Brussels clashes with Rome over UniCredit’s Banco BPM takeover

ROME – The European Commission has raised serious concerns about Italy’s use of its “golden power” mechanism in UniCredit’s €10 billion acquisition of Banco BPM, warning that Rome’s conditions may breach EU law.

According to a statement by a European Commission spokesperson, the Commission has sent a letter to Rome cautioning that the Italian government’s move could violate Article 21 of the EU Merger Regulation (EUMR), which limits national interventions in corporate mergers to narrowly defined, proportionate, and justified “legitimate interests.”

The details, the spokesperson said, remain confidential.

While the Commission approved the merger last month and does not contest the deal itself, it is challenging the Italian government’s decision to impose special powers over the transaction.

These include veto rights over corporate resolutions and the ability to block share purchases - enforced via an emergency decree.

The Commission argues that Italy failed to notify the decree in advance and has not sufficiently justified the restrictions. Its preliminary assessment also suggests the move could violate EU rules on capital mobility and encroach on the supervisory role of the European Central Bank.

The rebuke adds pressure on Prime Minister Giorgia Meloni’s government, already facing scrutiny for blocking UniCredit’s bid for Germany’s Commerzbank.

Italy now has the chance to respond before Brussels decides on further steps. But Deputy Prime Minister Matteo Salvini dismissed the concerns, accusing the EU of meddling in national affairs instead of focusing on “serious matters” like US relations.

Meloni’s office, meanwhile, said it would respond “collaboratively and constructively,” insisting that the government’s actions are legally justified.

(cs)