Cattolica Assicurazioni, this is how Ivass cripples Bedoni (Minali gongola)
All requests from IVASS (the authority that supervises insurance companies) to Cattolica Assicurazioni.
“Deep turnover” of the board members, rapid completion of the capital increase and sale of the shares resulting from the withdrawal.
These are the requests made by IVASS (the authority that supervises insurance companies) to Cattolica Assicurazioni at the end of the inspection concluded on 24 July last.
The Authority entered the offices of the insurance company in the wake of the virulent clash that took place at the top between the former CEO, Alberto Minali, and the president Paolo Bedoni who saw the former having to succumb to the latter.
The inspection report, "with unfavorable results and the initiation of a sanctioning procedure against the company", reads a note from the insurance group last Saturday and was delivered to the board the day before.
Here are all the details of the IVASS requests to the insurance group.
WHAT IS IVASS ASKING FOR
Ivass asks Cattolica Assicurazioni for "a significant discontinuity in the corporate governance structure", in view of the transformation into a spa which will take place on April 1, and the sale of its shares due to the withdrawal of shareholders who have not approved the transformation .
IVASS'S REQUESTS AT CATTOLICA
The specific requests, as announced by the company itself, are above all "a profound turnover of the members of the administrative body, which entails a strengthening of the governance system".
THE GOVERNANCE NODE OF CATTOLICA FOR IVASS
According to observers, this is the most sensitive chapter with respect to the complex and detailed report by Ivass . In fact, the Authority is now asking Cattolica to revolutionize the current board of directors. The board is therefore asked to resign in favor of an overall change of the board that leads to an overall increase in the level of effectiveness and functionality of the governing body. What matters to Ivass is that we proceed with the addition of high-level professionalism, as already requested in the past.
IVASS SILURA BEDONI SAYS THE SUN 24 HOURS
Comments on Sole 24 Ore: "Among those who will have to take a step back is of course also the president Paolo Bedoni, which is in fact attributed an important role in directing about the dynamics that governed the work of the council. Regarding the timing, the members of the board will remain in office until the meeting for the approval of the 2020 financial statements, which means that they will leave the orbit of the company following the transformation into a spa, which will take place as known on 1 April. The new rules will therefore establish the caliber and composition of the board that otherwise should have remained at the helm until the go-ahead for the 2021 accounts ".
CAPITAL INCREASE DOSSIER
A change that must be accompanied by the "rapid completion of the capital increase with its second tranche, for 200 million euros, for which the company is in constant dialogue with Consob to finalize the prospectus".
THE TIMES AND THE ROLE OF GENERALI
The first tranche of the capital increase, for 300 million euros, was already completed in October, it is recalled, following the partnership agreement with Assicurazioni Generali.
REMUNERATION POLICIES
In particular, Ivass urges the identification of limits to variable remuneration and therefore a review of the remuneration policies. Recalling that, also given the pandemic context, the supervisory authorities have repeatedly called on financial institutions to act with particular caution on the front of dividends and salaries.
THE THIRD REQUEST
A third request is "the sale of shares resulting from withdrawal (approximately 20.7 million shares) by the end of 2021": these are the shares of withdrawal exercised by shareholders who have not approved the imminent transformation into a spa.
NAMES AND TIMES
It is about 20 million shares for which the company paid € 5.47 each, Il Sole 24 Ore recalls: "Overall, Cattolica paid € 111 million last October which, however, are worth little on the stock market today. more than 90 million. A capital loss that the transformation into a spa and the change of pace on the governance front could somehow reduce, according to some market operators. In any case, Cattolica has a Solvency of over 200% and will close 2020 with an operating result close to 375 million ".
STAY FERRARESI
Ivass therefore asked for "the development of a remedy plan under the responsibility of the CEO", Carlo Ferraresi, who will therefore remain in the management of this delicate step.
THE ROLE OF THE COUNCIL
The plan must be approved by the Board of Directors and the work must be completed within 60 days "taking into account, within the prescribed timeframe, the reports of the Supervisory Authority in its report".
TIMES AND WAYS
The requests are contained in an inspection report that the Supervisory Institute delivered to the Board of Directors of Cattolica on 8 January, after the inspection concluded on 24 July 2020, "with unfavorable results and the initiation of a sanctioning procedure against the company . The inspection concerned, in particular, the governance structures, the functioning of the one-tier system (administration and management control) and the assessment of real estate risks. The inspection report referred to situations relating to 2018, 2019 and the first months of 2020.
This is a machine translation from Italian language of a post published on Start Magazine at the URL https://www.startmag.it/economia/cattolica-assicurazioni-ecco-come-ivass-azzoppa-bedoni-minali-gongola/ on Mon, 11 Jan 2021 07:37:04 +0000.