Classes of Shares and Voting Rights in the History of Italian Corporate Law

This contribution tracks the legislative, scholarly and judicial debate concerning different classes of shares and voting rights that developed in Italy from the early XIX century to the recent introduction of multiple voting shares. In doing so, we offer some comparative perspectives and insights on the ideological and economic battles concerning this key issue of corporate finance and law. The Italian experience is particularly interesting and valuable in light of specific features of the legal and economic system. Our goal is not simply to show the evolution of the specific issue, but also to frame it within the broader debate concerning the balance between contractual freedom and mandatory rules, between flexibility and protection of investors and other stakeholders, considering also the economic climate that influences legal reforms. The regulation of classes of shares and multiple voting shares, as any legal institute and rule, can only be properly and fully understood in light of its historical evolution.