Golden power over Unicredit: EU gives Italy 20 days to respond

Italy has 20 working days to submit its comments on the golden power decree that has placed constraints on Unicredit for the proposed acquisition of Bpm. The deadline, which expires on 8 August, is contained in the letter of the EU Commission that bears the signature of vice-president Teresa Ribera (head of the antitrust division).

"The Commission has reached the preliminary conclusion that Italy has violated Article 21 of the Merger Regulation," reads the 56-page document. In particular, the EU writes, 'the adoption and entry into force of the Decree in its current form, without prior notification to the Commission, violates the specific reporting and suspension obligations laid down'.

And again 'the Decree, in its current form, is contrary to EU rules on the free movement of capital, the exclusive competence of the ECB as prudential supervisor under Article 127(6) TFEU and the SSMR, as well as financial services legislation, including the CRD, the UCITS Directive, the Mifid II Directive and the AIFMD'.

With regard to Unicredit's position in Russia, Brussels, again according to the preliminary considerations, believes that "by replacing the ECB's assessment and decision with a different requirement, the requirement to exit Russia violates Article 127 TFEU and the SSMR, under which the ECB has exclusive competence with regard to the prudential supervision of systemically important banks in the euro area". "The ECB," the letter continues, "has taken specific measures relating to Unicredit's activities in Russia" and "has already approved Unicredit's acquisition of Bpm from a prudential point of view" and also "did not deem it necessary to impose further restrictions on Unicredit's residual activities in Russia in order to ensure the financial security and soundness of the merged bank. In essence, 'at this stage it is unclear whether the risk to public safety, which Italy claims justifies the imposition of the exit obligation from Russia that goes beyond the ECB's supervisory measures, is plausible'.

More generally, the letter argues, 'the Italian authorities have not clarified why the profile of the new investor in BPM, namely Unicredit, would pose a greater risk to public safety than the current BPM shareholder'. Both 'are consolidated EU banking groups, listed on European stock exchanges, and both have long been active in Italy as their main domestic market'.