French media giant Vivendi has announced that it has yet to exercise de facto control over Telecom Italia (TIM) even though it has become the operator’s leading shareholder with a stake of around 24 percent and named two of its executives as leading directors.
In a carefully worded statement to French markets watchdog AMF, Vivendi confirmed that: “it considers that it does not exercise any de facto control over Telecom Italia under Article 93 of the Consolidated Law on Finance and Article 2359 of the Italian Civil Code given that its participation in Telecom Italia is not sufficient enough to allow it to exercise, on a stable basis, a dominant influence at Telecom Italia shareholders’ meetings.” Admitting to such control would result in Vivendi having to consolidate TIM’s EUR 25 billion debt into its accounts and would also open the way for the Italian government’s intervention in view of TIM’s position as a strategic national asset.
In May Vivendi received conditional approval from the European Commission for its plan to gain control of TIM but the Italian government requested clarification as to whether the French company infringed an obligation to inform the prime minister's office of its “direction” of TIM. In its statement Vivendi said “the commencement of the exercise of Telecom Italia’s management and coordination activities, as provided by Article 2497-bis of the Italian Civil Code, was recognized by Telecom Italia’s Board of Directors with reference to the factual and specific circumstances referred to in its press release issued on August 4, 2017. It shall not be construed, based on applicable Italian law principles, as evidence of a de facto control position within the meaning of Article 2359 of the Italian Civil Code.”
