Telecom Italia advised that Vivendi's role doesn't breach rules

MILAN (Reuters) - Legal experts commissioned by Telecom Italia TLIT.MI to give an opinion on Vivendi's VIV.PA growing influence over the company have said the French group does not breach Italian rules aimed at protecting strategic companies, a document reviewed by Reuters shows.

FILE PHOTO - A Telecom Italia tower is pictured in Rome, Italy, March 22, 2016. REUTERS/Stefano Rellandini/File Photo

Telecom Italia (TIM) has sent the opinion to the Italian government, which is looking into whether Vivendi failed to meet an obligation to notify it of its effective control of a firm considered a strategic national asset.

Vivendi's influence in Italy came under increased scrutiny late last year as it built up a stake of 29 percent in the country's biggest private broadcaster, Mediaset MS.MI.

It had already tightened its grip on TIM, where it has held a stake of around 24 percent since March 2016.

Rome’s investigation aims at establishing whether Vivendi - which on July 27 acknowledged “direction and coordination activity” at TIM - actually controls the telecoms group and if Rome can exercise special powers over it.

Such powers could range from a fine to imposing conditions or vetoing decisions taken at TIM that Rome may consider a threat to national interests.

In the opinion drawn up at TIM’s behest, two prominent Italian legal experts said Vivendi’s role at TIM only related to management of the company and did not imply any change of ownership or control over TIM or its assets.

“The actions taken... do not constitute events requiring any need of notification and are not susceptible to triggering the use of any veto power,” the document, dated Aug. 6, said.

The Italian inquiry into the role of Vivendi in TIM comes at a time of increased tension with France after Paris temporarily nationalised STX France shipyards, cancelling a deal in which Italy's state-owned Fincantieri FCT.MI and another Italian investor would have taken a majority stake in STX.

But in an interview with la Repubblica newspaper on Friday Italian Industry Minister Carlo Calenda said the idea of resorting to special powers to protect TIM had nothing to do with the shipyard dispute.

Calenda said he would be proposing new rules, but with no retroactive effect, to force companies buying over 5 or 10 percent of an Italian company to state their intentions.

Vivendi, led by billionaire Vincent Bollore, said on Monday it had no “de facto control” over TIM under Italian law, responding to a request by Italy’s market regulator.

It has appointed two-thirds of TIM’s board and played a role in the departure last month of Chief Executive Flavio Cattaneo, whose powers were taken over on an interim basis by TIM’s executive chairman Arnaud de Puyfontaine, who is also Vivendi’s CEO.

Amos Genish, Vivendi’s chief convergence officer, was also recently appointed general manager for operations at TIM.

Reporting by Giselda Vagnoni and Stephen Jewkes,; editing by Alexander Smith