Monte dei Paschi di Siena shareholders gathered in Siena on Thursday for a meeting that will determine whether Luigi Lovaglio's strategic plan survives, Il Sole 24 ORE reports. The extraordinary assembly has ten items on its agenda — five ordinary and five extraordinary — centred on two public exchange offers, for BancoBpm and Banca Generali, the capital increases that accompany them, and a capital reduction tied to an extraordinary distribution of roughly 4 billion euros.
Turnout is expected to fall between 65% and 70% of the share capital, according to Il Sole 24 ORE. That level of attendance matters because the dissenting bloc is reckoned to hold about 40% of the total capital — enough to defeat the extraordinary resolutions, since more than half of the capital would be represented in the room.
Why it matters
Three of the resolutions are decisive for the fate of Intesa Sanpaolo's takeover offer for Mps. Under the conditions Intesa restated on 3 October, approval of even one of them would cause Carlo Messina's bid to lapse. The vote is therefore not only a verdict on Lovaglio's plan but a test of whether Mps stays independent or is absorbed by its larger rival.
Who is voting which way
The no camp already has public positions from Delfin, Caltagirone, Edizione (the Benetton family vehicle), Praude, Fondaco Lux and Norges Bank, Il Sole 24 ORE reports. BlackRock, one of the large institutional investors whose ballots are seen as particularly significant, is also expected to vote against the Lovaglio plan.
On the yes side, Plt Holding — the Tortora family vehicle holding 1.4% — will back the plan, consistent with the support it gave Lovaglio from last April, when it helped secure his appointment as chief executive. The Fondazione Mps, with 0.2%, is also in favour.
Two shareholders will not take part. The Treasury, which holds 4.9%, is staying out, as is BancoBpm with its 3.7% stake; the bank has flagged a conflict of interest arising from its own position in the transaction.
What the agenda contains
Beyond the two exchange offers and the capital reduction, shareholders are voting on the merger of Mediobanca into Monte dei Paschi and the related spin-offs, along with a buyback, an incentive scheme and other measures concerning Generali.
The Mediobanca merger differs from the other items in one important respect: unlike the two offers and the capital reduction, it does not automatically cause the Intesa offer to fall away. Intesa has said it would prefer the merger to be rejected, according to Il Sole 24 ORE.
Pressure outside the hall
Outside the bank's headquarters on viale Mazzini, Cgil-Cisl-Uil organised a sit-in. The unions said the gathering was meant to stress the need to protect the link between the bank, its territory and local communities, and to safeguard jobs, rights and the institute's economic and social role. Their message was that Mps is not merely a bank but a core part of the region's economic and social fabric, Il Sole 24 ORE reports.
Employees and small shareholders are watching the outcome closely, with attention focused on how the large institutional votes land.
What to watch
The result will show whether the 40% bloc can hold the extraordinary items below the required threshold — and whether Intesa's offer survives the day.
