Trump now wields sweeping veto power over U.S. Steel. Here’s how the ‘golden share’ works

President Donald Trump now personally holds sweeping veto power over U.S. Steel’s decisions in key areas, according to an amended corporate charter filed with the Securities and Exchange Commission.

U.S. Steel says Trump holds what the White House calls a “golden share” in the Pittsburgh-based company. The amended charter, however, does not reference future presidents. Instead, it says the veto power passes to the Treasury and Commerce Departments as representatives of the U.S. government after Trump leaves office, according to the SEC filing.

Trump approved the controversial merger of U.S. Steel with Japan’s Nippon Steel on June 13, after the companies signed a national security agreement with the U.S. and accepted the “golden share” arrangement. Trump opposed the deal in the runup to the 2024 president election.

Trump’s direct involvement in measures to address the government’s national security concerns is unprecedented, said Stephen Heifetz, a lawyer who previously served on the Committee on Foreign Investment in the United States (CFIUS), the agency that reviewed the U.S.-Nippon deal.

But it is also, arguably, all for appearances sake, Heifetz said. The Treasury and Commerce Departments, which will exercise the “golden share” after Trump leaves office, are arms of the executive and work for the U.S. president, Hefeitz said.

“We have a golden share, which I control, or president controls,” Trump told reporters at the White House on June 12. “Now I’m a little concerned, whoever the president might be, but that gives you total control.”

The golden share gives Trump, and later the Treasury and Commerce Departments, veto power over the following business decisions at U.S. Steel, according to the SEC filing:

• Changing U.S. Steel’s name, moving its headquarters from Pittsburgh, and relocating the company outside the U.S.
• Closing, idling, selling production locations through 2035, and U.S. Steel’s Granite City Works through 2027.
• Cutting the base salary of employees through 2030.
• Reducing, waiving or a delaying the timeline set out for $10.8 billion in capital investment.
• Acquiring any business in the U.S. that competes with U.S. Steel or its suppliers.

United Steelworkers International President David McCall said Trump, through the golden share, “has assumed a startling degree of personal power over a corporation.” The White House didn’t immediately respond to a CNBC request for comment.

Trump avoided calling the deal between U.S. Steel and Nippon a merger or acquisition, describing it instead as a “partnership.”

But U.S. Steel is now a wholly owned subsidiary of Nippon Steel North America, and its shares stopped trading on the New York Stock Exchange on June 18 when the deal closed. U.S. Steel is scheduled to be formally delisted from the exchange on June 30.