MILAN (Reuters) - Shareholders in Assicurazioni Generali (BIT:GASI) will vote on April 29 to name a new chief executive and board of directors at Europe's third-largest insurer.
CEO Philippe Donnet, at the helm since 2016, is running for reappointment with backing from Generali's outgoing board and the insurer's leading shareholder, Mediobanca (OTC:MDIBY).
Donnet's candidacy meets opposition from Generali's second-largest investor, Italian tycoon Francesco Gaetano Caltagirone, who has proposed instead former Generali executive Luciano Cirina as CEO.
Following is a summary of the main stakeholders and their respective stances in the saga:
- IN FAVOUR OF DONNET -
MEDIOBANCA The Milanese bank holds 12.8% of Generali, which
accounts for a third of its profits. To counter
challenger investors at the April 29 AGM, it has
secured a temporary 17.2% voting stake.
DE AGOSTINI The Italian publisher has praised Donnet's performance
and is expected to back his reappointment before
completing the planned disposal of its 1.44% Generali
stake.
UNION Portfolio manager Reiner Kloecker has told Reuters
INVESTMENT, Union Investment backs Donnet. Proxy voting records
CALPERS, show that U.S. investors Calpers and SBA Florida are
SBA FLORIDA also in favour.
- AGAINST DONNET -
FRANCESCO The 79-year-old construction and newspaper magnate
GAETANO trails Mediobanca with a 9.95% Generali stake, which he
CALTAGIRONE has gradually increased in recent years.
Before stepping down from Generali's board in January,
Caltagirone had been a director since 2007, also taking
on the role of vice chair in 2010. He will likely have
a seat on the board again even if his bid to oust
Donnet fails.
LEONARDO The billionaire founder of Italian eyewear giant
DEL Luxottica is the third-largest shareholder in Generali
VECCCHIO with a stake of around 8%. Del Vecchio, who is also the
biggest investor in Mediobanca with a near 20% stake,
has sided with Caltagirone.
FONDAZIONE The banking foundation, which holds a 1.7% stake in
CRT Generali, supports Caltagirone's plan for Generali.
- YET TO DECIDE -
BENETTON The holding company of the Benettons holds 4% of
FAMILY Generali. With close ties to both camps, the Benettons
have not disclosed a preference and may look to keep a
neutral stance.
INSTITUTIONAL They hold in aggregate 35% of the insurer, but their
INVESTORS attendance at AGMs in recent years has been at around
20% of Generali's share capital. Their vote is usually
oriented by the recommendations of leading governance
advisers Institutional Shareholder Services (ISS) and
Glass Lewis which have both backed Donnet. Generali's
fund shareholders include Blackrock (NYSE:BLK), Fidelity
Investments, Vanguard, Thornburg Investment Management
and Norges Bank.
A group of 11 institutional investors holding 0.64% of
Generali has filed a separate slate of board
representatives, which does not include a CEO
candidate.
RETAIL Small savers made up mostly of wealthy families in
SHAREHOLDERS Italy's north east hold around 22% of Generali. For
retail shareholders the focus is the insurer's dividend
policy, which Donnet in December has pledged to boost.