We comment the recommendation no. 155 of May 17, 2016 elaborated by the Notarial Council of Milan and reported below: "The statutory provision is considered legitimate, which gives to one or more shareholders, notwithstanding Article 2481 - ter, par. 2 of the Civil Code, the right to obtain an increase in their participation in higher proportion with respect to their shares, in case of capital increase.
The right to a more than proportional free increase is a special right pursuant to Article 2468 , par. 3 of the Civil Code, and as such can be introduced and modified only with the unanimous consent of all shareholders”.
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