June 4, 2026. Before a notary, in Andria, Ital Tech Hub S.r.l. Società Benefit is incorporated. Eight days later, the governance is complete: a six-member Board of Directors, a Chief Executive Officer appointed by the board, and a compliance framework written into the bylaws before it appears in any pitch deck.
For an Italian newco, the norm is different: a sole director, a boilerplate charter, governance "to be defined." ITH made the opposite choice. It is worth explaining why.
1. The composition
| Role | Name |
|---|---|
| Chairman | Simone Aldo Buonporto |
| Chief Executive Officer | Ruggiero Grimaldi |
| Director | Angelo Tofalo |
| Director | Marco Pantaleo Di Vincenzo |
| Director | Francesco Fuzio |
| Director | Luca Di Ruvo |
The Board holds full powers of ordinary and extraordinary administration. Legal representation rests with the Chairman and the Chief Executive Officer, within the limits of their delegated powers.
2. Why a full board on day zero
A structured board of directors, in a freshly incorporated company, is a cost and a complication. You choose it for one reason only: the project the company must govern is bigger than the company itself.
A 140MW data center campus runs through environmental permitting, grid connections, twenty-year energy contracts, relations with public bodies and — above all — institutional capital. Infrastructure investors do not sign term sheets with companies governed by one person: they ask for a board, traceable delegations, verifiable compliance. Building governance before asking for capital, rather than after, shortens exactly the slowest part of any due diligence.
3. The board's cyber-institutional profile
The appointment of Angelo Tofalo is the clearest signal of direction. A civil engineer, born in 1981, he was a member of COPASIR — the Parliamentary Committee for the Security of the Republic — from 2013, and Undersecretary of State for Defense in the Conte I and II governments (2018-2021), with a cybersecurity mandate. After his time in government he served on the board of Clusit (the Italian Association for Cybersecurity, 2022-2024) and is scientific director of CISINT and of the Cyber Security Italy Foundation.
The Chairman's profile completes the picture. Simone Aldo Buonporto, born in Rome and Apulian by adoption, is a digital entrepreneur: co-founder and CEO of IDCERT (International Digital Certification), the certification body for digital skills serving individuals, schools, businesses and public administration, which he previously chaired. He is a member of the European DIGITAL SME Alliance and, within the Cyber Security Italy Foundation, serves as Education Delegate and Advisory Board member, leading national and international initiatives for cyber education.
This is no coincidence: Chairman and director sit in the same foundation — one on the education front, the other as scientific director. The board's cyber-institutional axis grows out of a collaboration that predates ITH, and it dovetails with the company's statutory vocation for training and R&D on AI and HPC. Rounding out the board's expertise is attorney Marco Pantaleo Di Vincenzo: in a project that lives on permitting, contracts and compliance, legal competence at the table is no accessory.
The reason for these choices is structural, not cosmetic. A data center is critical infrastructure, and as such it lives inside a dense regulatory perimeter: NIS2 on cybersecurity standards and incident notification, the National Cybersecurity Perimeter, and the Golden Power regime (Decree-Law 21/2012) — expressly referenced in our bylaws — on state control of strategic assets. Having at the board table someone who chaired these matters from the institutional side, and an entrepreneur who certifies the country's digital skills, means treating security and institutional relations as native expertise, not as an afterthought.
4. Chairman and Chief Executive Officer
The split of roles at the top is not a formality. The Chairman, Simone Aldo Buonporto, holds legal representation before third parties and in court. The Chief Executive Officer, Ruggiero Grimaldi, is appointed by the board and operates within the powers delegated to him; alongside his corporate role he brings direct institutional experience as President of the City Council of Barletta — and for a project made of permitting and relations with public bodies, fluency in how public administration works is worth as much as any delegation of powers.
The bylaws set out delegations precisely along the operational nodes of a project like ours: permitting and authorizations, energy and power purchase agreements (PPAs), procurement and contracts, colocation, cloud and client contracts, relations with public bodies and investors, compliance and security (CISO, DPO, Supervisory Body). It is the difference between a board that ratifies and a board that governs.
5. Compliance written into the bylaws
ITH is a Benefit Corporation: its bylaws bind the company to common-benefit purposes — energy efficiency, renewable energy, responsible water management, waste-heat recovery, territorial regeneration, resilience of digital services — with the appointment of an Impact Officer and an annual Impact Report under recognized standards (B Impact Assessment, GRI).
On the control side, the bylaws require the adoption of an Organizational, Management and Control Model under Legislative Decree 231/2001 with periodic review, and the establishment of a Supervisory Body — single-member in the initial phase, collegial with an external member beyond the employee threshold. D&O insurance and confidentiality and non-compete obligations for directors are also provided for.
6. A structure built to grow
The bylaws do not just photograph the present: they prepare the future. They provide for opening up to institutional investors — pre-emption rights among shareholders do not apply to the entry of public administrations, infrastructure and investment funds, banks, project vehicles and strategic partners — a board nomination right for the Qualified Shareholder, capital increases in tranches and the path toward transformation into an S.p.A.
It is the structure one expects from infrastructure built to last decades. For a South that wants to compete on digital infrastructure, governance like this is not bureaucracy: it is the most concrete way of telling investors the project is ready to receive them.