Also yesterday Luigi Lovaglio made a clean sweep. The new board of directors of Monte dei Paschi di Siena crowned the line of the Lucanian banker: Luigi Lovaglio CEO with general manager powers, Cesare Bisoni president, Flavia Mazzarella and Carlo Corradini vice presidents. No compromise, no honor to the defeated outgoing board list, that is Caltagirone.
A SPLIT BOARD, BUT WITHOUT MEDIATIONS
The picture emerging from the long meeting in Siena is that of a board divided in half, but with a compact and determined majority. The eight directors from the Plt list voted as a block, enforcing the mandate received at the assembly – where they had obtained 49.9% of the votes against 38.8% of the outgoing board list – and imposing their choices across the board.
On the other side, the minority stood firm. Six directors from the old board plus the one from Assogestioni voted against practically everything. The final result was therefore eight to seven. A minimal margin, but enough to mark a clear line.
There was no compromise. In the preceding days, there had been talk of possibly leaving at least the presidency to the minority, with names like Corrado Passera or Paolo Boccardelli circulating as possible balancing solutions. But Lovaglio chose another path. He went straight ahead, building a governance entirely in the hands of his majority. The vice presidencies went to Flavia Mazzarella and Carlo Corradini, both from the Tortora family’s Plt list. With Corradini, in particular, Pierluigi Tortora cashed in, as he is also his partner in the family holding.
TENSIONS, COMMITTEES AND AN OPEN GAME
The atmosphere of the meeting was anything but relaxed. Almost nine hours of confrontation, with moments of strong friction and a split that also reflected in the management of internal committees.
The only body defined was the nominations and remuneration committee, assigned entirely to the majority after the minority directors refused to participate. The presidency went to Patrizia Albano, supported by Massimo Di Carlo, Paola Leoni Borali and Mazzarella herself. All other committees were postponed to a subsequent meeting.
A clear signal: the board starts operational, but politically it could find itself blocked. And indeed the minority is ready to fight even outside the corporate perimeter.
TOWARDS APPEALS
There are already hypotheses of appeals to Consob and the ECB on the table. The issue is that of self-appointment: Lovaglio and Bisoni voted for themselves, proving decisive for the final outcome.
From the new majority’s point of view, everything is covered by legal opinions. But for the defeated, it is a stretch that could open litigation. The clash, therefore, is destined to continue.
Meanwhile, Lovaglio has also moved on another delicate front: the litigation related to his dismissal “for just cause” decided by the previous board on April 7. On the table he would have placed the willingness to reach an agreement that closes any possible claims, in an attempt to defuse a further source of tension.
THE PLAN: MEDIOBANCA AND BEYOND
But the real point is the strategy. Lovaglio wants to accelerate. The declared goal is to carry forward without hesitation the industrial plan to 2030 and, above all, the merger project with Mediobanca.
A dossier promising synergies of about 700 million and which will have to pass through an extraordinary assembly, with the ambition to reach decisions already before summer. This is the heart of the Lucanian banker’s vision, the one that led to the clash with the old board and which now returns to the center with a governance favorable to him. But Mediobanca is also the direct bridge to Generali (of which Piazza Meda holds 13.2%). And here the game widens.
THE GENERALI ISSUE AND UNICREDIT’S MOVE
The fulcrum of the system remains the Lion of Trieste. This is also demonstrated by the surprise move yesterday by Unicredit at the Generali assembly, where the group led by Andrea Orcel appeared with a stake risen to 8.7%. A move that reignited all dynamics around the insurance group.
Officially it is a “financial investment.” But the context suggests otherwise. Orcel’s strengthened entry is read as a signal to the other shareholders: the game on Generali is open and Unicredit wants to play it as a protagonist, also because the fate of that 13.2% held by Mediobanca – and thus today under Mps’s influence – represents the balance point for the future control of the company.
According to Repubblica, Orcel’s move is “a signal to the other diners aimed at securing a solid seat at the table when the future structure of Generali will be outlined. Especially after the very recent events that saw the Giorgetti-Lovaglio-Grilli-Milleri line prevail in Mps, it is a way to secure a stable place at the table where the new balances will be decided.”
LOVAGLIO’S (DENIED) PLAN ON GENERALI
In this context, another scenario takes shape. According to the Financial Times, Lovaglio would be considering the sale of the Generali stake held by Mediobanca to finance a possible integration with Banco Bpm, favored precisely by Giancarlo Giorgetti.
A stake worth about 7.4 billion and which could become the financial lever to build a new national banking hub. The idea would be to transfer it to long-term Italian investors, in line with government guidelines, which consider Generali a strategic asset.
Among the possible buyers are mentioned precisely Unicredit and rival Intesa Sanpaolo, although both options present complexities: the former is engaged on other international fronts, the latter would have antitrust issues.
But Mps immediately denied it: the Siena banking group stated that no hypothesis relating to the sale of the Generali stake is under study and that the bank is fully focused on the integration and merger process with Mediobanca. Lovaglio himself had publicly defined the stake in the Lion as “nice to have” after last week’s assembly victory.
DELFIN AND THE SYSTEM INTERLOCKS
The picture broadens further if one looks at the shareholdings interlocks. As Michele Calcaterra, corporate finance professor at Bocconi, states to Adnkronos, “it is difficult to ignore the interlocks with Delfin, Mediobanca and the Mps dossier.” Generali is the hub around which banking and industrial interests revolve.
Delfin of the Del Vecchio family remains a key player: it is a significant shareholder both in the Lion, with about 10.05%, and in Monte dei Paschi, where it holds the relative majority around 17.5%. And it played a decisive role in the success of the Lovaglio list, together with that Banco Bpm whose integration with Mps is hypothesized.
In this network of shareholdings, as highlighted yesterday by Startmag, there is also the link with Unicredit, which intertwines with Delfin not only on the level of balances in Generali but also financially. Andrea Orcel’s bank is among the institutions that could grant the maxi-loan of about 10 billion for the restructuring of the Del Vecchio family holding.
The Mps board vote, therefore, does not happen in a vacuum. It is a step within a much larger game, involving Mediobanca, Generali, Banco Bpm and the main Italian banking groups.
