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Archive » September 2025 » Multiple voting shares and loyalty shares in Italy

Multiple voting shares and loyalty shares in Italy

Stefano Cenni, Riccardo Ferretti
September 2025 - n. 9
Keywords: Mercato azionario, normativa
Jel codes: G10, K10

The use of the multiple voting shares, while useful for ensuring decision-making stability and preventing hostile takeovers, is the subject of criticism because it can reduce directors' liability to minority shareholders, altering the principle of fairness and investor protection. Loyalty shares are an alternative mechanism to incentivize the retention of long-term share ownership and thus counteract the long-term approach of the financial markets. In both cases, there are deviations fron the One Share, One Vote principle, closely linked to the broblem of agency costs i.e. those costs deriving from the conflict of interest between managers and shareholders or between controlling shareholders and minority shareholders.

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