The purchase of Addiko Bank: where does business end and politics begin?

At first glance, the purchase of Addiko Bank in Montenegro appears to be just another in a series of banking acquisitions. Such ownership changes are not uncommon. Banks buy other banks, foreign investors enter new markets, and regulators assess their financial strength, reputation, and ability to responsibly manage the banking system.

However, this transaction differs from most of the previous ones in one important way. The main story is not the bank that is being bought, but the business group that is buying it.

The new ownership structure of Addiko Bank raises questions that go beyond the usual financial framework. They concern the way the investor built its market position, the pattern of its development, and the possible consequences that such a business model could have for a small and open economy like Montenegro's.

This article does not aim to prejudge whether this investment would be good or bad for Montenegro. Its goal is simpler - to explain, based on publicly available facts, why this purchase deserves significantly more serious economic and institutional attention than is usually the case when a bank gets a new owner.

Most Montenegrins have probably never heard of Davor Macura. In Serbia, however, he has become one of the most notable names on the business scene in recent years thanks to the meteoric expansion of Alta Group.

His business journey began in 2008 with a currency exchange office in Zemun. This was followed by expansion into payment transactions, leasing and banking, and a key turning point was the purchase of the small Jubmes Bank, later renamed Alta Bank.

The real momentum came in 2023. In an industry where the market position and trust of the largest banks are built over years, often decades, Alta Banka has increased the number of current accounts by almost 460 percent in just two years, while its assets have increased many times over. Such a pace irresistibly reminds us of the former meteoric rise of the local Prva Banka - and we know how it succeeded in doing so. So how was such momentum created in this case?

The answer lies largely in entering the financial flows of the largest state systems in Serbia. At the end of 2023, Alta Pay, without conducting a public tender, became a partner of the Serbian Electric Power Company (EPS) for electronic payment of electricity bills. Shortly thereafter, the account to which citizens pay their electricity bills was transferred from the Treasury Administration system to Alta Bank.

For a bank, this does not only mean income from commissions. It means a daily inflow of huge funds, rapid growth of the deposit base, thousands of new clients and a sudden strengthening of the market position. EPS announced that this is an organizational model of collection, while part of the professional public and the opposition criticized the way in which the job was awarded and its possible consequences for market competition.

In the same period, deals were also made with the Serbian Post, Belgrade City Transport, Parking Service, the Serbian Automobile and Motorcycle Association, and Air Serbia. An illustrative example is the Serbian Post tender for the procurement of 100 electric delivery vehicles, which received only one bid - from a consortium that included Macura's leasing company.

While the money from state systems flowed to the Alta Group, according to research by N1 and BIRN, it also flowed in the opposite direction during the same period: both Macura personally and the Alta Pay Group as a corporate client paid funds into the fund of the ruling Serbian Progressive Party.

In parallel with its expansion in the financial sector, Alta Group is making a major leap forward in the real estate sector. By purchasing the assets of the former industrial giant IMT for around 70 million euros, Macura's company gains control over approximately 35 hectares of one of the most attractive construction lands in New Belgrade.

The timing of the deal attracted particular attention. Just before its conclusion, the Serbian Parliament amended the Law on Planning and Construction and abolished the fee for converting land use rights into ownership rights. Although the amendment applied to all owners covered by that regime, economic journalists and analysts pointed out that among its largest individual beneficiaries was the company that took over IMT. According to their estimates, the value of the avoided obligation exceeded the amount paid for the purchase of the factory itself by several times.

A new wave of expansion followed in April this year, when Alta Retail took over the Idea, Roda and Mercator retail chains in Serbia - a network with more than 330 stores and over 8.000 employees. For a reader in Montenegro, the scale of this deal is perhaps best understood through a simple comparison: it would be like one investor becoming the largest food retailer in the country in a very short period of time.

The latest step is the agreement to take over Addiko banks in Serbia, Bosnia and Herzegovina and Montenegro - the final implementation of which still needs to be approved by the relevant regulators in all three countries. What gives this transaction additional attention is what happened in 2024, when Macura tried to buy almost a third of Addiko Bank AG itself. The European Central Bank then found that Alta Pay and another company, registered at the same address as Macura's other companies, had jointly and undeclaredly accumulated a stake of more than 19 percent - and therefore suspended their voting rights.

When all these events are placed on the same timeline, it becomes clear that in just a few years, Alta Group simultaneously entered banking, payment transactions, trade, and real estate, largely through cooperation with the state systems of a country.

Business empires are not created in a vacuum. They are created in a specific political, economic and institutional environment - that is why it is not only important how much a company has grown, but also how it has built its market position. That is why the purchase of Addiko Bank cannot be seen as another routine banking acquisition.

This is particularly important for Montenegro. Its economy is small and fragile, its market is limited, and the number of large players is relatively small. In such conditions, the moves of large regional business systems can change market relations much more quickly than in large countries.

If a certain investor has built its market position through intensive business with the largest state systems and in an environment where political decisions have had a significant economic impact, it is entirely legitimate for the country that the investor is entering to assess whether such a business model could have consequences for its market.

This is not a question of relations with one country or one investor. It is a question of responsible management of market risks, protection of fair market competition and preservation of trust in institutions.

Montenegro is today concluding negotiations on membership in the European Union. This does not only mean opening the market to capital and investments. It also means building strong and independent institutions that will protect market competition, ensure transparency and consistently apply the same rules to all market participants.

That is why its institutions have an obligation to assess this major investment not only through formal financial indicators, but also through the broader institutional and market context in which it was created.

Rapid growth in itself is neither good nor bad news - it is, as we saw in the example of Prva banka, a signal that something needs to be explained. Montenegro has already paid for this lesson dearly. That is why there should be no doubt today whether this kind of business development represents a sufficiently serious regulatory signal to justify a comprehensive and detailed review before making a final decision on this transaction.

The author is an economic analyst