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Bearer Certificate, 1926
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The nearly 100-year-old bearer certificate of the “Istituto Nazionale Medico Farmacologico ‘Serono’” is not only a bond, but also a decorative and informative piece of company history. It illustrates how the capital assets of the company, founded in 1906 by Cesare Serono as the “Istituto Nazionale Medico Farmacologico”, developed in the first decades of its existence.
According to the articles of association signed by 40 shareholders on March 10, 1906, the company was established for a business activity of 30 years. Therefore, the bond covers a period from March 10, 1906, to March 9, 1936. The initial capital of the Rome-based company was 1,500,000 lire, a relatively high value for that time. The capital was divided into 15,000 shares with a nominal value of 100 lire each.
The bond shows the following capital changes: capital increases through the reissue of shares, share buybacks, or changes in the nominal value of existing shares. Therefore, the company’s share capital at the issuance of the certificate in 1926 amounted to 5,625,000 lire, divided into 25,000 shares with a nominal value of 75 lire each.
In the same year, the company was renamed “Istituto Nazionale Medico Farmacologico ‘Serono’” – a tribute to its founder Cesare Serono, who is depicted at the bottom of the certificate. On the left and right are two Roman landmarks: on the left, the church of Santa Maria Maggiore, and on the right, the Fontana dei Quattro Fiumi (Fountain of the Four Rivers) and the church of Sant’Agnese in Agone.
In principle, a certificate is a freely tradable bond of an issuer to which an investor temporarily lends his money. The holder participates in the price development but has no ownership or shareholder rights in the company, which is why certificates are legally considered bonds. Since the bearer certificate for five shares is blank and is marked “annullato” (annulled) in several places, it is probably a specimen.
In 2007, Merck KGaA, Darmstadt, Germany, acquires the company, which is now operating as Serono S.A. and specializes in biotechnology, and whose historical certificate is an important addition to the Merck Archives.