Wednesday, April 24, 2013

Reuters: Hot Stocks: UPDATE 1-Resignations raise doubts over Pop Milano shake-up

Reuters: Hot Stocks
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UPDATE 1-Resignations raise doubts over Pop Milano shake-up
Apr 24th 2013, 09:21

Wed Apr 24, 2013 5:21am EDT

* Management wants cooperative bank to be joint-stock firm

* Unions against; four supervisory board members have quit (Adds details on planned reform, analysts comment)

MILAN, April 24 (Reuters) - A string of high-profile resignations on the supervisory board of Popolare di Milano have cast doubts over plans to turn the Italian cooperative lender into a joint-stock company, sending its shares down on Wednesday.

The governance shake-up at the lender, founded in 1865, would abolish its trademark "one shareholder, one vote" rule, paving the way for a possible takeover, but is opposed by powerful unions.

In a statement late on Tuesday, the bank said three more supervisory board members had resigned a day after the chairman of the board - who supports the joint-stock company plan - stepped down.

The resignations exposed a split on the board over the governance changes. In the statement the bank said the behaviour of some board members was deemed to be "not coherent with the role of supervisory body and the interests of the bank".

The bank's shares were down 3 percent at 0.53 euros by 0840 GMT, with analysts pointing to growing uncertainty over whether the reform will go ahead.

The revamp of the mid-sized lender's bylaws, which critics say give too much power to the bank's employee shareholders via the unions - is the pet project of management board chairman Andrea Bonomi.

Bonomi, who also heads private equity fund Investindustrial, took charge of Popolare Milano in 2011 after his fund bought an 8.6 percent stake. He has said the bank needs a more transparent, efficient governance structure.

A joint-stock company would give shareholders votes in proportion to the size of their stake in the business.

Analysts think Bonomi may want to cash in on his investment, and the prospect of the bank becoming a possible takeover target has boosted its shares, which have risen 18 percent since the beginning of the year.

"I believe Bonomi wants a SpA (joint-stock company) since it's an easier vehicle to use for M&A," said Fabrizio Bernardi, analyst at Fidentiis. "He came into the bank with his fund and so I presume sooner or later he'll want to monetise."

However, opposition from unions is threatening the plan, which needs to be approved by a shareholder meeting in June.

"The latest developments confirm that the final outcome of the governance reform remains extremely uncertain," said ICBPI analyst Marco Sallustio in a note.

A shareholder meeting on Saturday is due to decide whether to allow shareholders to vote from home - something that could have an impact on the outcome of the June meeting by involving more investors. (Reporting by Silvia Aloisi and Stephen Jewkes; Editing by Mark Potter)

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