The Italian government fears that UniCredit will move its headquarters to Germany as part of a deal with Commerzbank, and expects it to have a say in the matter under the Golden Power rules.
This was stated by two government officials.
Milan-based UniCredit said there was no reason for the bank to move its headquarters away from Italy, and reiterated that its stake in Commerzbank was merely a financial investment at the moment.
Prime Minister Giorgia Meloni's office had no comment.
Golden power allows the government to set conditions or even prevent foreign and domestic interference. It also has the right to intervene in changes in the governance of companies operating in strategic sectors such as energy and banks.
UniCredit announced it has a potential 21% stake in Commerzbank, and CEO Andrea Orcel said he was willing to talk about a full takeover.
The location of the bank's headquarters resulting from the integration will be a key issue in negotiations, according to an official familiar with the situation.
UniCredit has already considered the option of dual headquarters in Germany and Italy, Reuters reports.
The second official said the Italian government could use its powers to attach certain conditions to any agreement, while an outright veto would be out of the question because the ECB supports bank mergers and EU treaties promote free movement of capital.
Salvini's position
The Italian government has so far remained cautious on the issue, but Deputy Prime Minister Matteo Salvini has publicly raised the issue of moving UniCredit's headquarters to Germany as part of a deal, confirming earlier reports from Reuters.
Salvini said during an event in Milan: “It is enough for me that we do not lose Italy, that we do not close our branches or offices in Italy, and that we do not move to Germany. This is what matters to me as an Italian.” .
The UniCredit blitz has shocked Berlin, and Germany's finance minister has expressed concern to the Treasury about the Italian bank's possible takeover of Commerzbank.
Germany will account for 56% of customer loans in the combined UniCredit-Commerzbank group, compared to the current 31% for UniCredit Bank alone.
This sparked discussions in Rome about the possibility of UniCredit moving to Germany to overcome resistance from authorities in Berlin, officials told Reuters.
The Golden Power of Attorney requires the approval of the Italian Government for any decision, action or transaction by a company holding strategic assets that involves changes in the ownership, control or availability of those assets, including mergers or the transfer of its registered office abroad.
A previous attempt by former UniCredit chief Jean-Pierre Mustier to take over Commerzbank faced political opposition in Italy because he wanted to create a German holding company to manage the bank's operations.
(Giuseppe Fonti, Italian version Gianluca Semeraro, editor Andrea Mandala)
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