentials
Consolving has organised/sponsored the following initiatives:
• 3 Business International and La Sapienza University conferences for “Confidi”
• 1 conference on Structured Finance transactions to fund banks
• 4 training days for “Confidi”
• Lecture for Masters of Economics organised by La Sapienza University in Rome
• 1 conference with Assosim on IAS/IFRS, together with Accounting Partners
• 2 conferences with Synergia and 3 conferences with Business International on NPLs
Consolving will drive an important training project in agreement with Assosim for the benefit of the non-banking
Financial Intermediaries when the Bank of Italy secundary regulation to the D.Lgs 141/2010 will be finally issued.
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Consolving Business Partners
Consolving network companies
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Consolving Business Partners
Consolving works with its own team of full-time employees who have been carefully
trained and with the professional resources of the partner firms included in its network.
Sometimes, it enters into long-term consultancy agreements with outstanding, senior
professionals with specific skills developed during their careers.
In total, the Consolving network can count on the skills and experience of some 40
professionals.
The following slide provides a brief description of the companies in the Consolving
network.
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Consolving network companies Accounting Partners Srl is an Italy company, incorporated in 2005, with its registered office in
Turin and operational offices in Turin and Milan. It provides outsourced corporate and monitoring
services to Financial Intermediaries. Its quotaholders include Manlio Genero, Mpartners Srl and
Advisory & Finance SA. Since 2010, www.accountingpartners.it .
Mpartners Srl is an Italian company incorporated in 2003 by Fabrizio Mandrile. Its registered office is in
Turin and it has operational offices in Turin and Milan. Fabrizio Mandrile has vast experience of
international accounting principles like IFRS/IAS and FASB. www.mpartners.it
Advisory & Finance SA is a Luxembourg company with offices in London, Milan and Bologna. It
was incorporated in 2008 to concentrate on the structuring of complex financial transactions and on
equity and funding searches. Its representative in Italy is Fabio Stupazzini, formerly of Societè
Generale and Calyon. www.advisoryandfinance.com
TManagers Srl is a company, incorporated at the end of 2011, with its registered office in Milan. It helps
find temporary managers for SMEs. The main quotaholder is Claudio Fiume, formerly the owner of ITI
Spa, a leading Italian IT company that was sold to French multinational the SOPRA Group.
www.tmanagers.com
TManagers srl
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SITL is a legal & tax firm in Milan. It support Consolving when tax problems are material. The main
partner is Guido Cinti
CONSOLVING Srl
Via Statuto, 10 – 20121 Milan
Ph. +39 02 58459171
www.consolving.com
Contact details for Manlio Genero and Bona Bosio:
Manlio Genero
Mobile. +39 348 8898341
Bona Bosio
Mobile. +39 348 2523545
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