I flussi informativi con gli azionisti di categoria fra market abuse regulation e dinamiche dei mercati finanziari

This Article deals with certain issues connected to the informative flows between the Board of Directors of Italian listed companies and special classes of shareholders, taking into account both the wide range of special investors and the specific rules governing the exchange of corporate information between directors, on the one side, and common representative of the special shareholders, on the oth er side. In the above mentioned context, the role and powers of the common repre sentative of the special shareholders is deeply investigated, being the latter a corpo rate body entitled to receive a direct informative flow from the directors and to transfer its content to the special shareholders. In particular, the institutional dia logue between directors and common representative, on the one hand, does not trigger a selective disclosure under the EU Market Abuse Regulation and, on the other hand, fosters an efficient exchange of information within the company, aimed at enhancing the best corporate interest without affecting the information sym metry among market participants. For such a reason, I expect that the by-laws of Italian listed companies would grant additional informative rights to the common representative aimed at strengthening the protections of special class shareholders. Then, I suggest, for the future, to consider also in Italy the possibility to launch IPO offering to the market dual classes shares with higher informative rights attached, balanced by lower governance rights, in order to allow the former control ling entities to initially drive the company and thus to implement the first business plan after the listing