What happened: Italy’s Consiglio di Stato has upheld the government’s veto on a joint venture between Manta Aircraft and China’s Shenyang Aircraft Industry Group (SAIG), confirming an earlier ruling by the TAR Lazio and closing the case.
Why it matters: The decision reshapes how Italy’s “Golden Power” is understood: not only as a tool to block foreign takeovers, but as a mechanism to control the outbound transfer of strategic technology.
Driving the news: The planned JV in China aimed to develop and build two civilian aircraft prototypes (“ANN Plus”)
- Italy blocked the deal in October 2024 under Golden Power rules
- Courts have now confirmed the legitimacy of that veto at every level
The key legal shift: from inbound to outbound. At the core of the ruling is a decisive clarification:
- This was not an inbound foreign investment
- It was a transfer of technological know-how abroad
That distinction expands the scope of Golden Power beyond traditional FDI screening.
- Classic FDI screening: filters who enters
- Golden Power (here): controls what exits
In practice, Italy asserts the ability to intervene even when no foreign entity acquires stakes in an Italian company.
Zoom in: the value of know-how. The case hinges on the nature of the asset involved:
- No formal intellectual property had yet been registered
- The key asset was technical and scientific know-how
- That know-how would have been developed into a patentable product within the Chinese JV
Result: a strategic capability originating in Italy risked becoming controlled abroad.
- The ruling confirms a broad national security threshold:
- A current military application is not required
- It is sufficient that such use is “not impossible a priori”
- In aerospace, that threshold is easily met.
- The court supports this reasoning with historical precedent: civilian aircraft later adapted for military use.
The risk standard is potential, not actual.
Enforcement matters: control must be real. A practical consideration weighs heavily:
- The JV’s activities would take place entirely in China
- Any safeguards imposed by Italy would be difficult to enforce
- This leads to a key operational principle:
If effective control cannot be guaranteed, intervention is justified.
The legal framework: broad discretion, structured limits. The ruling also clarifies the balance of powers:
- Golden Power is constitutional
- It does not prohibit economic activity, but allows intervention in specific cases to protect national interests
- At the same time:
- Judicial review remains full and effective
- Government discretion is wide, but anchored in objective legal criteria
The bigger picture: a consistent line on strategic sectors. The decision fits into a broader trend in Italian jurisprudence:
- heightened scrutiny toward non-EU actors, particularly Chinese entities
- strong focus on technologies with potential defense applications
- increasing willingness to treat technology flows as strategic assets
The bottom line: A relatively small deal has produced a large precedent.
- Italy is redefining Golden Power as a tool not just to screen investments, but to protect technological sovereignty.
