Cleary Gottlieb Steen & Hamilton is advising ABN Amro on its audacious bid to acquire Italian bank Banca Antonveneta.
It is believed that, if successful, it would be the first time that a non-domestic bank has gained control of an Italian bank.
ABN Amro is already a 13 per cent shareholder in Banca Antonveneta and has instructed Cleary to advise on its public offer to acquire the outstanding €7.545bn (£5.16bn) share capital of the Italian bank.
Antonio Fazio, governor of the Bank of Italy, has traditionally vetoed attempts by foreign banks to invest in Italy and has given preference to domestic mergers or to the privatisation of state banks instead.
However, low interest rates have made Italian banks attractive to foreign investors and the European Commission in Brussels wants to ensure that Italy's banking market is accessible to them.
If Fazio denies ABN Amro authorisation, he can only do so for prudent reasons. "If these cannot be proved, the Commission can intervene and declare a violation of the Treaty of Rome and free movement of capital," said a source close to the deal.
The team at Cleary is led by partners Mario Siragusa, Giuseppe Scassellati-Sforzolini and Roberto Casati. Banco Antonveneta is being ad-vised by professor Renzo Costi, a sole practitioner based in Bologna. Goldman Sachs is the financial adviser to Banca Antonveneta.