Shares with Multiple Votes under Italian law

The possibility to issue shares carrying more than one vote has been introduced in Italy with the purpose to facilitate new equity investments into Italian (joint-stock) companies without jeopardizing the interest of the owners to maintain the control over their companies.
Article 2351 of the Italian civil code allows, in fact, joint-stock companies to issue shares incorporating more than one vote (but, in any case, no more than 3 voting rights per each share) pursuant to a resolution taken by the shareholders’ meeting and the consequent amendment of the by-laws of such company. In assessing the pros and cons of such alternative, it should be considered that the shareholders who do not approve the above resolution of the shareholders meeting have the right to withdraw pursuant to Article 2437 of the Italian civil code.
Listed companies, too, are now allowed, to issue shares with multiple votes (which, however, for listed company are limited to 2 voting rights per each share), subject to the conditions set forth under article 127-quinques of the Italian Financial Act.
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