The Battle Over CEZ Is About More Than Energy

The Czech government is preparing a step that could reshape the ownership of energy giant CEZ, with the huge cost of the Dukovany nuclear expansion strengthening Prague’s push for greater control over the strategic energy sector.

Czech energy company CEZ is caught in a battle over state control, nuclear investment and minority shareholders. Photo: David W. Cerny/Reuters

Czech energy company CEZ is caught in a battle over state control, nuclear investment and minority shareholders. Photo: David W. Cerny/Reuters

Czech Prime Minister Andrej Babis is moving toward one of his government’s long-standing goals: the nationalization of energy giant CEZ, a process already set in motion by the previous government through the expansion of the Dukovany nuclear power plant. The project is expected to become the largest investment in modern Czech history.

The two new nuclear units at Dukovany are to be built by the South Korean company KHNP. Construction is expected to begin in 2029, with the first new unit scheduled for launch in 2036.

For CEZ, the financial burden is immense.

The official price of the two new units is estimated at CZK 407bn ($18.6bn). However, this figure is only a starting point.

Once the first fuel delivery, preparation costs and price escalation during the years of construction are included, analysts and project estimates suggest the final bill could rise to between CZK 600bn and CZK 800bn ($27bn–36bn).

And even that assumes the project is not significantly delayed and inflation does not rise again.

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The Price of Energy Security

The energy crisis that followed Russia’s 2022 invasion of Ukraine underscored the importance of state influence over energy production. Electricity is no longer merely a commodity, but part of a country’s security and sovereign infrastructure. Rising tensions in the Middle East have reinforced that shift.

Energy infrastructure is planned over decades and cannot be left entirely to market logic. Such projects require continuity that private investors often struggle to provide when political risk, regulation and construction costs keep shifting.

CEZ may therefore follow the path of France’s Électricité de France (EDF), which was fully taken over by the French state and delisted from the stock exchange in 2023. Before renationalization, the French government already controlled around 84% of EDF, while the Czech state currently owns almost 70% of CEZ.

In both cases, this is not the nationalization of a traditionally private company, but rather the completion of a hybrid model in which the state already exercises effective control while minority shareholders continue to trade shares publicly.

In France, the central argument for renationalization was the return to a long-term energy strategy focused on nuclear power and energy security. The logic in the Czech Republic is similar. Full control of CEZ would allow the state to align nuclear investment with its broader energy strategy without constant tension between political priorities, dividend expectations and minority shareholders.

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Political and Market Influences

Nationalization has therefore become the logical next step in the wider Dukovany project.

The process will have several major consequences. The first is political. If the Babis government fails to complete the operation, it may be perceived as a weakness ahead of the next election campaign. If it succeeds, it will be able to argue that it has secured control over both a strategic energy company and one of the largest investments in modern Czech history.

The second impact will affect the capital market. CEZ shares are among the largest and most liquid assets on the Prague Stock Exchange and are a key reason many investors enter the Czech market. If CEZ were to disappear from the exchange, Prague would lose one of its most important market drivers.

The third and most sensitive issue concerns minority shareholders.

The Czech state currently holds around 70% of CEZ's shares, but it would require a substantially larger stake to gain full control and remove the company from public trading. This is where the political logic of nationalization collides with investor confidence in the Czech capital market.

No Burden on the Budget?

Karel Havlicek, the first deputy prime minister and minister of industry and trade, said during the second Babis government that he wanted to nationalize CEZ without placing an additional burden on the state budget, which remains deeply in deficit.

At first glance, the idea appears unrealistic or at least politically convenient. Minority shareholders already feel disadvantaged by the so-called windfall tax, an extraordinary levy on energy profits introduced after the energy crisis for the years 2023 to 2025.

Some investors are now suing the state, arguing that the measure cost minority shareholders billions of Czech crowns in lost dividends. That legal dispute may now become one of their strongest bargaining tools.

If the government hopes to secure a peaceful takeover before full nationalization, withdrawing the lawsuit could become part of a broader compromise tied to a more favorable buyout offer. Once minority shareholders leave CEZ, some of the political and legal pressure currently facing the state would also disappear.

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A Critical Shareholders’ Meeting for CEZ

Havlicek’s earlier statements are now taking concrete form in the agenda for CEZ’s shareholders’ meeting on 1 June 2026. Investors are expected to vote on the “optimization of the ownership structure and governance”.

Behind this technocratic language lies the possibility of separating CEZ’s customer-facing operations into a new subsidiary. The new entity would likely include distribution, electricity and gas sales, trading, energy services and other customer-related activities.

Instead of financing a buyout of minority shareholders directly from the state budget, the government could first reorganize CEZ’s structure.

The newly created company could then be partially sold to investors, while CEZ and, indirectly, the state would retain a controlling stake of perhaps 51%. The proceeds from selling the minority stake could then finance the purchase of minority shares in the parent company.

The Cost of Full Control

Such a structure would allow Havlicek to argue that nationalization had not been financed directly by taxpayers, but through CEZ’s own resources.

The state’s current stake of almost 70% is sufficient for effective control of CEZ, but not enough to remove the company entirely from the stock exchange. To force out the remaining shareholders, the government would need to cross the 90% ownership threshold. That means acquiring roughly another 20% of shares before minority investors could be squeezed out at what would legally need to be a fair price.

The valuation of the new subsidiary will therefore become critical.

CEZ chief executive Daniel Benes has described estimates of around CZK 150bn ($6.8bn) for the unit as realistic, although he has also indicated that he expects a higher figure.

The size of that valuation will determine how much financial room CEZ has to buy shares from minority investors. The more money the sale generates, the easier it will be to offer a price high enough to persuade shareholders to sell voluntarily.

Much will depend on how the sale is structured. The new company could be listed on the stock exchange, sold to large financial groups or offered directly to existing major minority shareholders in CEZ. Each option would produce different consequences for valuation, transaction speed and investor willingness to accept the final offer.

The upcoming shareholders’ meeting will therefore mark the formal start of the battle over CEZ.

Formally, investors will vote on a corporate restructuring. In reality, the meeting represents the first major step toward deciding who will finance the nationalization of the Czech energy giant, how much minority shareholders will receive and whether the process can avoid a prolonged conflict between the state and investors.