Pd and Brothers of Italy pamper Caltagirone on Mediobanca and Generali?
Mediobanca and Generali dossier: how is the work of the Caltagirone group progressing in the buildings of politics and finance? Facts and insights
Great work of the Caltagirone group in the Roman and Milanese palaces between politics, finance and law.
In fact, we are once again talking about possible movements in the shareholding structure of Mediobanca and Generali, also thanks to the articles in Repubblica on the " patriots of the takeover " – Delfin and Caltagirone -, and here is where politics begins to move. Moreover, already in recent weeks politics had already sent some signals to those who could decide to insinuate themselves to the top management of Mediobanca and Generali, resuming the discourse interrupted in April 2022 when the holding company of Leonardo Del Vecchio (who died three months later), Francesco Gaetano Caltagirone and the Benettons had tried to remove the chair from the outgoing board of directors, led by the managing director Philippe Donnet, later reconfirmed. In October, remember, the assembly for the renewal of the board of Piazzetta Cuccia is scheduled.
IVASS GOES GREEN TO DELFIN AND THE ACTIVISM OF CALTAGIRONE
At the basis of these new attentions is the green light from Ivass in Delfin, which arrived on 30 June, to raise more than 10% of the capital in Generali. As highlighted by the same newspaper directed by Maurizio Molinari, “IVASS acted independently as required by art. 68 of the Private Insurance Code, responding to the request presented on 17 April by Delfin which, finding itself faced with a threshold exceeding of 10% due to the buyback carried out by Generali, chose not to sell the excess shares and request the authorization to remain above 10.1%”. To this end, the supervisory institute assessed both the capital solidity and the financial capacity of the Del Vecchio family holding company. The next sensitive threshold is 20% or control when a new authorization will be needed.
THE QUESTION BY SERRACCHIANI (PD)
So yesterday Debora Serracchiani, deputy and former deputy secretary of the Democratic Party, presented a question to the ministers of Economy and Finance, Giancarlo Giorgetti, and of Business and Made in Italy, Adolfo Urso. “The government should clarify – reads the text – what procedures were followed by IVASS in authorizing Delfin to hold a qualified shareholding of more than 10% of Generali's capital. It is important to know whether the competent ministers are aware of the facts and decisions connected to an operation which, according to what observed by observers, could reopen the game for control of the largest insurance company in the country with over 500 billion assets under management " .
GRILLI'S HEARING AND CALTAGIRONE'S BROADCAST AGAINST THE OUTGOING BOD'S LIST
Subsequently Vittorio Grilli, former Minister of the Economy and now at the top of the European branch of JP Morgan, was audited by the Senate Finance Committee on the Capital bill. On this occasion he highlighted the uselessness – in the Italian legal system – of a list presented by the outgoing board of directors, as happened precisely in April 2022 in Generali. “Italy does not have the Anglo-Saxon tradition where the shareholder's participation in corporate life is a rarity – he said in response to a question from the chairman of the commission, Northern League supporter Massimo Garavaglia -. This is the reason why in the Anglo-Saxon tradition there is a subrogation role of the board of directors which presents the list for the renewal of the board while in Italy the subrogation is not necessary”.
It should be remembered that in the same commission – and in the same cycle of hearings – last week Caltagirone (which owns 9.9% of Mediobanca and almost 7% of Generali) had feared the risk of creating "an autocracy in which managers they can self-perpetuate, even in contrast with stable shareholders' choices and visions” in the governance of a listed company precisely with the mechanism of presenting the list of the outgoing board. Even the Roman entrepreneur – at work on this matter with his bevy of lawyers in symbiosis with the head of institutional relations of the group Fabio Corsico ( in the 2008 photo with the current deputy of Fratelli d'Italia, Giulio Tremonti ) had done reference, by contrast with the Italian situation, to the "Anglo-American world, where there are large companies with fragmented shareholdings, and placed in a completely different legal structure".
FDI ATTEMPTS
Only a few months ago, politics had already taken an interest in the issue of the board's list. According to what was reported in the Palazzo Chigi press release after the CDM that had approved the Omnibus decree, last May 4, the text should also have contained an ad hoc provision. Milano Finanza had in fact revealed that it was an article "which could have become a hook for proposing an amendment again" so as to quash the outgoing top management in the event that a strong shareholder, with at least 9%, presents a majority list.
The amendment in question – declared inadmissible because unrelated to the matter – was intended to be included in the Fintech decree presented by FdI in the Senate in April. The proposed amendment, underlined Mf, included a paragraph according to which the list of the board of directors was considered "not presented" if one or more shareholders with a share of at least 9%, therefore heavy, had presented their own list with a number of candidates equal to that of the directors to be elected. Again according to the business newspaper, the provision was not included in the capital bill for "formal reasons".
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/economia/pd-e-fratelli-mediobiobanca-generali-caltagirone/ on Wed, 05 Jul 2023 08:40:04 +0000.