Divergent Evaluations in Pirelli Shareholder Agreements Amid Control Changes

Milan, Italy – On June 17, 2025, Pirelli & C. S.p.A. (hereafter referred to as Pirelli) disclosed critical updates regarding its shareholder agreements, highlighting a significant divergence in evaluations between Camfin S.p.A (Camfin) and Marco Polo International Italy (MPI Italy) regarding the cessation of control by Sinochem Group. This announcement came in compliance with Article 128 of the Issuers Regulation (Regolamento Emittenti) approved by Consob, as stated in the official release from Pirelli.

The shareholder agreement includes pivotal parties such as the China National Chemical Corporation, China National Tire & Rubber Corporation Ltd., and CNRC International Limited, among others. In the report, Camfin asserted that there is currently no entity capable of exercising meaningful control over Pirelli. This assertion follows the ordinary shareholders' meeting on June 12, 2025, where approximately 57.07% of the present capital voted in favor of the company's financial results for the year ending December 31, 2024. In contrast, 42.90% of the voting capital, represented by MPI Italy, opposed the results, underscoring the internal divisions within the company's shareholder landscape.

The latest extract diverges from a prior report issued on May 27, 2025, which suggested a different evaluation of control dynamics within Pirelli. In light of these developments, the implications for Pirelli’s governance structure and future operational strategy are significant.

### Context and Significance

Pirelli, a major player in the global tire industry, has long been subject to scrutiny regarding its ownership structure and governance, particularly after the acquisition of controlling stakes by Chinese entities. The divergence in evaluations by Camfin, led by Marco Tronchetti Provera, and MPI Italy reflects deeper tensions and differing strategic visions for the company’s future, particularly in the context of its operational independence and potential shifts in corporate governance.

Dr. Elena Rossi, a corporate governance expert at Bocconi University, commented on the situation: "The ongoing disputes among shareholders signal not only differing financial interests but also contrasting strategic priorities for Pirelli’s future. The implications of these disagreements could influence the company’s operational strategies moving forward, especially amid a competitive global market."

### Diverging Perspectives

The contrasting views about control and governance structure highlight the complexities of corporate ownership in a globalized economy. According to a report published by the International Institute for Corporate Governance in 2023, effective governance is critical for maintaining investor confidence and ensuring long-term sustainability. Dr. Samuel Chen, a leading researcher in corporate governance from the University of Milan, stated, "When significant shareholders disagree on fundamental issues, it can lead to instability in leadership and strategic direction, which is detrimental to the company’s market position."

From a financial perspective, the Asian investment in Pirelli has brought both opportunities and challenges. An analysis from Deloitte, published in their 2024 Global Automotive Industry Outlook, emphasized that foreign investments can enhance technological advancement and market reach but may also complicate governance structures, particularly in cases where cultural and strategic priorities differ.

### Implications and Future Outlook

The revelations from Pirelli's recent shareholder agreements could have far-reaching implications not only for the company but also for the broader automotive sector. As companies navigate the complexities of international ownership, the need for clear governance structures becomes increasingly pertinent. Furthermore, as the tire market evolves with advancements in electric vehicle technology and sustainability practices, the ability of Pirelli to maintain a cohesive strategy amidst internal disagreements will be crucial.

In conclusion, the ongoing divergence in evaluations between Camfin and MPI Italy reflects broader trends in corporate governance and international finance. Stakeholders will need to closely monitor the developments within Pirelli as they may serve as a bellwether for similar companies navigating complex ownership structures in the global marketplace. The next steps for Pirelli, especially concerning its governance and operational strategy, will be pivotal in shaping its future trajectory in an increasingly competitive environment.