Generali, Consob gives the green light to the list of the board of directors: legitimate practice – time.news

by time news

Consob gives green light to the practice in use in many listed companies – starting with the spy is clear, Generali – to have the outgoing board of directors submit a list of candidates for the board. No rule regulates the list of the board of directors, stated Consob in its call for attention approved yesterday after three days of heated debate within the commission chaired by Paolo Savona and after a public consultation which in December received 15 letters from Abi, Ania , Assonime, Assosim, Assogestioni and Comi (the committee of market operators) by lawyers such as the Trevisan firm, university professors, by proxy advisor Glass Lewis, as well as by those directly involved.

Consob limits

Since there is no law, Consob cannot regulate the matter but limits itself to indicating precise limits to avoid joint actions between the shareholders, self-referentiality and self-perpetuation of the board and a distorted competition between the lists, especially where there is a controlling shareholder.


Transparency and no hidden agreements

The stakes are those of transparency, with the recording of the stages of formation of the list and the primary role of the independent directors in the analysis of the squad and then in the identification of names. There may also be contacts with members to discuss candidate requirements – but not names – and that a brief record of these contacts is kept. Furthermore, the list must not prejudice the appointment of minority directors. To avoid the concert, the representatives of the shareholders who present an alternative list must refrain from participating in the selection of the candidates on the board of directors’ list.

The reactions

Yesterday sources of the agreement highlighted that Consob has expressed only general lines and that there is no answer to the specific questions presented by Caltagirone, such as the legitimacy of Mediobanca’s recourse to a securities loan on 4.4% to count more General assembly of 29 April. The company chaired by Gabriele Galateri with a spokesperson, on the other hand, declares itself satisfied and confirms that the preparation of the list continues in line with Consob indications, as already communicated to the market. Meanwhile, the Lion grows in India, where it obtained the antitrust ok to rise from 49 to 71% in the jv Future Generali Life

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