Masi Agricola has become a Benefit Company adopting a “one-tier control” administration

The Masi Agricola company is listed on Euronext Growth Milan (the brothers Sandro, Bruno and Mario Boscaini hold the majority shares, with 24.49% shares each), and it is one of the leaders in the production of premium Italian wines. In addition, it is one of the symbols of Valpolicella Classica and Amarone in 140 countries, their export share is 72% of the overall turnover, and the turnover in 2022 totaled 75 million euros. It has now become a benefit company. The company communicated the news (in the meantime, however, the conflict is continuing with Renzo Rosso, who holds 10% of the shares with his Red Circle Investments), after the Shareholders’ Meeting, held in person at the Serego Alighieri Estate and the participation of more than 94.756% of the share capital, approved by a large majority of the shareholders present, equal to 84.748% of Masi’s share capital (89.439% of the shares represented at the meeting). The participants approved to adopt the status of benefit company and to modify article 3 of the Statute to integrate the corporate purpose with further activities having the purpose of common benefit, linked to the promotion of the growth of its people, promotion and valorization of its products, and of Venetian culture, to the protection, care and recovery of the landscape heritage, the territory and the environment.
The expression Benefit Company defines organizations, which, in the exercise of an economic activity, in addition to the aim of dividing profits, pursue one or more purposes of common benefit and operate in a responsible, sustainable and transparent manner towards people, communities, territories and environment, cultural and social assets and activities, organizations and associations and other stakeholders. It is now a trend that many leading wineries are following, such as: Avignonesi, signature of Vino Nobile di Montepulciano; Perlage Winery of the Nardi family in Farra di Soligo, the land of Conegliano Valdobbiadene Prosecco Superiore DOCG; the Irpinia brand Feudi di San Gregorio; Cantina Pizzolato, a leading Venetian company in the organic segment; Cantina Cielo e Terra, founded in the Veneto from the union of the Cielo family and the winemakers of the Cantine dei Colli Berici; Tasca d'Almerita, the historic Sicilian wine-growing company, and Podere La Pace, a boutique winery on the Tuscan coast. And also Ricci Curbastro, the first Benefit Company in Franciacorta, as well as Cecchetto from Treviso.
Moreover, a large majority of the shareholders present at the meeting, equal to 84.385% of Masi’s share capital (89.055% of the shares represented at the meeting), approved adopting the one-tier administration and control model. This system is more functional to Masi’s needs to support its strategic and growth objectives, as well as encouraging engagement with shareholders and other stakeholders. The distinguishing feature of the system, since the administration and control functions are in a single body, is to simplify the organizational structure, decision-making and monitoring processes and related information flows, and provide greater efficiency in management and controls. Furthermore, the modification of the voting mechanism to appoint members of the Board of Directors, consists in an innovative voting system. Instead of presenting blocked lists, the system is based on presenting candidate proposals, that is, on every single candidate proposed - by shareholders that alone or together with other shareholders, overall hold shares representing at least 7.5% of the outgoing board of directors - and the Assembly then proceeds to express its vote. Finally, several statutory amendments aiming to optimize and rationalize various organizational and operating Company rules were approved once again by a large majority of the shareholders present at the meeting, equal to 84.385% of Masi's share capital (89.055% of the shares represented at the meeting), as well as to implement several indications provided by Borsa Italiana Spa. The resolutions the Assembly has adopted are part of the “Masi Green Governance” Sustainability Project that the Company has developed to implement a more efficient governance system, in line with the best International standards (“Masi Green Governance Project” or “MGG”). The Masi Green Governance Project, a note explained, allows Masi to continue its search for full sustainability by starting a process of integrating ESG factors into decision-making processes - by modifying its corporate purpose - and in the governance structure itself, through the transition to the one-tier model. The “MGG” Project is divided into three areas: Environmental - Environmental sustainability; Social - Social sustainability and Governance - Sustainability of corporate governance. Regarding “Environmental Sustainability”, the Assembly approved changing the corporate purpose by integrating it with activities related to the protection, care and recovery of the landscape heritage, the territory and the environment.