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Fifa For Sale? | Wollens Solicitors Devon

The legal impact of opening football’s crown jewels to investors

Sports lawyer Marco Floreale comments on the current position:

For a brief period, world football appeared to be heading towards one of the most significant structural changes in its history, or to put it into football parlance, score a spectacular own goal from the foot of Gianni Infantino!

FIFA proposed establishing a new commercial subsidiary, FIFA Forward Enterprise, which would hold its commercial and event operations. External investors would have been invited to acquire minority, non-controlling stakes of up to 20 per cent, potentially raising around US$4.2 billion against a reported valuation of US$20 billion.

FIFA maintained that it would retain control over football governance, competitions, the international match calendar and all regulatory and sporting decisions.

The proposal was, however, withdrawn following intense opposition from across the game. UEFA led the criticism, with its 55 member associations reportedly agreeing to boycott FIFA events and competitions while the proposal remained active. This would have thrown FIFA’s U-20 Women’s World Cup into jeopardy, due to take place in Poland from the 5^th September.

UEFA has since indicated that it is considering legal action, arbitration and regulatory complaints connected with the plan, whilst the English and Welsh FA have publicly withdrawn backing for Infantino’s bid for a fourth term, making it easy to regard this episode as over.

In my view, that would be a mistake.

Only nine individuals have held the office of FIFA President since its introduction in 1904, demonstrating the usual longevity of the role. Indeed, Infantino was unopposed at the 2019 and 2023 elections, questioning whether the current FIFA electoral system does enough to hold the president to account.

Furthermore, Arsène Wenger’s intervention adds a further and particularly significant layer to the governance debate. As FIFA’s Chief of Global Football Development, Wenger stated that he had not been involved in the strategic plan and had first learned of it through media reports. He described its withdrawal as “absolutely necessary and beyond question”, emphasising the need for an independent FIFA that serves football with “commitment, transparency and integrity”.

FIFA documents state that investors would be given access to materials this very month, with terms being agreed in September. This demonstrates how advanced Infantino’s plans were, with potential external investors already identified and fully informed. At the same time, senior internal figures were left blindsided by the announcement of the plans. If they were not consulted or informed about a proposal of such magnitude, legitimate questions must be asked about the organisation’s internal decision-making, the breadth of consultation undertaken and whether its governance structures provided sufficient scrutiny before football’s most valuable commercial rights were placed on the table.

The proposal may have been abandoned, but it has raised fundamental questions about ownership, governance, accountability and the increasing role of private capital in football. Those questions will not disappear simply because this particular transaction did not proceed.

What was actually being sold?

There is an important distinction between selling part of FIFA and selling an interest in a company responsible for exploiting its commercial rights.

The proposal did not appear to involve investors purchasing voting rights in FIFA itself. Instead, investors would have acquired a minority interest in a commercial subsidiary responsible for activities linked to FIFA’s major competitions, reportedly including broadcasting, sponsorship, ticketing, licensing and event operations.

Legally, that distinction matters. It allowed FIFA to argue that regulatory authority would remain separate from the commercial investment and that investors would have no formal control over sporting decisions.

In practice, however, the dividing line between commercial and sporting decisions is rarely that clear.

The format of a tournament has commercial consequences. So does the number of teams, the frequency of competitions, the choice of host, the international calendar and the allocation of broadcasting rights. A decision may be characterised as sporting or regulatory, but it can still have a direct effect on the value of an investor’s stake.

That creates an obvious tension. A governing body is expected to act as steward of the sport. An investor is ordinarily entitled to expect the business in which it has invested to pursue growth, increase revenue and protect value.

Those objectives are not necessarily incompatible. The concern is what happens when they cease to align.

Can commercial influence really be ring-fenced?

A minority investor does not need formal control to have influence.

The legal documents supporting an investment of this size would usually address matters such as board representation, information rights, reserved matters, financial reporting, business plans, exit rights and protections against decisions that materially reduce the value of the company.

The precise rights contemplated under the FIFA Forward Enterprise proposal have not been made public in sufficient detail to allow firm conclusions to be drawn. Nevertheless, the broader legal issue is clear. If an investor commits billions to a commercial enterprise, it will expect meaningful contractual protection.

The question, therefore, is not simply whether an investor has the legal power to change the rules of football. It is whether the financial expectations created by the investment could begin to influence the environment within which those rules are made.

For example, there may be pressure to expand competitions, create additional commercial inventory, revisit tournament cycles, increase ticketing or hospitality revenues, or prioritise markets offering the greatest growth.

None of those outcomes follows automatically from private investment. They are, however, foreseeable areas of tension which any governing body would need to address through clear constitutional safeguards and a properly documented separation of powers.

The governance issue

The strongest criticism of the proposal concerned not only what was being proposed, but how it had been developed.

UEFA said that football’s governance and its “soul” were not assets to be traded and questioned the transparency surrounding who might benefit financially. Following the withdrawal, lawyers acting for UEFA issued a document-preservation notice and said that legal action, arbitration or regulatory complaints were under consideration.

The fact that the proposal was withdrawn does not necessarily remove the possibility of scrutiny.

Depending on the governing documents and applicable law, questions may arise as to:

Who had the authority to develop and negotiate the proposal;
What approvals were required from the FIFA Council, Congress or its member associations;
Whether potential conflicts of interest were properly identified and managed;
What information was provided to decision-makers;
Whether the proposed process met applicable standards of transparency and good governance;
Whether any commitments or preliminary arrangements were entered into before the necessary approvals had been obtained; and
What duties were owed when assessing the long-term value and risk of the transaction.

It is not suggested that any breach has been established. The current significance of UEFA’s position is that the dispute may move beyond political disagreement into a more formal legal or regulatory process.

That is an important development. Sport’s governing bodies have considerable autonomy, but that autonomy does not place their commercial activities beyond legal challenge.

The conflict-of-interest question

Any transaction of this nature would require a particularly robust conflicts framework.

The relevant questions would extend beyond whether an individual had a direct financial interest. They would include relationships with prospective investors or advisers, future employment possibilities, institutional loyalties and any personal involvement in the conception or negotiation of the transaction. It is noteworthy that the venture capital firm, Thrive, expected to lead the investment group is founded by Joshua Kushner, the brother of Donald Trump’s son-in-law.

A properly governed process would ordinarily require clear declarations of interest, independent advice, suitable recusals and a detailed audit trail showing how decisions had been reached.

This is not merely a technical compliance exercise. Where a governing body is dealing with assets linked to competitions of global significance, confidence in the process is almost as important as the eventual commercial outcome.

If stakeholders do not understand who is advising, who is benefiting and who is taking the ultimate decision, even a financially attractive transaction can become unsustainable.

What if UEFA challenges FIFA?

The dispute also illustrates the practical limits of governing power.

FIFA sits at the top of the international football structure, but it remains dependent on national associations, confederations, clubs, players, sponsors, broadcasters and supporters for its competitions to function.

UEFA’s reported willingness to support a boycott demonstrated the commercial and political leverage held by major stakeholders. Its subsequent legal warning has raised the possibility of court proceedings, arbitration or complaints to regulators.

The precise legal forum for any challenge would depend on the cause of action, the relevant constitutional documents, contractual arrangements and applicable national or international law.

Possible areas of scrutiny could include corporate authority, constitutional compliance, competition law, conflicts of interest and the treatment of commercial rights. These are potential legal issues rather than established claims, and much would turn on documents that are not currently public.

What is already clear is that authority in football is not exercised in isolation. A governing body may possess formal power under its statutes, but it must also retain sufficient legitimacy for stakeholders to accept its decisions.

The rapid withdrawal of the proposal is a powerful example of that distinction.

Is private investment itself the problem?

Private capital is already a major feature of professional sport.

It can provide funding for infrastructure, technology, media development, women’s football, grassroots programmes and growth in emerging markets. Used properly, external investment can support long-term development and allow sporting organisations to access expertise that may not be available internally.

The issue is not that investment and football can never mix. The issue is what investors are acquiring, what rights they receive and what safeguards protect the sporting purpose of the organisation.

Investment at club or league level is one thing. Investment in the commercial operations of the body responsible for regulating the global game is qualitatively different.

Any future proposal would need to demonstrate, at a minimum:

A genuine separation between commercial ownership and regulatory decision-making;
Full transparency concerning investors, advisers and beneficiaries;
Independent scrutiny of the valuation and transaction terms;
Clear conflict-of-interest procedures;
Meaningful consultation with senior decision-making figures, confederations and member associations;
Protection against investor influence over competition formats and the match calendar;
Enforceable commitments governing how proceeds are distributed; and
A clear exit mechanism that does not expose football to future financial or operational instability.

Without those protections, minority ownership may be non-controlling in name but influential in reality.

What does this mean for clubs and other stakeholders?

For clubs, leagues and national associations, the episode is not an abstract governance dispute.

Commercial decisions taken at governing-body level can affect fixture congestion, player welfare, revenue distribution, sponsorship arrangements, media rights and fan accessibility to competitions. They can also create new contractual and regulatory risks.

When a governing body changes the way, its competitions are funded or commercially exploited, clubs should consider:

Whether existing participation, commercial and constitutional agreements allow the proposed changes;
How revenues and liabilities will be allocated;
Whether new competitions create additional employment and player-welfare obligations;
Whether sponsors or broadcasters obtain expanded or conflicting rights;
What dispute-resolution mechanisms apply; and
Whether decisions can be challenged under governing-body rules or wider law.

The principal lesson is that major structural changes in sport should not be viewed solely through a commercial lens. The sporting, regulatory and legal consequences need to be considered together. It is vital to involve member associations and clubs in the charge, rather than face their resistance afterwards.

Final thoughts

Private investment is not automatically inconsistent with good governance. However, when the assets under consideration sit at the heart of the global game, transparency and independence cannot be treated as secondary issues.

Football may be an extraordinary commercial product, but it is also a regulated sporting ecosystem built on the confidence of its participants and supporters.

The central question is therefore not simply whether football’s crown jewels can be sold.