Browsing All posts tagged under »Fiat«

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 end of the “shareholder agreements” era: (if real) a great opportunity for the entire Italian economy

November 11, 2013

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On last October 31st, Pirelli announced the termination of the shareholders’ agreement controlling 31.8% of the Company’s share capital. Few months earlier, other agreements controlling major Italian companies were terminates, such as the one related to 58.3% of the publisher of the newspaper Corriere della Sera, RCS Mediagroup (including Fiat, Mediobanca, Italmobiliare, Generali, Pirelli, Intesa […]

Intesa Sanpaolo’s Board election: some funds question the independence of the “minority” slate

April 2, 2013

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On April 22nd, the Intesa Sanpaolo’s AGM will elect the members of the Supervisory Board through the slates of nominees’ mechanism (“voto di lista”). As per the voto di lista, mandatory for all Italian listed companies since 2007, shareholders will vote on slates of nominees submitted by other shareholders, holding at least a threshold of […]

The Italian “shareholders’ spring” is very late, but something is changing

June 29, 2012

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A strongly concentrated ownership structure, local actors that are basically passive and its nature of peripheral market for large institutional investors contributed to keep Italian companies far from the “shareholders’ spring”. No relevant news came from the 2012 proxy season, or at least it seems so looking at the meeting minutes: remuneration policies, incentive plans […]

Election of the Board: is the Italian “voto di lista”, as defined by the By-laws, still valid? The cases (of many) of Fiat, UniCredit and Prysmian

April 24, 2012

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The “voto di lista” mechanism is compulsory for Italian listed companies since 2007 and calls for shareholders to vote on slates of nominees, submitted by both controlling shareholders and minorities. Through such mechanism, the worthy goal is to ensure a minority representation on corporate boards, providing that at least one director has to be elected […]