The Italian Supreme Court rules on the mandatory offer and the related sanction of suspension of voting rights
Introduction Article 106 of the Italian Code of Financial Markets lays down the mandatory offer rule whereby a person that acquires a shareholding in excess of 30 percent of the share capital of a joint-stock company must make an offer for all the shares within the following 30 days. In case of violation of the mandatory offer rule, Article 110 CFM provides that all the voting rights of the infringer are suspended. The Court of Cassation in its recent judgment issued in the case no. 26793/2019 L v Consob dealt with the scope of application of Articles 106 and 110 CFM, giving guidance on which circumstances an infringement of the mandatory offer rule can be established. Facts of the case By the decision made on 16 April 2009, case no. 26793/2019, L v Consob , Consob, the Italian financial regulator, levied a fine on CL for violating Articles 106 and 110 CFM. CL purchased a shareholding in excess of 30% of Lazio Spa, a quoted company and also a football club playing in the Ital