This was reported yesterday by two sources close to the matter.
Generali and Natixis, owned by French bank Bpce, have discussed a deal to create a major European fund manager at a time when the industry is under pressure to increase profit margins and support growing technology investments.
Generali's board of directors meets today to review the deal.
Generali's investment committee gives its opinion on M&A transactions worth at least 250 million euros, as well as strategic partnerships, including joint ventures.
As of September 30, Natixis managed assets worth 1.280 billion euros, compared to Generali's 843 billion euros.
The Italian company would contribute 650 billion euros to the combined entity, according to a source said earlier.
Stefano Marsaglia, a member of the committee representing Generali shareholder Francesco Gaetano Caltagirone, voted against the deal, a source close to the situation said.
Both Caltagirone and Leonardo Del Vecchio, another major shareholder in the group, expressed reservations about the deal over fears of excessive French influence in the partnership.
Caltagirone and Del Vecchio together control three of Generali's 13 board seats. The investment committee consists of six directors.
The deal will be reviewed by the government under "golden power" legislation, which gives Palazzo Chigi a say in transactions involving companies considered to be of national strategic importance.
Needing to refinance one of the world's largest public debts, the Italian government is keen to keep the asset managers in domestic hands so it can rely on domestic buyers in the event of a crisis.
In December, Prime Minister Giorgia Meloni said Italy must "be careful" to keep the "decision-making centers" that allocate domestic savings within its borders, to make sure the money is invested in Italy.
(Translated by Enrico Sciacovelli, editing Stefano Bernabei)