2014年-IMF国际货币组织全球_Reforming_the_Corporate_Governance_of_Italian_Banks_31页_777kb

Summary of "Reforming the Corporate Governance of Italian Banks"

Core Content

This working paper analyzes the corporate governance challenges of Italian banks, particularly those owned by foundations and large cooperatives. It highlights the need for regulatory reforms to improve governance structures and ensure financial stability in the Italian banking sector.

Main Points

• Corporate Governance Importance: Sound corporate governance is vital for the functioning of a banking system and the integrity of financial markets.
• Ownership Structures: Italian banks have unique ownership structures, with some being owned by foundations (non-profit entities) and others by cooperatives (member-owned institutions).
• Regulatory Framework: The paper reviews the existing regulatory framework for corporate governance in Italian banks, noting recent improvements driven by European Directives, the Bank of Italy (BoI), and industry codes of conduct.
• Challenges: The paper outlines specific challenges related to foundation and cooperative ownership, including political influence, lack of accountability, and difficulties in capital raising.

Key Information

I. Introduction

• The 2008 financial crisis exposed corporate governance failures in Italian banks, similar to those in other European countries.
• Foundations and cooperatives play a significant role in the ownership of Italian banks, raising unique governance challenges.
• Recent reforms have improved corporate governance, but further actions are necessary to address persistent issues.

II. Foundation-Controlled Banks

A. Foundations as Bank Owners

• Foundations were created in the early 1990s to privatize community-owned banks, becoming major shareholders in 23% of Italian banking assets.
• Foundations can maintain control even with a minority share through shareholder agreements.
• Some foundations, like the MPS Foundation, still hold significant influence through agreements with foreign shareholders.

B. Strengths of Foundation Ownership

• Foundations have historically supported the expansion and modernization of Italian banks.
• They have played a role in bank recapitalization efforts, especially during the financial crisis.
• Foundations are among the largest domestic long-term investors, with assets totaling €51 billion in December 2012.

C. Challenges Raised by Foundation Ownership

• Foundations have weakened financial positions, raising concerns about their ability to support banks.
• Some foundations are heavily concentrated in their original banks, increasing portfolio risk.
• Foundations are influenced by local politics, which can affect their governance and the governance of the banks they own.
• Limited internal accountability and external oversight are common issues in foundation-controlled banks.

D. Foundations and Bank Performance

• Banks controlled by foundations generally have weaker asset quality and lower capital ratios.
• Stress tests show that foundation-controlled banks would face severe capital shortfalls under adverse economic scenarios, falling far below Basel III requirements.
• These banks are more vulnerable to macroeconomic shocks compared to others in the system.

III. Cooperative Banks

A. Cooperative Sector in Italy

• There are two types of cooperative banks in Italy: Banche di Credito Cooperativo (BCCs) and Banche Popolari (BPs).
• BCCs account for 6% of the banking system, while BPs account for 14%, and are more likely to be listed on the stock exchange.
• Cooperatives have a one member-one vote structure, which can limit market diligence and capital raising.

B. Strengths of Cooperatives

• Cooperatives provide credit to local businesses, especially SMEs, and have been a key source of funding for these firms since 2008.
• Despite economic challenges, cooperatives have managed to improve their capital ratios through retained earnings and adoption of more sophisticated risk models.
• Recent regulatory changes have helped in boosting capital ratios for some cooperative banks.

C. Challenges Raised by Large Cooperatives

• Ownership restrictions and voting caps can limit the effectiveness of shareholder control and the ability to raise capital.
• Large cooperatives, like Banca Popolare, lack a centralized oversight structure and mutual support mechanisms.
• These limitations may hinder their ability to respond to financial stress and maintain resilience.

Remaining Challenges

• Strengthening Oversight: Foundations, especially when they are controlling shareholders, need more rigorous oversight to prevent conflicts of interest and ensure transparency.
• Regulatory Reforms: Stricter fit-and-proper rules for directors and controlling shareholders, along with tighter definitions for related party lending, are needed.
• Transformation of Cooperatives: Large cooperatives should be encouraged to convert into joint stock companies to improve governance and access to capital markets.
• Capital Resilience: Foundation-controlled banks are particularly vulnerable to capital shortfalls under adverse economic conditions.

Conclusion

Italian banks, particularly those owned by foundations and large cooperatives, face unique corporate governance challenges. While some progress has been made, further reforms are necessary to enhance transparency, accountability, and resilience in the banking sector.