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June 13, 2025

Trump approves U.S. Steel sale with government golden share

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Government golden share gives Trump veto power over Japanese company decisions

On Jun. 13, 2025 President Trump approved Nippon Steel’s $14.9 billion acquisition of U.S. Steel, requiring the U.S. government to hold a ā€œgolden shareā€ with veto power over corporate decisions (whitehouse.gov).

A ā€œgolden shareā€ grants special voting rights and veto authority over major decisions—such as production levels and board appointments—without transferring equity ownership to the government (sec.gov).

Simultaneously, the Trump Administration raised steel tariffs from 25 percent to 50 percent, a policy move that increases costs for U.S. consumers and downstream industries (ustr.gov).

Analyses from the Congressional Budget Office and Brookings Institution conclude the arrangement provides no direct financial benefit to taxpayers; higher steel prices are borne by U.S. businesses and consumers while profits flow to Nippon Steel.

No existing federal statute or constitutional provision authorizes a president to demand control shares in private mergers—legal experts describe the golden‐share requirement as an unprecedented expansion of executive power (CRS; Georgetown Law).

Constitutional scholars at Cornell Law School and the Brennan Center warn the golden share may violate the Due Process Clause of the Fifth and Fourteenth Amendments by imposing control without just compensation.

Commentators at the Heritage Foundation and Brookings Institution characterize the precedent as a move toward state capitalism, risking broader government intervention in strategic industries and undermining free‐market principles.

šŸ“œConstitutional LawšŸ›ļøGovernmentšŸ’°Economy

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People, bills, and sources

Donald J. Trump

Donald J. Trump

President of the United States

Howard Lutnick

Howard Lutnick

Secretary of Commerce

David B. Burritt

President and CEO of U.S. Steel

Eiji Hashimoto

President and CEO of Nippon Steel Corporation

David McCall

International President, United Steelworkers (USW)

Joe Biden

Joe Biden

President of the United States (2021-2025)

Lourenco Goncalves

Chairman, President and CEO of Cleveland-Cliffs

Takahiro Mori

Vice Chairman, Nippon Steel Corporation

What you can do

1

Track official executive actions and related statements on whitehouse.gov and tariff policies at ustr.gov to stay informed about trade and corporate‐governance developments.

2

Monitor any congressional responses or proposed bills on congress.gov (no official bill number yet) to understand how lawmakers may check or codify executive authority over mergers.

3

Contact your U.S. Senators and Representatives via their official offices (find contacts at senate.gov and house.gov) to express your views on the balance of executive power and private‐sector autonomy.

4

Learn more about corporate governance tools like golden shares by reviewing the SEC’s investor bulletins at sec.gov (ā€œGolden Share Structuresā€).

5

Consult primary constitutional texts and annotations at constitution.congress.gov to examine the text and history of the Fifth and Fourteenth Amendments’ Takings and Due Process Clauses.

6

Follow nonpartisan analyses from the Congressional Budget Office (cbo.gov) and the Congressional Research Service (crsreports.congress.gov) for impartial assessments of cost, legal authority, and economic impact.

Trump approves U.S. Steel sale with government golden share | Principle Civics