Sale of San Siro, criticism from the Committee for Legality: 'Speculative risks'

While the engines are warming up for the long city council meeting dedicated to the sale of San Siro - which starts on Thursday 25 but could extend until Monday 29 September -, comes the not exactly reassuring opinion of the Committee for Legality. Arriving quietly the evening of the day before, it risks being a cold shower for those who think that the positive outcome is now a foregone conclusion. At the moment, in fact, there are supposedly 25 votes in favour (those of the majority of the Democratic Party, which administers Milan), just enough to approve the resolution to which the Council has already given a favourable opinion. But given that second thoughts and undecided votes are steadily increasing (in the centre-left majority seven will vote no), even a document like this can contribute to generating tension.

Let's look at it. The Committee on Legality and the Fight against Organised Crime of the Municipality of Milan, chaired by Nando Dalla Chiesa, notes critical issues in the identification of the beneficial owner of the companies controlling Inter and Milan and 'the inability to fulfil onerous contractual obligations'.

'No natural persons qualified as beneficial owners of the company owning the team were identified,' it reads. In addition, 'in order to prevent speculative conduct, as well as possible changes in the beneficial owners, it was suggested that the deed of sale should include a penalty clause aimed at regulating the buyer company's failure to comply with the prohibition to sell its shares for a five-year period,' it continues. Having noted the absence of such a penalty clause, the Committee highlights the presence of the so-called 'earn out' clause (if the company were to sell within five years to a new party, it would transfer the capital gains to the municipality, ed. In addition, the Committee notes that Inter and Milan constitute 'a corporate vehicle whose composition can change over time, without changing the original effective ownership. In this context, any change in the actual owners could allow the final investors to transfer control of 25 per cent of the shares without any recognition to the city, thus materialising the feared speculative operation'.

Dalla Chiesa's committee therefore emphasises that the text of the resolution 'does not contain any specific obligation regarding the choice of companies that will work on the sites, nor those that will manage services during and after the works'. For the committee, there is a risk 'related to the technical, economic and financial capacity of the contractor'. "The concern, relating to the possible inability to fulfil the onerous contractual obligations, should be addressed not only by means of adequate sureties and guarantees, but also by additional instruments to prevent subsequent capital contributions of dubious origin." A document that could provoke further heated debates, in addition to those already underway.