Unicredit's "Golden Power" appeal has been partially upheld by the Lazio Regional Administrative Court.

The Lazio Regional Administrative Court (TAR) has partially upheld Unicredit's appeal challenging the legitimacy of the government's "golden power" in the takeover bid for Banco BPM. The decision is contained in a complex ruling, which has already been provided with detailed reasoning.

There are two specific points of acceptance. On the one hand, the requirement " not to reduce the loan-to-deposit ratio practiced by Banco BPM and UniCredit in Italy for a period of five years , with the aim of increasing lending to families and domestic SMEs." The judges believe that this presents, "solely with regard to the temporal aspect, elements that support the upholding of the objections raised in this regard." In particular, according to the Regional Administrative Court, "it is unreasonable to assume that setting a five-year deadline is proportionate to mitigating the risks to national security that could arise if UniCredit, following the completion of the transaction, decides to immediately apply to Banco BPM the lowest deposit-to-loan ratio practiced in Italy by UniCredit." The ruling, in which the judges held that "the partial acceptance of the appeal entails, as a compliance obligation, the reassessment of the temporal validity contested in court." The ruling also requires that "suitable (and hopefully virtuous) methods of communication between the public authority and the appellant be considered."

The other point of the appeal upheld by the Regional Administrative Court (TAR) concerns the relevance of the Decree Law, which "requires the bidder not to reduce the level of UniCredit and BPM's current project finance portfolio ." The TAR held that "in light of the imposition (also) on UniCredit, moreover indefinitely, of maintaining the level of the project finance portfolio, this constitutes direct state intervention in UniCredit's corporate policy:

No inaccuracy was found in the requirement that UniCredit "maintain the current weight of Anima's investments in Italian issuers' securities" and "support the company's development." The challenge regarding the requirement that the bank cease all operations in Russia was also rejected.

The TAR's proceedings were initiated by an appeal against the Prime Ministerial Decree of April 18, 2025, by which the government exercised its 'Golden Power' over UniCredit's takeover bid for all of Banco BPM's ordinary shares, a transaction announced to the market on November 25, 2024.

UniCredit complained that the Prime Minister's Office had imposed "extremely burdensome, certainly disproportionate, and in many respects uncertain provisions, which also implied a sort of government oversight of UniCredit's own independent industrial policy."