WRITTEN QUESTION E-4146/97 by Marco Cellai (NI) to the Commission (21 January 1998)

Subject: Restructuring and mergers in the Italian financial insurance sector

In Italy, as in most European countries, the entire insurance sector is being restructured: acquisitions and mergers to strengthen insurance companies in preparation for the introduction of the Euro and globalization of the economy which will merely be accelerated by the Euro. These measures are both legitimate and necessary.

Unfortunately, it is the case specifically in the car insurance sector that some companies seem to be adopting restructuring measures to establish a monopoly or a guaranteed earnings scheme by obliging their agents to draw up policies with the company they represent even though they are aware of better conditions on the market.

This type of operation has been encouraged by for instance the Gruppo Fondiaria through the merger of two of its insurance companies, La Previdente and La Milano Assicurazione; the Fondiaria is part of the financial galaxy linked to Mediobanca, which is the focal point of the whole Italian economic and financial system.

Do the recent mergers and accompanying measures, particularly those of the Previdente and Milano insurance companies not conflict with European directives on competition? Does the Commission not consider it necessary to examine the social implications for employees of mergers and acquisitions in the Italian banking and insurance sector - given the quasi monopoly of Mediobanca?

Answer given by Mr Van Miert on behalf of the Commission (10 March 1998)

On the basis of the information available to it at present, the Commission takes the view that neither the social and economic consequences of the restructuring of the Gruppo Fondiaria nor the conditions under which restructuring has taken place are such as to indicate any distortions of competition between European investors which infringe Articles 85 to 94 of the EC Treaty.

As regards mergers and acquisitions, in particular, the Commission is competent only to examine concentrations with a Community dimension within the meaning of Article 1 of Regulation (EEC) No 4064/89 as amended by Regulation (EC) No 1310/97 on the control of concentrations between undertakings ((OJ L 180, 9.7.1997. )). Moreover, when conducting an inquiry on the basis of this Regulation, the Commission may verify whether the merger operation is likely to have consequences for the position of the employees in the undertakings in question, such as to affect the level or conditions of employment in the Community or a substantial part of it (judgments of the Court of First Instance of 27 April 1995, Case T-96/92 (paragraph 28) and Case T-12/93 (paragraph 38), ECR II-1216 and II-1250). At all events, the criterion for deciding whether a merger is incompatible with the common market is whether it creates or strengthens a dominant position as a result of which effective competition would be significantly impeded in the common market or in a substantial part of it (Article 2(2) of Regulation (EEC) No 4064/89).

As regards the role of Mediobanca, the Commission would refer the Honourable Member to the conclusions of the inquiry conducted by the Autorità garante della concorrenza e del mercato (Italian competition authority), published in its weekly bulletin No 39 of 13 October 1997.