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The Italian Road to Recuperating Enterprises and the Legge Marcora Framework: Italy's Worker Buyouts in Times of Crisis (Report Summary)

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This paper summarizes the key findings from the report "The Italian Road to Recuperating Enterprises and the Legge Marcora Framework: Italy's Worker Buyouts in Times of Crisis." The report homes in on worker-recuperated enterprises (imprese recuperate dai lavoratori) in Italy, specifically focusing on Italy's worker buyouts (WBOs)—the form of worker-recuperated enterprise predominating in Italy—facilitated by its Legge Marcora (Marcora Law) framework. Reviewing the key sections and findings of the full report, this summary paper first offers a definition of WBOs as a subset of worker-recuperated enterprises. It also addresses the most common scenarios from which WBOs emerge globally. It then overviews Legge Marcora's legal and financial framework, and situates the emergence of Italian WBOs since the early 1980s as direct responses to market failure, business closures, rising unemployment, and, with the most recent WBOs, coinciding with the Great Recession and subsequent austerity measures that continue to negatively impact the country. The paper finally discusses key findings from our research on WBO creation in Italy, touching on their most salient demographic and geographic particularities. Throughout, the paper and the full report distinguish Italy's WBOs as exemplar because of their resilience in times of crisis, and the inclusion of multiple stakeholders in its WBO framework, namely: workers, the cooperative sector, and the state.
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The$Italian$Road$to$Recuperating,
Enterprises!and$the$Legge$Marcora$
Framework!
Italy’s(Worker&Buyouts!in#Times#of#Crisis!
A"EURICSE"Report"–"Summary"and"Highlights"
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Full!report!authored!by:!Marcelo!Vieta,!with!Sara!Depedri!and!Antonella!Carrano!
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This!summary!authored!by:!Marcelo!Vieta!(marcelo.vieta@utoronto.ca)!!
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Latest!draft:!31!March!2015!
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Abstract
This paper summarizes the key findings from the report The Italian Road to Recuperating
Enterprises and the Legge Marcora Framework: Italy’s Worker Buyouts in Times of Crisis.
The report homes in on worker-recuperated enterprises (imprese recuperate dai lavoratori) in
Italy, specifically focusing on Italy’s worker buyouts (WBOs)—the form of worker-
recuperated enterprise predominating in Italy—facilitated by its Legge Marcora (Marcora
Law) framework. Reviewing the key sections and findings of the full report, this summary
paper first offers a definition of WBOs as a subset of worker-recuperated enterprises. It also
addresses the most common scenarios from which WBOs emerge globally. It then overviews
Legge Marcora’s legal and financial framework, and situates the emergence of Italian WBOs
since the early 1980s as direct responses to market failure, business closures, rising
unemployment, and, with the most recent WBOs, coinciding with the Great Recession and
subsequent austerity measures that continue to negatively impact the country. The paper
finally discusses key findings from our research on WBO creation in Italy, touching on their
most salient demographic and geographic particularities. Throughout, the paper and the full
report distinguish Italy’s WBOs as exemplar because of their resilience in times of crisis, and
the inclusion of multiple stakeholders in its WBO framework, namely: workers, the
cooperative sector, and the state.
Keywords
Worker buyouts; worker-recuperated enterprises; worker-recovered companies; business
conversions; business transfers; worker cooperatives; labour relations; Legge Marcora; legal
framework; enterprise entry and exit rates (birth and death rates); enterprise survival;
organizational change; SMEs; Italy
JEL codes
J01; J52; J53; J54; K2!
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1. Introduction
Since the early 1980s in Italy, worker-recuperated enterprises1 have mostly emerged from
worker buyouts (WBO).2 Almost all emerge from conventional firms in crisis that are
transformed into worker cooperatives under employee management and ownership. While
present throughout the national territory (Figure 1), worker-recuperated firms have
particularly taken root in the Centre and the Northeast, in the “Made in Italy” regions where
the majority of the country’s speciality-based manufacturing industry consisting of intricately
connected SMEs is located. Since the mid 1980s and the passing of Law 49/1985, known as
Legge Marcora, WBOs in the country have continued to emerge, especially surging again
after 2008 with the lingering negative effects of the Great Recession and austerity on Italy’s
GDP and labour markets, and the overall shrinking of its SME-based manufacturing sectors
(Sforzi, 2007; Triglia & Burroni, 2009; Tridico, 2012). Italy’s Legge Marcora national
legislation for WBOs has been an especially promising mechanism during times of crisis for
saving a community’s jobs and businesses.
This paper summarizes the key findings from the report The Italian Road to Recuperating
Enterprises and the Legge Marcora Framework: Italy’s Worker Buyouts in Times of Crisis,
which marks the completed first phase of a broader research program at Euricse on worker-
recuperated firms, business conversions to cooperatives, and worker buyouts (Vieta, Depedri,
& Carrano, 2016).3 Section 2 of the paper offers a definition of worker buyouts and reviews
the most common scenarios out of which WBOs emerge. Section 3 discusses the details of
what we believe to be an exemplar legal, financial, and policy approach for WBO creation—
Italy’s Legge Marcora framework. Section 4 reviews the most salient macro-economic,
geographic, and demographic trends for these worker-recuperated firms in Italy. Section 5
discusses the resilience of Italy’s WBOs and their seven main characteristics. Throughout the
paper, we distinguish Italy’s WBOs as exemplar because of their resilience in times of crisis,
and the inclusion of multiple stakeholders in its Legge Marcora framework, namely: workers,
the cooperative sector, and the state.
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1 Workplaces in trouble or experiencing succession issues that are taken over and converted to labour-managed
firms by employees.
2 Our research to date, in a collaborative project between Euricse and Cooperazione Finanza Impresa (CFI), has
identified 257 confirmed worker-recuperated enterprises in Italy that emerged from experiences of WBOs.
Most of these conversions have been facilitated by the Legge Marcora framework that we will outline in
section 3.1. We have also found other WBOs and worker-recuperations that were not financed or in contact
with CFI via other cooperative movement sources and journalistic accounts, verifying all WBO cooperatives
in our dataset with the Italian Chamber of Commerce’s data. Detailed in our report (Vieta, Depedri, &
Carrano, 2016), our WBO database is emergent. While there have been other WBOs in Italy, our database
captures most of the country’s known worker-recuperated firms to date and is representative of trends in WBO
formation that have existed in the country since the early 1980s.
3 For details of the research, the methodology used for gathering data on Italy’s worker-recuperated firms and
worker buyouts, and the full database of Italian WBOs (the IRL (imprese recuperate dai lavoratori)
Database), see the full report in Vieta et al. (2016).
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Figure 1: Mapping Italy’s WBOs by region and Legge Marcora periods 4 5
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4 N=257 (as of 31 Dec. 2014). For WBOs emerging during Legge Marcora era.
5 Note: Fourteen known but failed WBO attempts in the Legge Marcora II period (of which there are
undoubtedly many others which are difficult to locate or identify) were left out of the N=257 count. Legge
Marcora I period WBOs also encompass a small group of WBOs created before the passing of the L. 49/1985
that we term as “Pre-Legge Marcora I WBOs,” and the 11 Province of Trento WBOs in our database that did
not use the Legge Marcora framework (see below). For more on our WBO sample and the specifics of active
and inactive and Pre-Legge Marcora and Legge Marcora I and II WBOs, see Vieta et al. (2016, Chapter 4).
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1.1 Worker cooperatives, worker-recuperated enterprises, and resilience to economic
downturns
The empirical evidence suggests that during economic downturns labour-managed firms such
as worker cooperatives are more robust than conventional investor-owned firms (Bentivogli
& Viviano, 2012; Zanotti, 2011), experience much less job loss (Pérotin, 2006), and respond
more resiliently to economic troughs (Zevi et al., 2011). The resilience of worker cooperatives
is linked to the intrinsic motivations of self-management for worker-members, and the
positive externalities they bring to local communities (Blasi, Kruse, & Berstein, 2003;
Oakeshott, 2000; Theorell, 2003). Factors that contribute to their robustness as business
models are often linked to the democratic decision-making responsibilities of members, in
how worker-members take on flexible work hours and adjust salaries rather than reduce jobs
during market downturns, how members will often decide to look for other business
opportunities to redeploy the firm’s capabilities for local needs or subcontracting, and in how
they are businesses often committed to the wellbeing of members and other social objectives
rather than the sole pursuit of profits (Artz & Kim, 2011; Burdín & Dean, 2009; CECOP-
CICOPA, 2012, 2013; Pérotin, 2012; Zevi et al., 2011).
One source for the recent growth in worker cooperatives has been the conversion of
conventional capitalist businesses via worker buyouts (WBOs).6 Spikes in new WBOs in
recent years in jurisdictions hardest hit by the most recent economic crisis, then, is no
coincidence; France, Spain, and Italy have witnessed in the last six years a growth in both
cooperative start-ups and new worker cooperatives emanating from WBOs of troubled
companies (Jensen, 2011, 2012; Soulage, 2011; Zanotti, 2011). While they are perhaps less
well-known than their South American cousins, the empresas recuperadas por sus
trabajadores (ERTs), in the current economic crisis Southern Europe’s WBOs are equally
promising for saving jobs, businesses, and even local communities from further depletion.
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2. Worker buyouts: definitions and scenarios
A worker buyout (WBO) is part of a business restructuring or conversion process whereby
employees purchase an ownership stake in the entire business that employs them, or in a
division or subsidiary of the business. A WBO often also includes workers’ participation in
the running of the firm.7
Through a variety of legal mechanisms that vary according to the national jurisdiction,
employees involved in a WBO may first form a new entity, termed a “newco” by accountants,
in order to engage in the legal and purchasing requirements for buying all or part of the
original business interest, which in turn is known as the “target company” (Bernstein &
Hodge, 2008). In simpler WBO procedures, the newco can be a transitory employee
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6 Most simply, a WBO is an employee-led acquisition or rescue of a conventional company that has employed
them (Quarter & Brown,1992; Jensen, 2012).
7 In most WBOs, employees both co-own all or part of the firm and are involved in its management, either
directly or through the appointment of management (Quarter & Brown, 1992).
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association of some sort or employees can form a trust, whereby the target company is then
most usually converted into a worker cooperative or other form of labour-managed firm
(Kruse, Freeman, & Blasi, 2010). The newco may either fuse with the target company or form
a new company and dissolve the target company (Borsa Italiana, 2008; Mraz, 2012).
2.1 The three types of worker buyouts
Generally, today’s WBOs consist of three types: the “labour conflict WBO,” the “Employee
Share Ownership Plan (ESOP) WBO,” and the “negotiated WBO.”
Recent years have witnessed a rise in the “labour conflict WBO” (Vieta, 2015). These types
of WBOs have been particularly visible recently in countries and communities hardest hit by
market failure and economic crises. These WBOs emerge in situations with some degree of
conflict between workers and owners, management, and/or local and regional authorities, as
witnessed for instance in Latin America in the past 20 or so years8 and with many new WBOs
in Southern Europe today. Often, local unions, community activists, or social movement
groups become involved in assisting workers in their struggle to save the firm and their jobs.
Part of the resolution of these conflicts and the conversion of firms to workers’ control
includes transitioning them legally into worker cooperatives or other forms of employee
ownership. In these scenarios, as has occurred in Argentina since its economic crisis of 2001-
2002, and more recently in Greece, Turkey, and Italy, the WBO process happens after the
employee collective’s occupation of the business, which can sometimes last weeks or months.
The newco is formed during this period of conflict. Part of resolving the conflict also involves
the remaining workers’ collective negotiating the control or purchase of the firm’s assets with
bankruptcy courts and/or local authorities (Ruggeri & Vieta, 2015; Vieta, 2013, 2016).
The “ESOP WBO” is based on the Employee Share Ownership Plan model. This model was
created in the US in the 1950s and was legislated formally in the US in the early 1970s with
reforms to its pension laws (Freeman, 2007). Growing in numbers throughout the 1970s and
1980s, ESOPs have seen a re-emergence in recent years in the US, Canada, and the UK, in
particular (NCEO, 2014). ESOPs are a mechanism whereby employees of the target company,
usually via an “ESOP trust,” purchase shares of the target company. Retiring owners gain tax
advantages for selling part or all of their company (Kruse, Freeman, & Blasi, 2010) and
ownership of the target company is usually shared between employees and other types of
more traditional shareholders (Vieta, Quarter, Spear, & Moskovskaya, 2016). Often the ESOP
purchase is financed via the use of workers’ pension plans, but can also be financed by
employees’ personal savings or via loans (Freeman, 2007). Today in the US, over 7,000 firms
have ESOPs involving over 13.5 million employees (NCEO, 2014), including companies
such as Publix Supermarkets, Price Chopper, W.L. Gore, and Austin Industries. While a
minority of ESOPs have the structure of a worker cooperative, usually ESOPs do not include
employees’ direct control of the target company’s assets or management rights. Thus, the
“ESOP WBO” is only a partial WBO.
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8 Especially in Argentina, Uruguay, and Brazil (see Vieta, 2010, 2013, 2016).
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In between the two extremes of the labour conflict and ESOP WBO is the “negotiated WBO.”
These are WBOs that are negotiated between owners and workers, at times with the mediation
of local, regional, or national authorities. Most often in the negotiated WBO, workers have
already established a newco with the intent of buying or even renting part of or all of the
business that employs them. As with Italy’s Legge Marcora framework, the negotiated WBO
model is further facilitated by clear legislation for such buyouts and works with various
stakeholders.9 In some instances, such as in Quebec’s worker shareholder cooperatives,
Spain’s Sociedades Laborales (SALs), or France’s Société Coopérative Ouvrières de
Production (SCOPs), employees of an existing company may form a worker cooperative and
purchase a majority portion of the stock of the target company, entering into an agreement
with the other shareholders (Jensen, 2011; Soulage, 2011; Vieta, Quarter, et al., 2016). In this
scenario, the worker cooperative may or may not also participate in the management of the
firm, depending on the agreement reached with the target company’s original owners and
administrators. Other negotiated WBOs include business succession plans initiated by retiring
owners, or converting conventional sole proprietorships or investor-owned firms into already-
existing labour-managed company structures.10
3. Worker buyouts in Italy: a collaborative approach
The Italian method of creating WBOs is, in the main, a negotiated conversion and business
restructuring mechanism with a unique set of supportive policies and a financing mechanisms
facilitated by a collaborative approach between workers, the cooperative sector, and the state.
The Italian experience of WBOs serves to illustrate some of the most salient conditions
undergirding the emergence of WBOs.
3.1 Italy’s Legge Marcora framework for worker buyouts
WBOs in Italy would again take off and have lasting impacts after the passing of Law
49/1985 on 27 February 1985. Officially called the Provvedimenti per il credito alla
cooperazione e misure urgenti a salvaguardia dei livelli di occupazione,”11 L. 49/1985 is
more commonly known as Legge Marcora, named after the Minister of Industry who
sponsored it, Giovanni Marcora. Since it came into effect in 1986, and via additional
complementary cooperative and business legislation and further reforms to the law in recent
years, the Legge Marcora framework has promoted and assisted the consolidation,
refurbishing, and start-up of employment-generating cooperatives and, in particular, the
conversion of firms that were in crisis or with succession issues into worker cooperatives.
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9 Community experts, lawyers, businesses, the cooperative sector, or unions, as well as with local, regional, or
national authorities (Vieta et al., 2016).
10 Again, such as France’s SCOPs or Spain’s SALs (where the majority of share capital must be owned by
employees), or, most usually, as worker cooperatives as with Italy’s Legge Marcora-based WBOs.
11Provisions for credit to cooperation and urgent measures to safeguard employment levels.”
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3.1.1 Major stakeholders and processes
The “Italian road” to worker-recuperated enterprises under the Legge Marcora framework and
other complementary legislation and norms is a collaborative and negotiated WBO approach
between the following stakeholders:
1. Workers. Employees in Italy can begin to consider a WBO project as soon as they: (a)
anticipate the closing of a firm or (b) if part of or all of a firm is offered to employees by its
owners (such as in a succession conversion), (c) if a group of employees have been or will be
laid off due to the closing of a business,12 and (d) after a group of workers from the closing
target company form a newco cooperative. During this initial process, employees will find out
about the WBO possibility most often after consulting with their local unions, the regional
offices of one of Italy’s cooperative federations, from local business experts, or from other
contacts in their social networks. Once employees form into a worker cooperative they can
begin the process of acquiring part or all of the target company via share capital 13
contributions financed by their personal savings, severance pay,14 or advances of their cash
transfer-based unemployment insurance benefits.15 16 Workers can also pursue debt capital17
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12 Either due to market-failure, bankruptcy, strategic downsizing, or owner retirement.
13 Capitale sociale.
14 At times from workers’ Trattamento di fine rapporto (TFR). The TFR is severance pay given to employees
upon termination of the employment contract. It is based on a percentage of deferred salary at source and is
managed by private sector employers by law on behalf of employees.
15 Besides using their personal savings and TFR, employees who have become redundant due to company crisis,
restructuring, or closure can contribute to the initial start-up capital of a new work-related cooperative by
tapping into their cash transfer-based unemployment benefits. Before reforms to Legge Marcora in 2001 (see
section 3.1.2), this was primarily done through the use of their Cassa integrazione guadagni straordinaria
(temporary lay off benefits, CIGS). Laid off workers who decided to use their CIGS allowance for financing
the start-up of a new cooperative could not subsequently draw on their CIGS for three-years thereafter. After
the 2001 reforms to Legge Marcora (and also based on the provisions of Article 7, paragraph 5 of L.
223/1991), use of unemployment insurance for the creation of new cooperatives are primarily drawn from
advances on redundant employees’ Indennità di mobilità benefits. Both the CIGS and Indennità di mobilità
are cash transfers by the Istituto Nazionale della Previdenza Sociale (National Institute of Social Security,
INPS) for workers suspended from work, unable to work, or for those workers forced to work part-time due to
company crisis or closure. The Indennità di mobilità (mobility allowance) is an unemployment benefit that is
given to workers after they have received their CIGS and who are registered on national “mobility lists.
While workers on CIGS must be hired back by their employers should the company’s outlook change, workers
on Indennità di mobilità insurance are formally considered unemployed (licenziato). Today, unemployed
workers from the manufacturing, services, and commercial sectors, as well as workers from the cooperative
sector, can request a lump-sum advance of their Indennità di mobilità payments for starting a new cooperative
(either de novo or for a WBO).
16!Recent changes to Italy’s labour law, including unemployment provisions and ammortizzatori sociale (social
safety net or, literally, “social shock absorbers”), will inevitably impact Legge Marcora’s application of
unemployment benefits over the following years (Signorelli, 2015; Spattini, 2015). The reforms to Italy’s
labour laws known as “Legge Fornero” (L. 92/2012) introduced on 1 January 2013 a new, universal, and
streamlined unemployment benefit system for the involuntary loss of employment called the Assicurazione
Sociale per l’Impiego (Social Insurance for Employment, ASpI). As of 1 January 2017, the Fornero reforms
were set to replace the Indennità di mobilità with the requirements established by the simplified ASpI.
Moreover, the recent “Jobs Act” that was passed by the government of Prime Minster Matteo Renzi in
December 2014 sets to further replace many of the Fornero reforms and the framework of Italy’s labour laws
(EurWORK, 2015). As of 1 May 2015, a “New Social Insurance for Employment” provision (Nuova ASpI,
NASpI) has replaced the former ASpI and was establish, according to the Renzi administration, for
“strengthening the link between the benefits and the amount of past paid social security contributions”
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financing from either the cooperative sector or an institutional financier (see points 2, 3, and 4
below). If they do so, the funds can be secured by projections on future revenues of the
worker cooperative and/or by the collateral offered from the acquired assets of the target
company. The minimum contribution per worker to the start-up capital of the WBO can be no
less than 4,000 (1,000 if starting a social cooperative, which is also permitted by the law).
Moreover, virtually all WBOs in Italy under the Legge Marcora provisions convert firms into
limited liability cooperatives, thus protecting participating workers from risking personal
assets should the cooperative venture fail.
2. The cooperative sector. Employees involved in a WBO most often will eventually also
work with one of the Italian cooperative federations: the Lega Nazionale delle Cooperative e
Mutue (Legacoop), the Confederazione Cooperative Italiane (Confcooperative), or with one
of the other smaller federations. The members of the newco can access technical assistance
and know-how and/or secure share capital or debt capital financing from the federations’
portion of the cooperative movement’s fondo mutualistico (mutualistic fund), the national
fund for cooperative development made up of 3% of all Italian cooperatives’ yearly net
income that, by legislation, must be contributed to the fund on an annual basis (most of the
remaining proceeds from dissolved Italian cooperatives also go to the fondi mutualistici)
(Fici, 2010, 2013). The entities that control the fondi mutualistici are arms length agencies
responsible for autonomously managing each federation’s fondo mutualistico, such as
Legacoop’s Coopfond and Confcooperative’s Fondosviluppo.
3. The state. Complimented by numerous laws and provisions guiding Italian cooperative
societies, the Italian state, via L. 49/1985 and its subsequent amendments and reforms, has
made available two funds for the start-up, development, or consolidation of work-generating
cooperatives in order to promote and secure levels of employment in times of crisis and for
the conversion of businesses in crisis into cooperatives. Title I of L. 49/1985 sets out the
provisions for the Fondo di rotazione per la promozione e lo sviluppo della
cooperazione,”18 also known as Foncooper, a rotating fund consisting of soft loans. Title II of
L. 49/1985 details the Fondo speciale per gli interventi a salvaguardia dei livelli di
occupazione,19 or the “Special Fund,” a risk-capital fund dedicated to the development of
work-generating cooperatives. The Special Fund is made available to the institutional
investors that are mandated to subsequently carry out investments in employment-generating
cooperatives. Foncooper has been used extensively to, among other objectives, “increase
productivity or employment” via cooperatives and for the “restructuring and conversion of
firms” to cooperatives. Foncooper has been managed by the Banca Nazionale del Lavoro’s
(BNL) “Sezione speciale per il credito alla cooperazione20 (Zevi, 1990) and, in recent years,
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(EurWORK, 20125, par. 7). The ASpI and NASpI systems will run in parallel throughout 2015 and 2016. How
these new reforms will ultimately affect the Legge Marcora provisions has yet to be seen as of this writing and
will require further monitoring.!
17 Capitale di debito.
18Rotating loan fund for the promotion and development of cooperativism.”
19 “Special Fund for Initiatives to Protect Occupational Levels.
20 “Special Section for Credit to Cooperation” (see:
http://www.bnl.it/SupportingFiles/_scheda_prodotto_agggiornata_gennaio_2009.pdf) (BNL, 2009).
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Italy’s administrative regions21 in collaboration with financial institutions such as, among
others, BNL, UniCredit Banca SpA, regionally based banks (e.g., Banca Popolare dell’Emilia
Romagna, Banca Popolare di Verona e Novara, etc.), and Cooperfidi Italia (an institution that
facilitates favourable credit to cooperatives through accessible terms of repayment and loan
guarantees on the financial resources provided to co-ops). In turn, the Special Fund is
distinguished in that “the financial institutions able to [deploy] its resourcesand assist new
cooperatives (see point 4 below) “in fact, share in the corporate capital of the worker
cooperatives in proportion…to the amount their worker-members invest” (Zevi, 1990, p.
358). Differentiating the strategy undergirding both funds, while Foncooper is offered as
debt-capital financing to new and established work-generating cooperatives, the Special Fund
contributes risk-capital financing to cooperatives by institutional investors that take on a
temporary stake (or shares) in the cooperative as a financial member. And while both funds
are initially provisioned from the state budget, they have been set up to minimize burdens on
state coffers by placing the onus for repayment and fair return on investments on the
beneficiary cooperatives. Moreover, Legge Marcora financing contributes to the capitalization
of a new cooperative in proportion with workers’ initial start-up or capital investments (see
point 1 and section 3.1.2) (Zevi, 2012). These two funds, the backbone of the Legge Marcora
framework and Italy’s enabling environment for WBO and other forms of employment-
generating cooperative creation, are ultimately regulated by the Ministero dello Sviluppo
Economico (Ministry of Economic Development) in agreement with the Ministero
dell’Economia e delle Finanze (Ministry of the Economy and Finance) and the Ministero del
Lavoro e delle Politiche Sociale (Ministry of Labour and Social Policy) (Article 7 of L.
49/1985).
4. Institutional investors. Much of the Legge Marcora process for WBOs has been managed
by two national institutional investors: Cooperazione Finanza Imprese (CFI) and, to a much
lesser extent, Società Finanza Cooperazione (SOFICOOP). Both CFI and SOFICOOP have
been subsequently mandated by the Italian state, via the auspices of the Ministry of Economic
Development, to coordinate and facilitate within the Legge Marcora framework the financing
of cooperative start-ups, the consolidation of established work-generating cooperatives, and
WBOs.
CFI, the larger of the two institutional investors and at the vanguard of financing and
supporting Italy’s WBOs, is a limited liability second-tier cooperative formed in 1986 as an
initiative of Italy’s three largest cooperative federations (Legacoop, Confcooperative, and
AGCI), together with Italy’s three major union federations (CGIL, CSIL, and UIL). To date,
CFI has intervened in over three-quarters of the 257 Italian WBOs in our database (Vieta et
al., 2016, Chapter 3, Part 3), often also partnering with Coopfond, Fondosviluppo, workers’
representative unions, local authorities, or other national and regional consortia that finance
and support new cooperatives and WBOs. As a second-tier cooperative, CFI’s members
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21 The involvement of Italy’s administrative regions in co-managing Foncooper in conjunction with BNL
emerged out of the broader process of decentralizing public policy to the regions in the late 1990s (Mori,
Belletti, & Cioni, 2002, pp. 79-80).
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include the Ministry of Economic Development, Invitalia SpA (an agency of the Ministry of
the Economy and Finance that was established to promote the development of enterprises in
Italy), and 270 cooperatives (including some of the co-ops they have helped fund). CFI also
collaborates “in pool” with a plethora of other economic and business development
authorities, agencies, and financial institutions. Providing technical assistance, SWOT-type
business analysis, business feasibility studies, and participating with risk-capital or debt-
capital financing of WBOs, CFI works closely with the employees of its beneficiary
cooperatives, local labour and business representatives, cooperative associations and
consortia, and other “territorial experts” before deciding to invest in or assist in the start-up or
further consolidation of its WBO and cooperative development projects.22
Most often, institutional investors such as CFI will temporarily “participate” in the newco as a
“financial member” (“socio finanziatore”) of the worker coop as allowed by Italian legislation
after reforms to cooperative law in 1992 and the Civil Code in 2003 (see next section). As of
31 December 2014, CFI had intervened in 202 WBOs (for more details, see Vieta et al., 2016,
Chapter 3, Part 3).23
3.1.2 “Legge Marcora I” (L. 49/1985) and “Legge Marcora II” (Article 12 of L.
57/2001)
Controversially, the Legge Marcora framework for WBOs was suspended in the mid-to-late
1990s due to an infraction ruling by the European Union shortly before Italy entered the
Eurozone. The ruling stipulated that the Legge Marcora scheme was in contravention of EU
competition rules because, the European Commission deemed, the Italian state was giving
unfair competitive advantage to cooperatives since the Legge Marcora framework, under the
L. 49/1985 provisions, made it possible for the mechanism to invest up to three times
workers’ contributions to the buyout—that is, on a 3:1 ratio to workers share-capital
investments (Zevi, 2012). Because of this ruling, a reform of the Legge Marcora legislation
was passed on 5 March 2001 with L. 57/2001. Article 12 of L. 57/2001 now reforms or omits
several articles of the original L. 49/1985; these reforms have impacted the way the Legge
Marcora framework is carried out in various practical ways while making it more flexible for
financing other forms of work-generating cooperatives. Article 7, section 1 of the reformed L.
49/1985, for instance, more explicitly positions Legge Marcora funding so as “not to establish
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
22A smaller institutional investor, SOFICOOP (Società Finanza Cooperazione), was also created during the
same period as CFI and is directly intervened (participate) by the Ministry of Economic Development.
SOFICOOP has mainly managed the start-up, development, repositioning, and consolidation of cooperatives
under Title II of the Legge Marcora provisions. To date, SOFICOOP has financed 15 already active
cooperatives plus 49 new cooperative start-ups including 17 WBOs. Its 17 WBOs are mostly located, as with
the WBOs in our database, in the Northeast, Northwest, and Centre regions of Italy (SOFICOOP, 2015). Four
of SOFICOOPs 17 WBOs are included in our database at this time; at the time of this writing we were still
verifying the status of the other 13 WBOs, to be included in future iterations of this report and in subsequent
publications.
23 Institutional financing entities such as CFI and SOFICOOP are thus entrusted to carry out the objectives of
Legge Marcora. The task of these institutions is not only to provide financing to employment generating
cooperative societies in the form of share or debt capital, but also to ensure the sustainability of the
investments in new cooperative projects and, additionally, to carry out technical, economic, and financial
consulting and oversight.
!
11!
new or major burdens on the state budget.” Before the 2001 reforms, in addition, the “Special
Fund” was a grants-based financing scheme; that is, financing that did not have to be paid
back by workers (such grants are known evocatively as fondi perduti, or “lost funds,” in
Italian). The Legge Marcora framework has now done away with the grants based funding
model of the Special Fund, transforming the Title II funding into a share-based risk-capital
framework. This means that there are now expected and appropriate returns on investment
and re-payment expectations placed on beneficiary cooperatives. Broadly, Legge Marcora-
based funding now effectively limits the Legge Marcora portion of investments (with some
exceptions) to a 1:1 rather than a 3:1 financing ratio with workers’ contributions of share
capital. Moreover, the revised Article 17 of the reformed L. 49/1985 explicitly permits
financing societies (i.e., institutional investors such as CFI) to become temporary and
minority members of the beneficiary cooperatives they finance, with priority given more
broadly to cooperatives “constituted from firms in crisis” rather than, as the original Articles
14-17 of Title II stipulated, to workers specifically on CIGS benefits from firms engaged in
liquidation or bankruptcy proceedings (see footnote 15).
In practice, the reforms of 2001 now allow a deeper intervention by institutional investors
such as CFI, whereby they take on the status of a socio finanziatore (financing member),
effectively becoming a member of the cooperative for the duration of their investment
(usually 7-10 years). With some exceptions, the socio finanziatore can be any legal person or
other entity with “financial interests” in the cooperative. This alternative type of cooperative
membership comes with some restrictions in order to preserve the mutualistic core of Italian
cooperatives; a socio finanziatore’s share of the vote in the assembly, for instance, cannot
exceed 1/3 of the membership base. This form of investor-member status for Italian
cooperatives was made possible in Italy after the 1992 cooperative law reforms (Articles 4
and 5 of L. 59/1992) and the 2003 Civil Code reforms, and was originally focused on the
socio sovventore (subvention investment member).24 In sum, the financing member status
permits entities such as CFI to participate in some decision-making and administrative rights
in funded cooperatives (Fici, 2010, 2013).
Between the late 1990s and the mid 2000s, while the Legge Marcora reforms were being
worked out and consolidated with the EU ruling, there were only a handful of new WBOs
(Figures 2, 7, and 8). During this period, institutional investors such as CFI continued to
provide technical consulting with already-existing WBOs but did not invest in new WBOs.
Due to this gap in the emergence of WBOs in Italy, and the legal changes to the Legge
Marcora framework of 2001, we can divide Italy’s WBOs of the past four decades into three
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
24 Both types of financial investors, socio sovventore and socio finanziatore, now exist in Italian cooperative
legislation. The socio sovventore (subvention investment member), originally established by Article 4 of L.
59/1992, now constitutes a particular type of socio finanziatore (financing member), the latter introduced in
2003 with the Civil Code cooperative law reforms (Fici, 2013, p. 482). Both designations (with some
exceptions) may be granted to an internal cooperative member or external person (physical persons) or to
external agencies, firms, or their consortia (legal persons). In a nutshell and most generally, a socio sovventore
usually contributes funds or know-how for the technological development, restructuring, or consolidation of a
cooperative, while a socio finanziatore contributes funds towards share capital. We expand on their
complementarities, differences, and current usage as they pertain to WBOs in Vieta et al. (2016, Chapter 3).
!
12!
periods: Pre-Legge Marcora (WBOs established before 198525), Legge Marcora I (WBOs
established between 1985-2001), and Legge Marcora II (200226-present) (see Table 1 and
Figure 7). For our ensuing calculations, we will group Pre- and Legge Marcora I WBOs
together.
!
!
4. The emergence and characteristics of Italy’s worker buyouts
4.1 Macroeconomic conjunctures
Worker-led occupations and recuperations of firms had already been known Italy since the
early part of the 20th century (i.e., the Bienno Rosso of 1919-1920), re-emerging again during
Italy’s reconstruction after WWII and during the years of social and labour strife in the 1960s
and 1970s.27 As with most cases of WBOs around the world, Italy’s WBOs of the past 35
years have had a pattern of development following closely the country’s macro- and micro-
economic ebbs and flows (Figures 2 and 3), such as the rate of unemployment (Figure 2), the
GDP rate, and increasing closures of conventional businesses, particularly in the
manufacturing sector (Figure 3).
Figure 2: The emergence of WBOs in Italy compared to unemployment rates
during Legge Marcora era
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
25 Note that most of the WBO firms that emerged before 1985 in our database were in subsequent years
financed retroactively under the Legge Marcora I provisions (see L. 49/1985).
26 While the L. 59/2001 reforms officially took effect in the summer of 2001, 2002 was the first year that Legge
Marcora II WBOs in our database began to emerge under the L. 59/2001 provisions.
27 For more on this history, see Vieta et al. (2016, Chapter 2).
0.0%
2.0%
4.0%
6.0%
8.0%
10.0%
12.0%
14.0%
1979
1983
1985
1989
1992
1999
2003
2009
2012
% of toal WBOs that emerged per year
Unemployment rates in Italy, last semester of each year (ISTAT)
!
13!
Specifically, WBOs began to re-emerge in Italy by the early 1980s (see Figure 2) as workers’
responses to the rise in unemployment caused by the business downsizings, restructurings,
and closures of large parts of its industrial sector during the 1970s and 1980s, paralleling the
rise of the SME-based “Made in Italy” industrial districts of that era (Bagnasco, 1977;
Becattini & Ottati, 2006; Piore & Sabel, 1984; Triglia, 1990). Much of this economic
upheaval and restructuring was also due to the recessions caused by the oil shocks of 1970s
and 1980s, as well as the increased competition that Italy’s traditional manufacturing sector
faced from developing countries with cheaper labour markets (i.e., China, India) or more
productive labour processes (i.e., Japan) (Malanima & Zamagni, 2010; Morone & Testa,
2008; Whitford, 2001).
Subsequently, at-risk workers in Italy began to engage in workplace takeovers, conversions,
and buyouts as responses to escalating unemployment, industrial restructuring, and failing
businesses. These persistent unemployment rates and the recessions of the late ‘70s and early
‘80s would ultimately lead to the passing of Legge Marcora (L. 49/1985), promoted by the
Italian Minister of Industry Giovanni Marcora in the early 1980s as a way to stimulate local
economic revival, prevent further business closures, and promote workers’ sense of
entrepreneurialism.
Figure 3: Various socio-economic indicators and the emergence of WBOs in Italy (1995-2013)28
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
28 Sources: Firm closures, Newly registered firms, Total active firms (InfoCamere-Movimprese, 2014, Jul.).
GDP growth rate (World Bank, 2014, Nov.; Eurostat, 2014, Nov.). Unemployment rates (ISTAT, 2014, Aug.).
% of total WBOs emerging per year (Vieta et al., 2016, Chapter 2).
-10.00%
-5.00%
0.00%
5.00%
10.00%
15.00%
1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013
Firm closures over total firms in manufacturing sector
Newly registered firms over total firms in manufacturing sector
% gap in firm closures over firm openings in manufacturing sector
% of total WBOs that emerged per year
Unemployment rate (ISTAT)
GDP growth rate (World Bank; Eurostat)
!
14!
Graphically highlighted by more recent socio-economic indicators in Figure 3, WBOs would
see a new resurgence in the early-to-mid 1990s (also see Figures 7 and 8) with the new wave
of business restructurings and privatizations of the era, lingering structural unemployment,
neoliberal reforms of labour legislation, the overall shrinking of Italy’s SME-based
manufacturing sector (Sforzi, 2007; Triglia & Burroni, 2009; Tridico, 2012), negative rates of
business openings, and the concurrent erratic ebbs and flows of the country’s GDP.29 Figure
3 also shows three negative trends in the Italian political economy that has negatively
impacted the manufacturing sector and that has, in no small way, re-stimulated the rise of
WBOs in the last six years: a new and sharp rise in unemployment after 2007-2008, the fall of
Italy’s GDP since 2007, the widening gap between manufacturing firm closures versus start-
ups since the mid 1990s (represented by the growing gap between the blue and red lines in
Figure 3), and the continued decline of its manufacturing base as highlighted in the
concomitant shrinking of the manufacturing sector (represented by the rising green line in
Figure 330).31
Moreover, the creation of new worker cooperatives from failing capitalist ones were further
stimulated by the interest in WBOs taken by local chapters of Italy’s “red” trade unions and
affiliated cooperative sectors, as well as by Christian Democratic (“white”) cooperative
sectors, especially in the industrial centres of the Northeast and Centre regions. In particular,
Legacoop and, to a lesser extent, Confcooperative, for instance, have taken a close interest in
the WBO solution in recent years, reflected in the fact that over 57% of Italy’s new worker
cooperatives emerging from WBOs are affiliated with Legacoop and over 18% with
Confcooperative.32
This general decline of economic circumstances, together with the country’s long history of
cooperativism and its Legge Marcora support mechanism, has made Italy ripe for WBOs,
reducing the barriers and opportunity costs for workers in particularly conducive areas of
Italy, such as the Made in Italy regions, to attempt to start new labour-managed firms.
Summing up, the Italian phenomenon of worker-recuperated enterprises has historical and
conjunctural roots in: (1) the general decline of its SME-based manufacturing sectors; (2)
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
29 Similar patterns of surges in worker-recuperated firms are in evidence in other jurisdictions, such as
Argentina (see Ruggeri & Vieta, 2015).
30 The green line in Figure 3 is the percentage derived from dividing the difference between total business
closures (“cessate”) and total start-ups (“inscrite”) by total active firms (“attive”) for the particular year.
31 For instance, according to the Italian Chamber of Commerce’s InfoCamere-Movimprese database (2014) and
based on our own calculations of the raw data, in December 1995 there were 639,100 manufacturing firms in
Italy. By December 2013 there were roughly 596,200, a drop of 42,900 firms in almost 20 years. Most
alarming, the InfoCamere- Movimprese database shows, there has been a widening gap between business
closures and start-ups in the manufacturing sector since 1995, represented by the incrementally rising green
line and increasingly widening blue and light red lines of Figure 3. While in 1995 there were almost 50,400
closures manufacturing firms and 49,700 openingsa difference of only around 700 firmsby 2013 there
were more than 35,100 business closures and only 18,000 openings, a difference of more than 17,000 firms.
32 As of 31 December 2014, just over 57% of all Italian WBOs were affiliated with Legacoop, just over 18%
with Confcooperative, almost 5% with AGCI, just over 4% with the Federazione Trentina della Cooperazione,
slightly over 1% with UNIT, and almost 15% having no direct affiliation with a federation (Vieta et al., 2016,
Chapter 3).
!
15!
lingering high rates of unemployment; (3) the militant position of some of its local trade
union chapters and the long-standing Italian tradition of bottom-up shop floor organizing
(Piore & Sabel, 1984); (4) workers’ links to tight social networks, local associations, and even
municipal governments that preserve connections to local and regional chapters of the
country’s trade unions and cooperative federations; (5) well-established federal cooperative
and WBO legislation and financial support mechanisms; (6) and a long-standing tradition of
cooperativism for local economic development (Salvatori, 2012; Menzani & Zamagni, 2010;
Zamagni & Zamagni, 2010).
4.2 Some common characteristics of Italy’s worker buyouts
As Table 1 illustrates, Italy’s WBOs have particularly taken off in the regions of the Centre—
particularly in Toscana (the region with the most WBOs), Umbria, and Marche, but also in
Lazio—and the Northeast—especially in Emilia-Romagna (the region with the second-most
number of WBOs) and Veneto, but also to lesser degrees in Friuli-Venezia Giulia and in the
Province of Trento in Trentino-Alto Adige.33 These are the regions where the majority of
Italy’s specialty “Made in Italy” manufacturing industry is located.34
What we also see from Table 1 when comparing the Legge Marcora II period (2002-present)
from earlier WBOs is: a marked reduction in new WBOs in the Centre and Northeast regions,
and a new phenomenon in the Legge Marcora II period of WBOs in Sicily and Sardinia (the
Island regions). These findings are related to the increased use of the Legge Marcora
framework for funding the development of Italy’s Mezzogiorno at the expense, to some
degree, of the traditional regions where worker cooperatives have historically been strong
(i.e., Emilia-Romagna and Toscana), and especially for ceding businesses confiscated from
the proceeds of criminality to workers. The use of the Legge Marcora framework for
supporting development in the Mezzogiorno is linked to the more general policy by the Italian
state to use cooperatives to spur development in Italy’s more economically challenged
regions.35
However, despite the increased use of WBOs and conversions for the development of other
areas of Italy, WBOs are still predominant overall in the Centre and the Northeast. Indeed,
almost three-quarters of Italy’s WBOs have emerged in the Made in Italy geographic area.
This explains in part why 68.52% of Italy’s WBOs, as we can see in Figure 4, consist of
manufacturing firms and most of the remaining WBOs are in SME-based business support
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
33!An exception to the Legge Marcora process has been the Trentino-Alto Adige region of Italy. The WBOs in
that region in our database, all from the Province of Trento, are affiliated to its cooperative federation, the
Federazione Trentina della Cooperazione (Tonelli, 2012). Due to the judgement by the Italian Supreme Court
asserting both of the region’s provinces autonomous status (see Corte Costituzionale, sentenza n. 185, 25
giugno 1986), and the region’s traditional independent approach to legislation from Rome, Legge Marcora
provisions explicitly exclude Trentino-Alto Adige (see various Articles of L. 49/1985).!
34 The Made in Italy regions are known for their “industrial districts” of SMEs collaborating in small-batch,
specialty, and inter-firm production processes and situated within tight social networks of familial, social, and
associational bonds (Bagnasco, 1977; Becattini, Bellandi, & De Propis, 2009).
35 For more on this, see Vieta et al. (2016, Chapter 3, Parts 2 and 3).
!
16!
services and related activities, such as rental, travel and other business services; commercial
(wholesale and retail); information and communication; and transport and storage.
Table 1: Regional distribution of WBOs by Legge Marcora period (1979-2014)36
Region
Pre-L. Marcora and
Marcora I WBOs (1979-
2001)
L. Marcora II WBOs (2002-
2014)
Total WBOs in Italy
n.
% of total WBOs
n.
% of total WBOs
n.
% of total WBOs
Nord-Est (and
totals)
46
17.90%
30
11.67%
76
29.57%
Emilia-
Romagna
20
7.78%
21
8.17%
41
15.95%
Friulia-Venezia
Giulia
2
0.78%
3
1.17%
5
1.95%
Trentino-Alto
Adige
11
4.28%
0
0.00%
11
4.28%
Veneto
13
5.06%
6
2.33%
19
7.39%
Nord-Ovest
(and totals)
25
9.73%
9
3.50%
34
13.23%
Liguria
6
2.33%
0
0.00%
6
2.33%
Lombardia
12
4.67%
8
3.11%
20
7.78%
Piemonte
7
2.72%
1
0.39%
8
3.11%
Val d'Aosta
0
0.00%
0
0.00%
0
0.00%
Centro (and
totals)
89
34.63%
26
10.12%
115
44.75%
Lazio
10
3.89%
5
1.95%
15
5.84%
Marche
21
8.17%
3
1.17%
24
9.34%
Toscana
42
16.34%
13
5.06%
55
21.40%
Umbria
16
6.23%
5
1.95%
21
8.17%
Sud (and
totals)
16
6.23%
7
2.72%
23
8.95%
Abruzzo
3
1.17%
1
0.39%
4
1.56%
Basilicata
0
0.00%
1
0.39%
1
0.39%
Calabria
2
0.78%
0
0.00%
2
0.78%
Campania
5
1.95%
5
1.95%
10
3.89%
Molise
0
0.00%
0
0.00%
0
0.00%
Puglia
6
2.33%
0
0.00%
6
2.33%
Isole (and
totals)
0
0.00%
9
3.50%
9
3.50%
Sardegna
0
0.00%
2
0.78%
2
0.78%
Sicilia
0
0.00%
7
2.72%
7
2.72%
Totals
176
64.48%
81
31.52%
257
100.00%
Column!percentages!calculated!on!total!WBOs!in!Italy!(N=257).!
Figure 5 offers a more detailed breakdown of the manufacturing sub-sectors where Italian
WBOs are found. Noteworthy are several sectors that are quite ubiquitous in the Made in Italy
regions as well as in pockets in other regions, with each sub-sector following the general
pattern of development of economic activity in particular localities in each region. Of
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
36 Geographic categorization follows Euricse’s reports on Italy’s cooperatives (Euricse, 2011, 2013), which is
based on the European Union’s first-level Nomenclature of Territorial Units for Statistics for Italy: Nord-Est =
Northeast; Nord-Ovest = Northwest; Centro = Centre; Sud = South; Isole = Islands.
!
17!
particular note is the preponderance of firms in the metallurgical and machinery production
sectors, particularly present with WBOs in Veneto and Lombardia; furniture manufacturing,
particularly prevalent in Toscana and Marche; cement, ceramics, and glassware, predominant
in Toscana and Emilia-Romagna; clothing manufacturing and textiles, which includes leather
attire and shoes, prevalent in Marche, but also in Emilia-Romagna; and shipbuilding and
repairs, mostly in Toscana, while also found in Veneto, Liguria, and Campania.
Figure 4: Economic sector breakdown of Italy’s WBOs
!
n=159!WBOs!with!available!ATECO2007!economic!activity!data!as!of!31!Dec.!2014.!
!
Figure 5: Breakdown of WBOs in manufacturing sector
!
n=111!WBOs!in!the!manufacturing!sector!with!known!ATECO2007!“Code!C”!economic!activity!data!!
as!of!31!Dec.!2014.!
68.52%
3.09%
11. 11%
4.94% 9.26%
1.85% 0.62% 0.62%
0.00%
10.00%
20.00%
30.00%
40.00%
50.00%
60.00%
70.00%
80.00%
Percentage of WBOs
7.21%
2.70%
8.11% 7.21%
4.50% 4.50%
1.80%
5.41%
10.81%
17.12%
9.01%
11. 71%
9.01%
0.90%
0.00%
2.00%
4.00%
6.00%
8.00%
10.00%
12.00%
14.00%
16.00%
18.00%
Percentage of WBOs
!
18!
From the “Total” column in Table 2, we see that Italy’s contemporary WBOs have been
almost entirely SMEs, consisting historically mostly of small enterprises of 10 to 49
employees (68.38%), medium-sized enterprises of 50 to 249 employees (almost 22%), and
micro-enterprises of less-than 10 employees (almost 9%), with only two enterprises
consisting of over 250 employees in our database. The average size of WBOs in Italy is, at 36
workers, technically a small enterprise (Lazerson & Lorenzoni, 1999; Morone & Testa, 2008).
While much larger than the average Italian firm—which is predominantly a micro-enterprise
averaging four employees (Amatori, Bugamelli, & Colli, 2011)—the average size of Italy’s
WBOs are not uncommon for firms in the Made in Italy regions (Unioncamera-Tagliacarne,
2010).37 These firm sizes are also typical for negotiated or conflict-based WBOs worldwide
(Jensen, 2012; Novaes, 2009; Ruggeri, 2014; Ruggeri & Vieta, 2015).
Table 2: Size of Italy’s WBOs by number of workers (members and hired workers)
during Legge Marcora era (1979-2014)38!
Size of firm
Pre and L.
Marcora I WBOs
(1979-2001)
L. Marcora II
WBOs (2002-
2014)
Total
n.
%
n
%
n
%
<10 employees
8
4.76%
13
20.00%
21
8.97%
10 to 49 employees
119
70.83%
41
63.08%
160
68.38%
50 to 249 employees
39
23.21%
12
16.92%
51
21.79%
> 250 employees
2
1.19%
0
0.00%
2
0.85%
Total
168
100.00%
66
100.00%
234
100.00%
n=234!WBOs!with!known!employee!data,!including!members!and!nonZmembers!of!the!cooperative.!
What we also notice from Table 2 is that the percentage of WBOs in the “10 to 49
employees” category has gone down slightly for those emerging in the Legge Marcora II
period, from almost 71% of all WBOs in the Legge Marcora I period to just over 63% of
newer WBOs in the Legge Marcora II period. The percentage of WBOs in the “50 to 249
employees” category has also gone down from Legge Marcora I to Legge Marcora II periods,
from just over 23% to almost 17% of WBOs respectively. However, this has been offset
somewhat by the percentage increase of very small WBOs in the less-than 10 employees”
category from almost 5% to 20% of WBOs in the Legge Marcora II period. As we explore
further in our full report (Vieta et al., 2016, Chapter 4), this change of focus in new WBO
entry might be indicative that the WBO model is becoming a growing option among very
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
37 As Morone & Testa confirm, drawing on ISTAT figures: “[SMEs] play a major role in the Italian economic
system. They account for nearly 99% of national firms and, among them, the micro-enterprises (those with
less than 10 employees) represent the wide majority…represent[ing] 95.2% of the Italian entrepreneurial
system and account for more than 30% of its overall turnover” (2008, p. 311). Italian WBOs, however, buck
this overall trend for Italian SMEs in that they tend to be much larger than the majority of Italian SMEs.
38 Note that definitive employee data for firms is difficult to calculate due to fluctuating employee numbers over
time. Figures here are calculated based on the latest AIDA-Bureau Van Dijk, Italian Chamber of Commerce,
and CFI employee numbers available as of 31 Dec. 2014.
!
19!
small firms in recent years and, more indirectly, that the most recent economic crisis has
particularly affected micro-enterprises in Italy.
In addition to the Legge Marcora-based WBO enabling policy, then, relevant conditions for
WBO formation in Italy include: (1) firm size, specifically in manufacturing sectors where
SMEs predominate; (2) territorial contexts where strong inter-firm networks of production
integration and strong intra-firm social relations are present; and (3) conjunctures of economic
downturn. We expand on these conditions and trace out seven specific characteristics of
WBOs in Italy in section 5, serving to also highlight some of the most common contextual
features undergirding the emergence of WBOs more broadly as suggested by the literature.
4.3 Age specifics and birth, death, and growth rates of Italy’s worker buyouts
Our research has also found that Italian WBOs are quite resilient (Vieta et al., 2016). In this
section we evidence this via their age averages; their distribution in comparative lifespan
cohorts; and in their birth, death, and growth rates. All calculations and figures are as of 31
December 2014.
The average age of currently existing (i.e., active) Italian WBOs is 13.9, and 11.9 years for
closed (i.e., inactive) WBOs. When taking into account all still-active and inactive WBOs that
have existed in Italy in our database (as of 31 December 2014), their average lifespan is 13
years. While this overall average age falls short of the average age of all Italian cooperatives
at slightly over 17 years, it is almost equal to the average lifespan of all Italian firms at 13.5
years (Unioncamere-Tagliacarne, 2010). Moreover, a good number of Italian WBOs, as
Figure 6 and Table 3 show, have been in existence for far longer than this average lifespan;
the average age of still-active Pre-Legge Marcora and Legge Marcora I WBOs that emerged
between 1979-2001 is 27.7 years.
Figure 6: Lifespans of WBOs in Italy during Legge Marcora era (1979-2014)
n=248!WBOs!with!known!opening!and!closing!dates!(131!actives!and!117!inactives).!!
61
8 3 9
50
20
40
28
13 16
0
10
20
30
40
50
60
70
< or = 5 years 6 to 10 years 11 to 15 years 16 to 20 years >20 years
Number of WBOs
Active Inactive
!
20!
As Figure 6 and Table 3 evidence, Italian WBOs are either young firms—almost 33% of all
WBOs have existed for five years or less—or older, established worker cooperatives—almost
27% of WBOs have existed for over 20 years. Looked at from another angle, almost 25% of
all WBOs in our database that are still active (61 cooperatives, or almost 47% of still-active
WBOs) have existed for five years or less, while over 20% of WBOs (50 cooperatives, or
over 38% of still-active WBOs) have existed for over 20 years. Perhaps surprisingly initially,
slightly over1% still-active WBOs fall into the “11 to 15 years” cohort, while almost 7% are
in the “6 to 10 years” and “16 to 20 years” cohorts (3.23% and 3.63% in each age cohort).
The small number of active WBOs that entered between 20 years ago and six years ago is
indicative of the small number of new WBOs emerging between 1996 and up to the mid-to-
late 2000s before the beginning of the Great Recession (see Figure 7). We discuss the
relevance of these lifespan distributions in section 5.
Table 3: Percentage of total WBOs in Italy that are active or inactive within each lifespan cohort
during Legge Marcora era (1979-2014)
Lifespan
Cohorts
Active
Inactive
Total
n
%
n
%
n
%
< or = 5 years
61
24.60%
20
8.06%
81
32.66%
6 to 10 years
8
3.23%
40
16.13%
48
19.35%
11 to 15 years
3
1.21%
28
11.29%
31
12.50%
16 to 20 years
9
3.63%
13
5.24%
22
8.87%
>20 years
50
20.16%
16
6.45%
66
26.61%
Totals
131
52.83%
117
47.17%
248
100.00%
n=248!WBOs!with!known!opening!and!closing!dates.!Percentages!calculated!based!on!age!cohort!totals.!
Table 4: Geographic distribution of all active and inactive WBOs in Italy
by Legge Marcora period
Geographic
Distribution
Pre-L. Marcora I and L. Marcora I WBOs (1979-
2001)
L. Marcora II WBOs (2002-2014)
Inactive
Active
Inactive
Active
n.
%
n.
%
n.
%
n.
%
Nord-Est
30
25.86%
16
26.67%
1
10.00%
29
40.85%
Nord-Ovest
19
16.38%
6
10.00%
1
10.00%
8
11.27%
Centro
56
48.28%
33
55.00%
6
60.00%
20
28.17%
Sud
11
9.48%
5
8.33%
2
20.00%
5
7.04%
Isole
0
0.00%
0
0.00%
0
0.00%
9
12.68%
Totals
116
100.00%
60
100.00%
10
100.00%
71
100.00%
!
Total in period
176
!
Total in period
81
!
N=257!WBOs!known!to!be!active!or!inactive.!Column!percentages!calculated!on!total!WBOs!per!Legge!Marcora!period.!
Thus, as Figure 6 and Tables 3 and 4 also clarify, a good number of Italian WBOs have been
in existence for far longer than the average WBO lifespan of 13 years. For instance, Table 3
!
21!
also shows that 59 still-active cooperatives, or just over 45% of Italy’s still-active WBOs,
have existed for over 16 years.
From Table 4 we learn that just over 34% of Pre-Legge Marcora and Legge Marcora I period
WBOs (60 cooperatives) were still active as of 31 December 2014, equalling over 23% of the
257 WBOs in our database. In other words, at least 60 currently existing WBOs emerged
during the Pre-Legge Marcora or the first Legge Marcora period, and many of these did so
over 25 years ago. Moreover, from Table 3, we realize that 66 WBOs (active and inactive), or
26.21% of WBO firms, have existed for over 20 years. Indeed, when we dig deeper into the
total WBOs in existence for 25 or more years (active and inactive) in the our database, we can
count 54 WBOs, or 21.8% of the 248 WBOs with known opening and closing dates, with
only 10 of these oldest WBOs having closed as of 31 December 2014. The potential resilience
of Italy’s WBOs is further underscored when we consider that almost 88% of WBOs
emerging during the Legge Marcora II period were still active as of 31 December 2014 (71
out of 81 cooperatives).
These are quite remarkable lifespan numbers that underscore the resiliency of Italy’s WBOs
over time, especially considering that most of them emerged from firms in crisis.
As Figures 7 and 8 evidence, WBOs emerged with some regularity between 1982 and 1995,
during the key years leading up to and following the establishment of L. 49/1985. WBOs
began to witness a net loss of entries vs. exits between 1996-2008 (which include the years
where the Legge Marcora framework was in dispute with the EU and not being actively
pursued by institutional investors), and have seen a sharp resurgence in the post 2008 years
with the latest economic crisis.
Represented in Figure7, a total of 155 WBOs entered during the 14 period between 1982-
1995, averaging almost 12 WBO openings per year. The 12 years spanning 1996 and 2007
would see a net loss of WBOs, which, the reader will recall from our discussion in section 3,
include the years when the Legge Marcora framework was being disputed and a period of
time with relative stability in the Italian political economy. During these years WBO closures
consistently exceeded openings; there were 16 WBO openings during this period and 66
closures. Hence the negative WBO growth rates during this period in Figure 8. However, the
closures and general drops in active WBOs over these 12 years must be looked at also by the
overall high survival rates of Legge Marcora I WBOs (even during this period), plus the fact
that the Legge Marcora framework was being disputed in the first six years of this period and,
thus, not being actively pursued by institutional investors such as CFI.39
The most recent period of WBO emergence, on the other hand, between 2008 and today,
shows a consistent and sharp rise of new WBOs, again paralleling the presence of persistent
economic crisis in Italy since the start of the Great Recession. In total, 76 new WBOs have
emerged since 2008, with only 29 confirmed closures, most of which were older Legge
Marcora I WBOs closing in recent years. And in 2013 and 2014 alone, there were 34 new
WBO entries and only 11 closures. (as of 31 December 2014).
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
39 See Vieta et al. (2016, Chapters 2 and 4).
!
22!
Figure 7: Active WBOs per year compared to WBO openings and closings per year
during Legge Marcora era
n!=!248!WBOs!with!complete!opening!and!closing!dates!as!of!31!Dec.!2014,!
inclusive!of!one!WBO!in!database!that!emerged!prior!to!1982.!
These numbers allude to very favourable survival rates and highlight further the possibilities
of the WBO model for saving jobs and firms during times of economic crises and austerity
(CECOP-CICOPA, 2012, 2013; Zevi et al., 2011).
Another way of measuring the relevance of WBOs and the Legge Marcora framework during
periods of recurring economic crises, persistent unemployment, and business closure, is to
gauge for the rate of creation vs. dissolution (or births over deaths) of worker-owned firms.
This is calculated by taking “the total number of [organizational] formations [or dissolutions,
whichever the case may be] divided by the number of organizations in existence during the
period under consideration, representing a gross measure of the desirability of belonging to a
particular sector” (Ben Ner, 1988, p. 13). Figure 8 maps the overall birth, death, and growth
rates of Italian WBOs between 1990 (the first year of WBO closures40) and 2014. The
average birth or entry rate of Italian WBOs during this 25 year period was 5.08%, the average
death or closure rate was 4.27%, an the average growth rate was +0.96%.
!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!
40 This is itself a remarkable finding worth noting: None of the 107 WBOs that existed as of December 1989 in
our database had closed since start-up; a 100% survival rate. The first closures of WBOs from the Legge
Marcora era, according our database, occurred in 1990 with two WBO exits (see Vieta et al., 2016, Chapter 4).
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
10 15
29
54
78
91
100
107
114
115
117
122
129
134
127
125
116
115
110
108
104
101
98 96
90
84 86 87
97 102
108
114
131
Total Active WBOs New Opens Closures
!
23!
But leaving our birth-to-death rate assessment with this raw calculation is skewed, given that
only a handful of new WBO formations occurred in the eight years between 2000 and 2007,
when the Legge Marcora reforms of 2001 were not being tapped into to full effect and also
due to a more positive economic outlook in Italy during those years when compared to the
early-to-mid 1990s and the post 2008 periods (Figures 7 and 8). When we just focus on the
years between 1990 and 2014 when WBOs were also forming and not only closing and when
the Legge Marcora framework was being deployed to full effect (that is, 1990-1999 and 2008-
2014), we come to more robust birth and death rate figures that compare very favourably to
the birth and death rates of employer-owned manufacturing firms in Italy and other OECD
countries in recent years.
Figure 8: Birth, death, and growth rates of WBOs in Italy, beginning with first year of known
WBO closings (1990-2014)
!
n=248!WBOs!with!known!opening!and!closing!dates.!PreZ1990!data!were!excluded!due!to!scale!and!no!recorded!
closures!in!our!database.!
In the 17 years covering 1990-1999 and 2008-2014, Italy’s WBOs had an average birth rate of
7.71% compared to an average death rate of 4.18%, with an average growth rate of +3.73%.
While this slightly exceeds the average birth rate of all Italian manufacturing firms in recent
8.14%
3.49%
5.17%
7.53%
9.56%
6.84%
1.53%
3.17%
0.00%
5.19%
0.00%
0.92%
0.94%
0.98%
0.00%
0.00%
1.08%
0.00%
3.53%
6.94%
11. 96%
7.04%
14.29%
10.81%
17.96%
-1.81%
-2.62%
-3.45%
-3.35%
-3.98%
-3.04%
-6.90%
-4.76%
-7.47%
-6.06%
-4.44%
-2.75%
-4.72%
-3.90%
-3.02%
-2.06%
-7.53%
-6.90%
-1.18%
-5.78%
-1.09%
-2.01%
-8.57%
-5.41%
-4.08%
-10.00%
-5.00%
0.00%
5.00%
10.00%
15.00%
20.00%
1990
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
2014
Birth Rate Death Rate (x(-1)) Growth Rate
!
24!
years at around 7.5%, this death rate is much less than the average death rate of all Italian
firms at roughly 6.5% (OECD, 2010). And taking only into account the five years between
the beginning of 2010 and the end of 2014 when the latest economic crisis in Italy was in full
effect, we see a very high average rate for WBO firm creation—a 12.41% birth rate on
average—and fairly low rates of firm dissolution for WBOs—4.23% dearth rate on average—
with an average growth rate of +8.60%. Furthermore, between 2010-2014, WBO creation
outpaced the net creation of new firms in manufacturing sector “employer enterprises” in the
OECD countries and in Italy by several percentage points, while also falling well under the
average dissolution rates of manufacturing firms in OECD countries, including in Italy
(OECD, 2010).
This overall low death rate during years of crisis among Italian WBOs is historically
significant since it is also much less than the combined mean death rates of all worker-owned
firms (including de novo worker-owned firms (WOFs) and former capitalist firms converted
into WOFs) during another period of deep economic crisis. During earlier years of economic
crisis between the mid 1970s and early 1980s in Italy, France, and the UK, Ben Ner (1988)
reports death rates of WOFs to be 9.3% in Italy, 6.9% in France, and 6.3% in the UK (p. 14).
We would be remiss, however, to not mention the spikes in WBO dissolution rates in 2006,
2007, 2009, and 2012. The closures of WBOs in 2006 and 2007 were all older Legge Marcora
I WBOs. The five WBO closures in 2009 were also all older Legge Marcora I WBOs, while
eight of the nine 2012 closures were Legge Marcora I WBOs. These were perhaps not
anomalous spikes in closures since these years were particularly difficult ones in the Italian
political economy around the years of the 2008 crisis. The early and continued effects of the
Great Recession during these years also seems to have affected not only the growth of new
WBOs, but also the closure of some of the oldest WBO firms.!Given the evidence in Figure 3,
these years also witnessed particular sharp drops in GDP, the widest gaps in overall
manufacturing firm closure to openings, and continuously rising rates of unemployment.
These spikes in older WBO closures during moments of deep economic recession should
serve as a warning sign to the vulnerabilities also faced by WOFs, although overall, as our
data in this section suggests, WOFs do survive crisis years much better than conventional
firms.
Overall, these numbers again point to very favourable survival rates and highlight further the
possibilities of the WBO model for saving jobs and firms during times of economic crises and
austerity (CECOP-CICOPA, 2012, 2013; Zevi et al., 2011).
5. Discussion
5.1 The resilience of Italy’s worker buyouts, and suggested recommendations
These more-than respectable firm lifespans and birth, death, and growth rates for Italian
WBOs are at first surprising given that most WBOs—including those in Italy—emerge from
troubled or failing firms. As our case study and interview work has shown (see Vieta et al.,
2016, Chapter 5), a WBO firm’s new worker-owners are challenged with restarting
production in less than favourable socio-economic circumstances, and at times with depleted
!
25!
machinery and assets, reduced inventory, and with workers’ needs for retraining regards co-
administering and co-owning a firm as members of a cooperative. Nevertheless, these firms’
relatively long lifespans and their surge during crisis periods begin to suggest that workers’
entrepreneurial acumen and commitment to their business is alive and well in Italy, and has
been so for some time.
The robust Legge Marcora-facilitated supports are no doubt contributing to the survivability
of Italian WBOs when compared to worker-owned firms and WBOs in other jurisdictions and
to overall SMEs in the Italian manufacturing sector. Firm exits during the early years of a
WBO in Italy tend to occur later when compared to historical cases of French (Pérotin, 1986)
and UK (Ben Ner, 1988) WBOs, and with SMEs in the Italian manufacturing sector generally
(Audretsch et al., 1999). The crucial period of exit for Italian WBOs are between years six to
10, while for French and UK WBOs and Italian manufacturing sector SMEs the crucial period
is earlier, in their first two-to-five years. Italian WBOs seem to be doing better here by more
resiliently surviving their initial, more risky early years. Moreover, and again most likely due
to the robust financing mechanisms and support structures offered by the Legge Marcora
framework, Italian WBOs tend to be much older at exit, on average, recalling that the average
age of inactive WBOs in Italy is 11.9 years.
Another related finding that stands out from this report is that Italian WBOs are either young
firms (less than six years-of-age), or older, established firms over 16 years-of-age. We can
make several hypotheses for this from our data.
One possible reason for the drop in active WBOs and the rise in firm closures in the “6 to 10
years” and “11 to 15 years” age cohorts highlighted in section 4.3 (also see Vieta et al., 2016,
Chapter 4, Part 2) might be related to the fact that these are the years most usually when
institutional investors such as CFI (i.e., as socio finanziatore) usually end their participation
with the worker cooperative (most usually at some point within years 5 and 10 after start-up),
thus perhaps putting at increased risk the ongoing capitalization and administrative oversight
of some of the most vulnerable WBOs.
Recommendation: While dependent on each WBO case, this suggests that there might be a need for
institutional investors to engage in further cooperative development financing provisioned by the Legge
Marcora framework or related sources between years six to 15 after start-up. Moreover, future reforms
to legislation and WBO procedures might consider extending the participation of institutional investors
past the current norms for the period of intervention.
A second and related factor for a higher propensity of exit between years six and 15 is that the
WBO firm might have gone through the difficulties most young firms go through in their
early years when chances of closure are highest—the so-called “liability of newness” (Ben
Ner, 1988, p. 18; also see Audretsch et al., 1999; Pérotin, 1986). Here, findings previously
uncovered concerning the econometric performance of Italian WBOs in existence during the
first years of the current crisis seem to suggest that a number of WBOs were in a potentially
precarious state when factoring the value of production over the cost of production and firm
income over the value of production (Facci, 2013). For instance, almost a quarter of active
WBOs analyzed during these years recorded costs of production substantially above their
value of production, while most of the rest had costs of production and values of production
within the same range. Similar trends emerged when analyzing firm income over value of
!
26!
production. These scenarios could limit budgetary flexibility for these WBO-generated firms
should they incur unexpected costs, market downturns, or financial difficulties. Moreover,
this econometric analysis also indicated that long and short-term loans were being relied on
by a fair number of WBOs studied to cover production costs and capitalization. These debt-
reliant scenarios could be further risking some of these firms’ long-term security and thus
offer another plausible explanation to the relative rise in closures between years six and 15.
However, Italian WBO cooperatives still working with institutional investors do enjoy
favourable loan rates and re-payment commitments under Legge Marcora provisions, thus
possibly mitigating these potentially negative financial scenarios and partly explaining, on the
other hand, the relative longevity of a fair number of the WBO-based cooperatives we
studied.
Recommendation: Institutional investors of WBOs might pay particular attention to the reliance on
debt financing for managing operations in young WBOs, ensuring that the firms have sustainable
resources from available reserves and via other self-financing instruments to be able to continue
operations at levels well-above break-even and that can sustain a young WBO during future market
downturns. Assistance with further market expansion, in forming collaborative production partnerships
with other companies, or with using the firm’s fixed assets and production methods more efficiently
might be an area for expanded participation by external investor members of the cooperative.
A third factor for the propensity of some firms to exit between years six to 15 might be that
WBO protagonists are, as with Argentina, Uruguay, and Brazil’s worker-recuperated firms,
older workers that are either mid-career or close to retirement. Within years six to 15 of the
WBO project, therefore, some of these workers will have retired or will be nearing retirement
and might not have established a viable succession or generational turn-over plan for the firm,
or might not have found the next generation of worker-owners.
Recommendation: WBO support institutions might seek out ways of further securing succession
planning specifically geared at WBO firms early on in their interventions. Educational initiatives at the
local level, use of fondo mutualistico resources towards succession planning and training, and
succession-based knowledge mobilization strategies via easily accessible online information portals
(perhaps linked to cooperative federations) might go far in assisting WBO cooperatives here.
We also cannot discount the importance of the fact that this broader general dip in the WBOs
that have been in existence for six to 15 years is in part due to the drop in WBO formation
between the late 1990s and 2008 that was due to a combination of three factors. First, we
must recall that these years encapsulated better economic circumstances in Italy that saw a
drop in incentives for workers to engage in new WBO projects, especially when work was
more readily available elsewhere. Second, there was a lull in the use and promotion of the
Legge Marcora framework by Italy’s institutional investors such as CFI when the law was
under dispute at the time with the EU and in the years leading up and immediately following
the 2001 reforms to the law. And third and concomitantly with the second point, there was a
focus by Italian legislators and WBO institutional investors at the time in re-writing the Legge
Marcora in response to the concerns of the EU, which again was at the expense of promoting
the WBO solution.
Lastly and importantly, we must also underscore here that our findings do not show that these
firms primarily close because workers could not successfully manage them. Indeed, that so
many of Italy’s WBOs have survived for over two decades (and some even longer) is
!
27!
testament to the entrepreneurial and self-management acumen of workers if given the chance
to run their firms. Our survey, interview, and case study research reported on in Chapter 5 of
the full report further explores the preponderance of democratic practices in these worker-
recuperated firms, and their organizational restructuring strategies post-recuperation of the
firm. This often sees most managers emerging from the cooperative membership. Especially
given the sustained levels of support offered by Legge Marcora provisions and its institutional
investors not available to purely capitalist firms in Italy, we further hypothesize that firm
profiles for those WBOs falling within the “6 to 10” and “11 to 15 years” cohorts are more
probably due to the generational or succession issues.
Recommendation: Future research, via econometric analysis and case study work, where possible,
should explore further the specific reasons and scenarios for WBO firm closure, including the few cases
that have seen reconversions back to investor-owned firms. Knowing these reasons for dissolution
better might go far in anticipating the possible closure of a WBO and towards providing an early
diagnosis for saving the firm via, for instance, further injection of debt or risk capital, or planning an
adequate succession strategy. Recognizing that such a research agenda for studying older firms is
difficult (especially as retired workers age and die and organizational memory fades), workers and year-
end reports from newer closures might still be accessible for conducting such research.
5.2 Seven characteristics highlighting the emergence of Italy’s worker buyouts
We summarize here the overall discussion and analysis of the report via seven main “Italian
characteristics” for WBO formation that both help to crystalize the emergence of WBOs in
Italy and complement and contribute to the literature on the emergence of labour-managed
firms. Taken together, these seven characteristics, grounded in the Legge Marcora framework;
its collaborative approach between workers, the state, and the cooperative sector; and Italian
cooperative legislation, have provided fertile soil for the re-emergence of WBOs in Italy in
recent years. We touched on these characteristics throughout this paper and in much more
detail in Chapters 3, 4, and 5 of Vieta et al. (2016). We review their highlights here.
5.2.1 Italy’s WBOs are rooted in a strong policy and financing enabling environment
The first and foremost characteristic that distinguishes Italy’s experiences with worker
buyouts is its strong supports for creating new cooperatives from firms in trouble, grounded in
its Legge Marcora framework (L. 49/1985). This framework is undergirded by a robust policy
and financing environment for supporting business conversions of troubled firms to
cooperatives. It also rests within a broader base of cooperative, business, and labour
legislation. Without such an enabling environment the record shows that there will be much
less propensity for the widespread take up of the WBO solution. Under the auspices of the
Legge Marcora framework, its subsequent reforms, and the related legislation, norms, and
cooperative practices that support it, Italy’s worker-recuperated firms are, on the whole and as
we showed in section 3, “negotiated WBOs” (also see Vieta et al., 2016, Chapters 2, 3, and
5). Noted for its collaborative approach, the Legge Marcora framework provisions sound
policies and supports for workers in companies at risk of closure via three broad notions and
practices:
1. a right-of-first refusal for employees seeking to buy out companies in crisis and that are undergoing
liquidation or bankruptcy procedures;
!
28!
2. the use of workers’ own entrepreneurial initiative and resources for investing in new cooperatives,
including the possible use of lump-sum payments of appropriate unemployment benefits to employees
of closing firms intending to convert their employers’ businesses to worker cooperatives; and
3. saving jobs and productive capacity via the formation of cooperatives while minimizing undue burdens
to the state’s budget.
5.2.2 WBOs emerge out of economic downturns and market failures
Macro-economic downturns or market difficulties open up the possibilities for WBO cases.
Such is the case in Italy, as well. WBOs, as with worker cooperatives that emerge de novo,
tend to be countercyclical, arising and growing in numbers in times of crisis and stabilizing or
diminishing in growth rates in times of economic stability. The ample evidence we found for
this characteristic in our findings, analyzed at length in Vieta et al. (2016, Chapters 2 and 4),
converges our research with the literature on the emergence of labour-managed firms. As we
outlined in section 4 and in more detail in our full report, the overall Italian economy over the
past 20 or so years (including its manufacturing sector) has witnessed a steady decline. This
has negatively affected, in particular, smaller, more volatile and lighter industrial and craft-
based firms, particularly in the Made in Italy manufacturing regions. Moreover, more and
more Italian workers have been impacted negatively by the increased loss of workers’ rights
and job security after the neoliberal labour and economic policies of the 1990s and 2000s,
evidencing also a marked rise in temporary, contingent, and contract work and, in more recent
years, a deepening of structural unemployment. Collectively, these macro-economic factors
make WBOs more attractive to workers facing unemployment, especially given the rising
socio-economic barriers to finding alternative work in Italy.
5.3.3 WBOs emerge within some degree of inter-firm and territorial networks
Given the right conjunctural contexts, there is an increased propensity for SMEs to convert to
labour-managed firms when they are situated to some degree within inter-firm networks, such
as those in the tightly networked Made in Italy industrial districts. SMEs in geographic
situations found in the Made in Italy regions seem to be more prone to consider the WBO
option when other known firms in their territory or networks have done so, which has also
been noted of the empresas recuperadas in Argentina and Brazil, and WBOs in Canada,
which also tend to cluster (Quarter & Brown, 1992; Henriques, 2014; Ruggeri, 2010). As we
detail in Vieta et al. (2016, Chapter 4), what we termed “WBO business clusters” in Italy can
be found, for instance, in the provinces of Firenze, Ancona, Rome, Padova and in a corridor
between the provinces of Parma and Bologna. In agreement with Ben Ner (1988), this
familiarity with other known instances of WBOs “enhances the possibility that [worker-
owned firms] will be considered an option…and reduces…establishment costs related to the
[otherwise] scarcity of the [worker-owned firm] form of organization” (p. 22).
5.3.4 WBOs emerge in labour-intensive sectors
WBOs tend to form in labour-intensive sectors made up of high-skilled workers rather than
capital-intensive ones with a low-skilled workforce. Such is also the case with Italy’s WBOs.
Their “small size, simplicity of the production process and ability to follow a product through
completion are prominent” and reduce the need for large amounts of capital which further
!
29!
lowers entry costs (Ben Ner, 1988, p. 24). As we illustrate in Vieta et al. (2016, Chapter 5),
labour-intensive SMEs also prove to be an ideal firm size for labour-managed firms when
fully operational, especially when worker-members need to respond quickly to production or
market fluctuations by, for instance, varying salaries or adjusting production inputs and
outputs. Indeed, this size factor taps into the competitive advantage of the SME-sized labour-
managed firm, enabling these firms to be nimble enough to quickly alter production decisions
should they need to, such as in situations of market or financial troughs when the solidarity of
the workforce must be drawn on to reduce salaries or change product lines. The survey and
case study evidence from our work thus far begins to point to this characteristic (Vieta et al.,
2016, Chapter 5). This characteristic also aligns with similar characteristics in Argentina’s
empresas recuperadas (Ruggeri & Vieta, 2016; Vieta, 2012, 2013, 2016).
5.3.5 WBOs emerge with workers having relative geographic and sectoral immobility
WBOs will tend to form with a workforce profile of relative geographic and sectoral
immobility. Again, the Made in Italy regions are known for their firms’ labour-intensive,
craft-based, inter-connected, and skilled production processes, usually consisting of dedicated
workers with specific skill-sets that are not easily transferable to other jobs outside of their
economic sector and with long-held commitments and social embeddedness to their local
situation, where most workers also live (Becattini, Bellandi, Dei Ottati, & Sforzi, 2003).
Thus, workers in WBO firms in Italy tend to have low-mobility propensities and strong
commitments to their localities and existing social networks, making workers more receptive
to the idea of a WBO. These characteristics are typical for Made in Italy firms where they are
often situated within smaller parts of an intricate inter-firm production process, and located
within industrial districts consisting of tight networks of SMEs. As we show in Chapter 4 of
our full report, this is the case, for instance, with WBOs that have emerged in the footware
and leather goods manufacturing districts of the Province of Ancona, the metallurgical shops
of Padova, the varied specialty manufacturing firms of Toscana and Emilia-Romagna, or in
the services-intensive SMEs found in Rome. In these craft-based occupations, workers tend to
have low-mobility propensities and strong commitments to their localities and existing social
networks, making workers more receptive to the idea of a WBO (Amatori, Bugamelli, &
Colli, 2013; Lazerson & Lorenzoni, 1999; Piore & Sabel, 1984). In other words, WBOs tend
to be initiated by workers with careers heavily invested in these types of occupations and
sectors, and with lives strongly rooted in the localities where they live and work. These are
factors that, again, outweigh the risks for engaging in a WBO. Our case studies in Chapter 5
of our report also serve to illustrate these propensities.
5.3.6 WBOs emerge with some degree of intra-firm social networks
Our case studies in Chapter 5 of the full report further illustrate how WBOs tend to emerge
within strong intra-firm social networks with a workforce that has forged strong bonds of
solidarity on shop floors. SMEs are small enough to have fostered workplace solidarity
amongst members considering a WBO and to best “meet members’ demands for
participation” (Ben Ner, 1988, pp. 23, 25). In turn, member participation is stimulated by the
camaraderie that emerges within the workforce from having gone through crisis moments
together (Vieta, 2014, 2016). Indeed, these bonds are further entrenched during the moments
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30!
of conversion and thereafter as the firm matures as a cooperative. Employees that form a
WBO from moments of shop floor struggle in a SME solidify their solidarity through
“internalization of the conflict,” which eventually merge into more democratic
reconceptualizations of “the functions of work, control, risk-bearing and capital ownership”
(Ben-Ner, 1988, p. 21; see also Vieta, 2016). The strong take-up of democratic governance
structures at Italy’s WBOs that we review in the full report’s Chapter 5, Part 1 underscores
this characteristic.
5.3.7 Italian WBOs are resilient
Italian WBOs are resilient, witnessing relatively long lifespans and robust survival rates
linked to the age of the firm and when the firm was founded. While the average lifespan (i.e.,
age) of all active and inactive WBOs in our database is 13 years, and that of still-active
WBOs 13.9 years, almost half of still-active WBO-generated firms have existed for 16 years
or longer. Moreover, Italy’s WBOs are surviving the economic crisis very well, and have seen
many more entries than exists of firms created via WBOs since 2008. Between 2002 the end
of 2014, 81 new WBOs had emerged in Italy, mostly over the seven years since the beginning
of the Great Recession in 2008. Indeed, between the beginning of 2010 and the end of 2014,
during the height of the latest period of crisis, WBO birth rates in Italy averaged 12.41%,
death rates 4.23%, and the average growth rate was +8.6%, far outpacing the birth and growth
rates of employer-owned manufacturing firms in Italy and the rest of the OECD, and showing
much lower death rates, as well. And more new WBOs have been emerging throughout 2015,
including the storied Italian newspaper of the left il manifesto (Vidal, 2014).
As we also detail in Chapter 4 of the full report, the age of the WBO-generated firm also
seems to matter for long-term survivability. The peak age for firm closure of a WBO-created
firm is year 8 followed by year 11 after start-up. This is several years after the peak age for
firm closure for conventional manufacturing firms in Italy and labour-managed firms
elsewhere. After that, the propensity for closure goes down substantially for Italy’s WBOs.
!
6. By way of conclusion
Conversions of capitalist business to labour-managed firms were rehearsed in earlier periods
of Italy’s history and perfected as WBOs in the last three decades, especially in the “Made in
Italy” regions. And today in Italy, in the thick of lingering economic and financial crisis, new
cases of WBOs are on the rise. WBOs that become worker cooperatives tend to follow the
trend of cooperatives more broadly: employment in cooperatives grows in periods of
economic crisis, and they tend to emerge counter-cyclically during economic downturns
(Birchall and Hammond Ketilson, 2009; Euricse, 2013; Estrin, 1985; Pérotin, 2012). Indeed,
where labour-managed firms emerge jobs are saved and the productive capacities of
communities are preserved or enhanced, factors connected to the positive externalities of
workers’ control and ownership. Moreover, these firms contribute to the prevention of the
“desertification” of regions and act as “shock-absorbers” for the socio-economic needs of
communities (CECOP-CICOPA, 2012, 2013). Together with the favourable enabling
environment created by the Legge Marcora framework in Italy, these factors help explain the
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31!
sharp rise in WBOs since 2008 and the resilience of the WBO solution in Italy for over three
decades.
In part due to how lingering crisis and subsequent austerity measures continue to saddle Italy
with steady business closures and stagnantly high unemployment rates, and based on the
evidence of the potential of WBOs to save business and jobs made possible by the Legge
Marcora framework, Italy’s national government passed Decree 145 on 24 December 2013,
underscoring that employees have a “right of first refusal” in “rent[ing] or
purchas[ing]…companies subject to bankruptcy…by a cooperative made up of employees of
the company subject to the procedure” (D.L., 2013). Furthermore, a new extension of Legge
Marcora provisions—christened “Nuova Marcora” (New Marcora)—was introduced via a
ministerial decree of the Ministry of Economic Development in December 2014 to provide
new funds for low-interest loans for “promot[ing] the creation and development of
cooperatives of small and medium size” and “the emergence of cooperative societies
formed…by workers from companies in crisis,” for “social cooperatives,” and cooperatives
emerging from the “confiscated proceeds of organized crime” (D.M., 2014). This increased
attention by the Italian state to the possibilities of WBOs and other forms of conversion for
saving jobs, productive entities, and communities, as well as growing attention with business
conversions among EU policy makers (see Vieta et al., 2016, Chapter 2) and academic
researchers in recent years, underline the importance of getting to know better the intricacies
of this form of business restructuring, which has been the goal of this paper and the report
which it summarizes.
!
! !
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32!
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Technical Report
Full-text available
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'Cooperatives stem from interchanges in day-to-day life; and have the capacity to extend their reach to cover economic exchanges across time and space. They offer a complementary form of relationships to the ones economists typically study and favour. A culmination of years of research, this book quite magnificently explains and persuasively advocates a much neglected institution.'