Pirelli, Sinochem's control fails but clashes with Chinese partner
The go-ahead for the accounts comes by majority vote. Dialogue continues to align governance with US standards
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Key points
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"Sinochem's control" over Pirelli has ceased. This was decided by the Italian group's board of directors, "pursuant to accounting standard Ifrs 10, by majority vote". The board of directors therefore approved the financial statements as of 31 December 2024 with nine out of 15 directors voting in favour. Chairman Jiao Jian and directors Chen Aihua, Zhang Haitao, Chen Qian and Fan Xiaohua voted against, while Tang Grace abstained. The board will propose to the shareholders' meeting to distribute a dividend per share of EUR 0.25 for a total of EUR 250 million.
The Decision
.The decision on Sinochem's lack of control over Pirelli 'represents a first, but not decisive, step in the process of the necessary adjustment of corporate governance to regulatory constraints in the US'. The management recalls this in a note. The US is "a key market in the high value tyre segment and in the development and diffusion of Cyber Tyre technology. The management,' the note continues, 'has therefore reiterated that it will continue its dialogue with the main shareholders to bring Pirelli's governance into line with US regulations, in particular those related to connected vehicles, in the interest of the company and all its stakeholders'.
Sinochem opposes, we have quota to dominate assembly
Marco Polo International Italy 'expresses deep disappointment and firm opposition regarding the assessment of control expressed' by Pirelli. This was stated by the Chinese partner in a note. The Golden Power "does not include any provision that deprives Mpi of control over Pirelli, on the contrary, it presupposes it" and "among other things, Mpo continues to hold a relevant percentage for the exercise of a dominant influence in the ordinary shareholders' meeting and therefore to have control over Pirelli, despite not exercising management and coordination activities in implementation of the Golden Power decree". "As a responsible shareholder of Pirelli, we have always strictly complied with Italian and foreign laws, and we will continue to do so," the note states.
Pirelli rejects Sinochem statements: management analysis correct
Pirelli 'rejects the content' of the statements made by Marco Polo international Italy (Sinochem), and confirms, in a new note released in the evening, 'the correctness of the analyses conducted by management and approved by the board of directors'.
The company recalls, in the same note, that, 'also as a result of the Consob measure, the board of directors was called upon to carry out an assessment on the permanence of control pursuant to Ifrs10 as a consequence of the adoption of the Prime Minister's Decree of 16 June 2023 and to provide evidence thereof in the financial reports. This assessment and its conclusions are detailed in the directors' report to the financial statements, which will be made available by 30 April next'.

