A profit-making machine, the airport is set to change hands from public to private, despite the opposition of the Court of Auditors, the National Anti-Corruption Authority (ANAC), and the Italian National Anti-Corruption Authority (ENAC), to name the most vocal opposition. The sale of the Cagliari-Elmas airport to the F2i Ligantia investment fund is also underway. The Region, which, together with the State, has invested over €250 million to date to connect the island to the rest of the world, is playing a key role. But it seems it wants to sell off this little gem.
Open case
The airport's privatization has been underway since September 8, 2023, when the Chamber of Commerce of Cagliari and Oristano, the majority shareholder with a 94.4% stake, passed Resolution 48, which concerns "the subscription to a capital increase in Ligantia through a contribution in kind of the stake held in Sogaer S.p.A." The objective: "to implement the Sardinian airport integration project," given that Ligantia already holds 71.25% of Sogeaal and 79.8% of Sogaer, the operators of Olbia and Alghero airports.
Unanimous position
But what's wrong with this commercial scenario, so much so that it has caused such diverse control bodies and supervisory bodies as the Court of Auditors and ENAC to unanimously align on the "no"? The former is the guardian of public finances, the latter oversees civil aviation. The answers can be found in the opinions issued, including those issued by ANAC, the Italian Anti-Corruption Authority, and by the Chamber of Auditors, which is responsible for assessing internal administrative and accounting compliance. These are consultative documents, non-binding but mandatory. The first point that everyone agrees on concerns the non-fungibility certificate that the Chamber of Deputies awarded to F2i Ligantia, identifying it as the "sole interlocutor," skipping the public tender. A "unilateral assessment" for the auditors, a characterization that "must be demonstrated and justified," ANAC wrote, but "this element continues to be missing from the agency's decisions."
The scenario
Upon completion of the privatization, if it goes through, F2i Ligantia will have virtually complete control of Sogaer, reaching 95.7%, according to the Antitrust Authority, the only authority to validate the operation from a competition perspective. The Court of Auditors, however, has rejected the Chamber's decisions almost entirely, dropping its 94.4% stake to 40.5%, the same as F2i Ligantia (the remaining shareholders are the Fondazione di Sardegna, American investors from BlackRock, and the Region). The Audit Section has identified "lacking justification" regarding the "strict necessity of the operation." Furthermore, with the sole management of the three Sardinian airports, the "interests rooted in the territory of jurisdiction," the protection of which a Chamber of Commerce is based, "exceed" its scope of action. Another "critical element" is the lack of "a public tender procedure to identify the transferee of the shares." According to the Court of Auditors, there are not even "standards of reasonableness" between the "functioning" of the Chamber and the "organizational model chosen," namely the transfer of shares in kind, "to pursue institutional objectives." Also noteworthy are the "motivational shortcomings regarding the exhaustiveness of the financial forecasts" for the operation.
Public role
Regarding the Region's role, one aspect needs to be clarified: Alessandra Todde's Campo Largo is agreeing to give up the airport with the prospect of a board of directors in which F2i Ligantia and the fund's direct shareholders, Fondazione di Sardegna and BlackRock, will select four of the nine directors. The Chamber of Deputies will appoint two more, in consultation with Ligantia, while the two shareholders will jointly select the same number. Finally, one will be designated by the Region, which currently has the power to appoint all members of the Chamber of Deputies Board (34, according to the website). Today, they represent 94.4% of Cagliari airport; tomorrow, much less. "President Todde should convene a meeting immediately; clarity is needed," urges the UGL.
Alessandra Carta
(2 – continued)
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