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  • 17 - Shareholder Engagement and Voting in Italy

  • from Part III - Europe
  • Edited by Harpreet Kaur, Chao Xi, The Chinese University of Hong Kong, Christoph Van der Elst, Tilburg University, The Netherlands, Anne Lafarre, Tilburg University, The Netherlands
  • Book:
    The Cambridge Handbook of Shareholder Engagement and Voting
    Published online:
    10 September 2022
    Print publication:
    15 September 2022, pp 350-380

  • Summary

    This Chapter provides an extensive analysis of the regulatory framework for shareholder voting and engagement in Italy. Despite high levels of ownership concentration of publicly listed companies, institutional investors have grown into prominent players on the Italian corporate governance scene. In particular, the Italian practice of shareholder engagement shows that say-on-pay, related party transaction oversight and slate voting for director elections are all useful for policing institutional investors’ active ownership, but they have to mutually combine in order to be effective. First, say-on-pay is a tool complimentary to minority representation on the board of directors to foster institutional investor stewardship. Second, minority board representation ensured by slate voting can improve self-dealing oversight since ex ante independent scrutiny of related-party transactions is required. Moreover, at Italian listed companies, the presence of minority-elected directors has actually had a positive impact on the adequacy of internal procedures for addressing related-party transactions.