The Giorgio Armani Group has been diligently laying the groundwork for its future, as recently disclosed by Corriere della Sera. This Italian daily has uncovered a previously confidential document, originating from an extraordinary shareholders’ meeting held in 2016 and finalized in September. This document outlines the Articles of Association for the forthcoming Giorgio Armani Spa, which is poised to sustain the group’s legacy following the eventual passing of the 89-year-old fashion icon.
Giorgio Armani is charting a course that may lead to the stock market, prioritizing the continued global expansion of the iconic ‘Armani’ brand while embracing an essential, modern, elegant, and unostentatious style. In practical terms, the group will consist of «six categories of shareholders, all enjoying equal dividend rights (with only 50% of net profits being distributed).» Nevertheless, the document stipulates that certain shareholders will wield three times the voting power and have the authority to appoint the managing director, akin to the chief executive officer in Italy.
This significant shift, as explained by the newspaper, will be officially enacted when the succession of Giorgio Armani occurs. Giorgio Armani currently holds a 99.9% stake in the group, with the remaining 0.1% owned by the Giorgio Armani Foundation. The fashion designer lacks direct heirs, but his nieces and nephews, Silvana and Roberta, daughters of his late brother Sergio, and the son of his sister Rosanna, Andrea Camerana, are already active members of the board of directors. Without heirs to accommodate, Armani will have the liberty to allocate his assets as he sees fit.
This master plan establishes six distinct classes of shares, with two additional classes lacking voting rights. A shareholders will control 30% of the capital, while F shareholders will hold 10%, and B to E shareholders will each possess 15%. Each A share grants the holder 1.33 votes, and each F share carries three votes, collectively giving A and F shareholders more than 53% of the votes with only 40% of the capital.
Moreover, A shareholders retain the privilege to appoint three directors, including the chairman, and F shareholders appoint two directors, including the managing director, from an eight-member board of directors.
It’s highly probable that the Armani Foundation will be positioned within one of these two shareholder categories. A and F stakeholders will have the decisive authority to steer the group’s strategy and maintain the signature Armani style. In the 2022 financial year, Armani achieved sales totaling 2.35 billion euros, underlining its enduring prominence in the fashion industry.
