Mediobanca, new board chosen. Defeat for Delfin and Caltagirone

The predictions were respected, the list presented by Mediobanca’s outgoing administrators for the new board won, while Delfin’s lost. The outcome of the dispute appeared to have already been decided after proxy advisors, who guide institutional investors’ votes, lined up for the board of directors in recent days. This morning another confirmation with the high participation, 76.82% of the present capital, a record for the last ten years, which made the victory of the outgoing board of directors orchestrated by president Renato Pagliaro and the CEO even more likely. Alberto Nagel. However, overall, shareholder approval was even clearer than expected: 40.39% of the share capital was in favor of the board of directors’ list (52.6% of those present), while Delfin was left with 32 .06% of the capital. (41.74% of those present); considering that Delfin and Caltagirone together account for 29.72%, it appears that the two groups managed to consolidate only another around 2.3% of the capital in their proposal. Finally, 3.5% of the capital (4.64% of those present) supported Assogestioni.

Mediobanca’s new board of directors will thus be made up of 15 members, of which 12 will be from the list presented by the board of directors, two will be from the Delfin list and one will be from the list of fund managers. In detail, reports Agi, those elected were Renato Pagliaro (president confirmed), Alberto Nagel, who remains CEO, Laura Cioli, Valerie Hortefeux, Francesco Saverio Vinci, Laura Penna, Vittorio Pignatti Morano, Angel Vilà Boix, Virginie Banet, Marco Giorgino, Mana Abedi, Máximo Ibarra. Sandro Panizza and Sabrina Pucci join the Delfin list, Angela Gamba joins the management list.

«We have known Delfin for years – said Nagel responding to shareholders – we have easy and immediate relationships with them, we promote engagement to explain what we do and the perspectives. For this meeting we actively sought a framework and agreement on the composition of the board of directors. In a constructive and uncomplicated dialogue, there are two issues that have prevented agreement. It would have been the first time between the board of directors and two shareholders with a shareholding greater than 25%, the mandatory limit for a takeover bid, and then a difference of opinion on the governance system. These were technical issues. The three of us put our all into it, no one didn’t want to make an agreement, it wasn’t about 3, 4 or 5 seats on the board. We are very happy that Delfin participates in the board of directors and makes his contribution, critical voices are healthy and useful, the problem does not arise”. “The list of the board of directors – concluded Nagel – tends to protect shareholders more because it guarantees 100% of them, so there is a problem of self-referentiality or perpetuation of management”.

Source: IL Tempo

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