Below is an excerpt from ISS’ recently released report titled The Evolution of Italy’s Golden Power: EU Dynamics and Case Study Insights. The full report is available to institutional subscribers by logging into ProxyExchange then selecting the Knowledge Center and its Library tab and to corporate subscribers by logging into Compass then selecting Governance and the Governance Library or Governance Exchange tab.
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Italy’s banking sector is undergoing a wave of consolidation that is reverberating across asset management and insurance, creating uncertainty for institutional investors and drawing renewed attention to the expanding scope of the country’s “Golden Power” mechanism. Once limited to safeguarding state shareholdings, Golden Power has evolved into a far reaching tool allowing government intervention in transactions deemed potentially harmful to national security—an evolution highlighted by contrasting cases such as the Iveco–Tata Motors deal and UniCredit’s attempted acquisition of Banco BPM.
The UniCredit case, the subject of both domestic litigation and an EU infringement procedure, underscores the growing tension between national prerogatives and EU level oversight, in relation to the Single Market freedoms and banking supervision competences, particularly within the strategically sensitive banking sector. While Italy’s courts reaffirmed the State’s broad discretionary authority in applying the Golden Power—potentially impeding the integration required to create competitive ‘European Champions’—the European Commission is now reviewing Italy’s latest amendment, Legge n. 4/2026, introduced by the government to avoid an open conflict with the supranational authority.
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By:
Francesco Genovese, Edoardo Ravagnin
