Browsing All Posts filed under »Market rules«

The Italian Government forces biggest listed cooperative banks to change their ownership into public traded corporation

January 28, 2015

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Through the so-called “Investment Compact” Law Decree, approved on January 20th, the Italian Government aims at deeply reforming the biggest Italian cooperative banks, i.e. the “popular banks” (banche popolari). Pursuant to the new rules, all “popular banks” with more than 8 million Euros of total assets shall change their status from cooperative to public traded […]

Frontis Governance and ECGS commented on Consob’s consultation on multiple voting rights

December 9, 2014

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Originally posted on the ECGS website Frontis Governance, the Italian partner of ECGS and first Italian proxy advisory firm, presented its comments on the new Italian legislative provisions threatening the basic principle of equality of all shareholders. Like in France, ECGS partners demonstrate their strong opposition to the introduction of multiple voting rights, as a […]

The Parliament approved (even worsening) the law on multiple voting shares: a measure to strengthen major shareholders.

September 11, 2014

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Since 20 August, date of publication on the Official Gazette, the Italian law allows listed and private companies to issue multiple voting shares. Here are the main changes, as partially amended by the Parliament.   Additional voting right: Italian listed companies may assign an additional voting right to each common share uninterruptedly held for at […]

The “Development Decree” allows Italian companies to issue multiple voting shares. A measure to support long-term investors or a new defence of major shareholders?

July 22, 2014

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On 24th June 2014, the Italian Government approved the so-called “Development Decree”, introducing the possibility to issue multiple voting shares, waiving the principle of “one share – one vote”, so far one of the basis of the Italian market’s legislation. Pursuant to the new law, Italian companies may amend the bylaws by including the possibility […]

The multiple voting structure of the new Fiat-Chrysler is a clear breach of the basic principle of equal treatment of shareholders

July 22, 2014

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At the upcoming EGM of August 1st, Fiat’s shareholders will vote on the migration of the newborn Fiat-Chrysler Group from Italy to the Netherlands. The transaction is structured as a cross-border merger of Fiat SpA with and into its Dutch subsidiary Fiat Investments NV, which will be renamed Fiat Chrysler Automobiles NV (“FCA”). The new […]

The Bank of Italy supports the transformation of listed cooperative banks into limited companies

June 6, 2013

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On his concluding remarks at the Bank of Italy’s annual meeting, held on may 31st, the Governor Ignazio Visco reminded the original purpose of the cooperative banks, intended as “restricted to a limited geographical area and marked by a high degree of mutuality”, underlining how such purpose may be in contrast with the status of […]

ECGS responses to the Consob’s public consultation on Directors’ remuneration transparency

November 14, 2011

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We are writing on behalf of European Corporate Governance Service (ECGS) registered in London, to comment on the CONSOB consultation on listed companies compensation disclosure rules for management remuneration. The ECGS is a partnership of independent local market experts which have come together to provide specialist governance research and proxy voting advice, offering institutions access […]