The Agnelli leave Italy, the meeting of Exor approves the transfer in the Netherlands – The Republic

MILAN – The Agnelli family says goodbye to Italy. The extraordinary meeting of shareholders of Exor, the holding company of the Turin family, approved this morning the cross-border merger by incorporation of Exor Spa in Dutch company Exor Holding N.V. The latter, following the merger, will become the holding company of the Exor Group and will be renamed Exor N.V .: registered office and tax the company, then will move to the Netherlands, while the title will remain listed on the Milan Stock. In this way the holding company follows its subsidiaries.

From a fiscal point of view, the transfer warrants to shareholders in the Netherlands to zero taxation on capital gains, which are taxed in Italy on 5 percent. A significant gain for a holding company that the gain does its core business and moving sizeable capital. Also, Dutch law allows the introduction of the double voting system that gives standing shareholders of the companies the possibility to increase by 100 percent the weight of their actions at the meeting. This makes it necessary to have a smaller share, however, guaranteed control of the company.

To keep control of the company, therefore, Exor Nv will adopt a mechanism 5 special attributing voting rights for each share owned to shareholders who will hold the shares for at least five years and 10 voting rights for those who will hold at least 10 years. In this way, in order to hold 51% of the voting rights in a decade it might be to check the 5.1% Exor. At least for the moment, though, nothing will change. Net of the fact that at the end of the operation all the Lingotto group will have headquarters abroad: l asceranno Torino also the limited partnership that allows you to control Exor Agnelli, Giovanni Agnelli Sas and, within this, the simple company in December that allows direct heirs of Giovanni Agnelli to control the ‘partnership.

In
assembly President John Elkann has insisted on the need to simplify the corporate structure and alignment of the same with that of the main investments: represented for more than 85% by Netherlands companies (Fca, CNH Industrial, Ferrari) or detained by Dutch companies (Partner Re). The holding company also aims to adopt a company form aligned with those of major investments ensuring greater synergies and efficiency. Finally, it intends “to adopt a capital structure that can facilitate in time the creation of a solid shareholder base and reward long-term investors, encouraging investment of those shareholders whose objectives are in line with long-term strategies of Exor group. “

” We have seen the activities of our societies thrive in Italy since they are domiciled in the Netherlands “stressed Elkann after having received the favorable vote of the assembly then adding:” there is no doubt that to be strong the world strengthens our company in the markets in which they operate. “