MILAN – It was completed today with the cross-border merger of Fiat Fiat Investments in Fca, a company incorporated under Dutch law with its registered office in Amsterdam and registered tax in London in St James Street. For the former Lingotto closes a history of 115 years of the league in Turin, hometown, and Italy. From today, members of the Group are subject to the new rules laid down by the Statute of Fca and by Dutch law. The title will be listed on Wall Street and in Piazza Affari starting from 15.30 on Monday. As a result of the merger between Fiat and Chrysler in Fca change some rules and rights for shareholders of the ‘ex-Lingotto, who now find themselves Titles in hand for the new group based in London but is subject to Dutch law. Precisely for this Fca assemblies will be held in Amsterdam or Haarlemmermeer (Schiphol Airport, the Netherlands) and no longer in Turin and will rise to 10% of the threshold for exercising the right to request the meeting by shareholders against the ‘current 5%. The voting rights, by issuing “additional votes” for shareholders reward the most faithful the Agnelli family: the holding company Exor can weigh up to 46.5% in the assembly, against a share ownership of 30.05%. According to Dutch law, then, there is no discipline that explicitly regulates the solicitation of proxies, and to date the shareholders of Fiat were able to do so on the basis of well-defined rules and regulations. In addition, the holders of the securities Fca will no longer have a right of withdrawal similar to that recognized by the Fiat shares, provided, however, by the Italian legislation. As for the issue of new shares, according to the statute of Fca valid today, the Board has the authority to restrict or exclude the pre-emption rights of shareholders for an initial period of five years, with no limit set by Dutch law. This right may be extended by the assembly for further consecutive periods, each of which not more than 5 years. The Board, for its part, may authorize the issue without pre-emption rights of ordinary shares or securities convertible into shares allowing Fca placing them on the market. These are operations that “may be made for any purpose – reads the statement – including promoting the development of a more liquid market for the ordinary shares on the NYSE Fca,” the New York Stock Exchange.
- Arguments:
- fiat
- fca
- Chrysler Fiat Automobiles
- Piazza Affari
- Wall Street
- Starring:
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