MPS Shareholders Reject Defence Plan Against Intesa Bid
Monte dei Paschi di Siena shareholders rejected the defence plan put forward by chief executive Luigi Lovaglio against Intesa Sanpaolo's bid, with around 91% of voters opposing the proposed defence offers, according to The Wall Street Journal.
The vote took place at the Extraordinary Shareholders' Meeting held on 29 October 2026. The rejected offers were valued together at nearly $40 billion, a figure Dow Jones reported on 30 October. A defence plan is the set of measures a target's board proposes to make a takeover harder to complete. Shareholders must generally approve the ones that need their consent.
The bid dates to June. On 8 June 2026, Intesa Sanpaolo announced a voluntary public tender and exchange offer on all shares of Monte dei Paschi di Siena, known as MPS. A tender offer invites holders to sell for a stated price. An exchange offer pays in the bidder's shares rather than cash, so the value a holder receives moves with the bidder's share price until settlement. For anyone weighing the offer, its structure matters as much as its headline terms.
The same meeting granted the Board of Directors authority under Article 2443 of the Italian Civil Code. That article lets shareholders delegate to directors the power to increase share capital, meaning the number of shares a bank can issue, without a fresh shareholder vote each time. The delegation is a separate item from the defence offers.
Carlo Messina, who speaks for Intesa Sanpaolo, had earlier identified the approval of a capital increase by the MPS Shareholders' Meeting as a key step involving the bank. He made that point in a statement dated 10 September 2026, published in Intesa's newsroom, roughly seven weeks before the meeting.
The broader context here is a shareholder base that turned down a defence package by a wide margin. In my view, the more useful reading for a finance audience is about sequence and leverage. The vote takes the defence offers off the table, while the board leaves the meeting holding a delegated capital-raising power. How the board uses that authority, and on what terms, will shape how much room it keeps in any negotiation with Intesa. Those are open questions, and the tally does not answer them.
For ordinary savers who hold MPS stock, the immediate change is procedural. The defence plan put to a vote has failed, and the board now has delegated capital authority it did not have before the meeting. Whether that leads to a capital increase, a revised plan, or a different response to the June offer is not settled by the meeting. Anyone following the position should watch the terms of the Intesa offer and any further board filings rather than the vote percentage alone.
