11 Amendments of Antonio Maria RINALDI related to 2022/0406(COD)
Amendment 100 #
Proposal for a directive
Article 5 – paragraph 1 – introductory part
Article 5 – paragraph 1 – introductory part
1. Member States shall ensure fair and non-discriminatory treatment of shareholders, as well asthat in companies that have adopted a multiple- vote share structure in accordance with this Directive, appropriate safeguards are in place to provide for adequate protection of the interests of the shareholders who do not hold multiple-vote shares and of the company through appropriate safeguards. To that effect, Member States shall do all of the following:
Amendment 102 #
Proposal for a directive
Article 5 – paragraph 1 – point a – subparagraph 1
Article 5 – paragraph 1 – point a – subparagraph 1
(a) ensure that a company’s decision to adoptmodify a multiple- - vote share structure and any subsequent decision to modify a multiple- vote share structurein a way that affects the voting rights areof shares, is taken by the general shareholders’ meeting of that company and are approved bymeeting by at least a qualified majority as specified in national law.
Amendment 104 #
Proposal for a directive
Article 5 – paragraph 1 – point a – subparagraph 2
Article 5 – paragraph 1 – point a – subparagraph 2
For the purposes of this point, where there are several classes of shares, such decisions shall also be subject to a separate vote forin each class of shareholders whosthe rights of which are affected;. Member States shall also ensure that the multi-vote structure can vary at least in a ratio of one to ten.
Amendment 109 #
Proposal for a directive
Article 5 – paragraph 1 – point b – introductory part
Article 5 – paragraph 1 – point b – introductory part
(b) limit the voting weight ofimpact of the multiple- vote shares on the exercise of other shareholders’ rights, in particular duringdecision-making process at the general meetings, by introducing eitherat least one of the following:
Amendment 115 #
Proposal for a directive
Article 5 – paragraph 1 – point b – point i
Article 5 – paragraph 1 – point b – point i
(i) a maximum weighted voting ratio and a requirement on the maximum percentage of the outstanding share capital that tratio of the number of votes rights attached total amount of multiple- vote shares can representto the votes rights attached to shares with the least voting rights;
Amendment 128 #
Proposal for a directive
Article 5 – paragraph 1 – point b – point ii
Article 5 – paragraph 1 – point b – point ii
(ii) a restriction on the exercise of the enhanced voting rights attached to multiple-vote shares for voting on matters to be decided at the general meeting of shareholders and that require the approval by a qualified majority. quirement that decisions by the general meeting subject to qualified majority, excluding appointment and dismissal of directors as well as operational decisions to be taken by directors and that are submitted to the general meeting for approval, are to be adopted by: - a qualified majority, as specified in national law, of the votes cast at the meeting; or - a qualified majority, as specified in national law, of the votes cast, and are subject to a separate vote in each class of shares the rights of which are affected.
Amendment 135 #
Proposal for a directive
Article 5 – paragraph 2 – introductory part
Article 5 – paragraph 2 – introductory part
2. Member Sstates may provide for further safeguards to ensure adequate protection of shareholders and of the interests of the company. Those safeguards may include in particular:shareholders who do not hold multiple-vote shares.
Amendment 144 #
Proposal for a directive
Article 5 – paragraph 2 – point a
Article 5 – paragraph 2 – point a
Amendment 151 #
Proposal for a directive
Article 5 – paragraph 2 – point b
Article 5 – paragraph 2 – point b
Amendment 158 #
Proposal for a directive
Article 5 – paragraph 2 – point c
Article 5 – paragraph 2 – point c
Amendment 162 #
Proposal for a directive
Article 5 – paragraph 2 – point d
Article 5 – paragraph 2 – point d