Virtual(-only) shareholders' meetings in Italian listed companies: quo vadis?

Abstract

The article focuses on the legacy, if any, once the pandemic crisis is over, of the Italian emergency legislation re: the participation in the shareholders' meeting by means of telecommunications, with particular attention to the regulation of listed companies. Specifically, the topic of virtual(-only) meetings is addressed with a view both to investigating the reasons for their scarce use by Italian listed issuers, and to understanding whether the ability to intervene remotely can become a default rule in Italy. To this end, after analyzing the peculiarities of the Italian legal system – which, de facto, have limited the "virtualization" of the meetings, given that, inter alia, in the absence of a specific express provision in the by-laws, a virtual-only meeting appears not to be admissible under Italian law –, possible solutions de lege ferenda that may justify a "generalized" regime of virtual meetings in the Italian system will be illustrated.