A new dispute has erupted between Italy and the European Commission concerning a government decree applying “golden power” special oversight powers to UniCredit’s acquisition of Banco BPM. Brussels has sent Rome a preliminary opinion questioning the decree’s compatibility with EU law, potentially leading to formal litigation. The Italian government (Palazzo Chigi) pledged a collaborative response.
Political controversy flared immediately. Deputy Prime Minister Matteo Salvini attacked the Commission, accusing it of “meddling,” while opposition parties labelled the situation an “international embarrassment” demanding the decree’s withdrawal. The Commission asserted the decree “could constitute a violation of Article 21 of the EU Merger Regulation and other provisions of EU law,” announcing a formal letter to Rome regarding UniCredit-Banco BPM.
The decree imposes specific obligations on UniCredit concerning the Banco BPM deal, which Brussels approved on June 19, 2023. The Commission emphasized that while member states can act to protect legitimate interests like public security, such measures “must be proportionate, justified and compatible with EU law.” Commission spokesperson Thomas Regnier stated doubts that the decree meets the conditions set out in the merger regulation’s Article 21.
Sources suggest Brussels’ objections focus not on the merger approval conditions themselves, but on Italy’s authority to impose them post-approval, as mergers fall under EU competence (including an issue of prior non-notification). The dispute involves both merger rules and free movement of capital. If Italy’s response proves unsatisfactory, the Commission could issue a legally binding order demanding the decree’s withdrawal.
An official government statement reiterated its “collaborative and constructive spirit” in responding, citing similar cooperation before administrative courts. Foreign Minister and Deputy PM Antonio Tajani acknowledged EU competence, stating, “The European Union deals with what it must deal with, and this is also a matter of EU competence.” Salvini, however, escalated his rhetoric: “I think the EU has more important things to deal with, like relations with the US… Instead of meddling over beach concessions, beaches, scooters, electric cars, and banks, it should focus on a few serious things and do them well. The banking system is a strategic asset for the country. Italy can and must regulate as it sees fit, without Brussels presuming to intervene.”
The opposition was scathing. Antonio Misiani (PD) called it “a total defeat, particularly for Minister Giorgetti. The government would do well to withdraw the golden power.” Gaetano Pedullà (M5S) termed it “another international embarrassment for the Meloni government.”
Italy now holds the ball and is expected to use the full 20 days available to respond. Key factors include the banks’ stock performance (Banco BPM +5.2%, UniCredit +0.5%), the review of administrative court rulings, and the countdown to the July 23rd offer deadline in a saga lasting weeks. UniCredit is expected to convene a board meeting to decide its course, though one has not yet been called.
Adding complexity, a separate dispute over Italy’s golden power legislation is already underway via the EU’s ‘EU Pilot’ procedure, to which the Finance Ministry has responded. The risk now is the potential opening of formal infringement proceedings against Italy.