Pirelli investors approve new board members

Milan, Italy – Pirelli investors on Monday approved a new board for the tire maker, giving it a new three-year governance set-up after the Italian government last month took steps to curb the influence of the company’s leading Chinese investor.

Andrea Casaluci, previously General Manager Operations, has been promoted to CEO, Pirelli said in a statement. He succeeds Marco Tronchetti Provera, the Italian businessman who has been in charge since 1992.

The 75-year-old Tronchetti Provera, whose Camfin vehicle is Pirelli’s second largest shareholder, retains a strong voice in the new 15-strong board in the role of executive vice chairman.

Pirelli’s new chairman is Jiao Jian, the chief executive of leading shareholder Sinochem (600500.SS), the state-owned Chinese group.

The Italian government used “golden power” legislation that protects key national assets to impose prescriptions on the proposed renewal of a governance pact between Sinochem and Camfin.

The intervention strengthened the influence of Camfin even though it has a smaller stake than Sinochem in the company, the tyre supplier for Formula One motor racing. Camfin holds a 14.1% stake while Sinochem has 37%.

As part of the measures, Camfin retained the power to designate Pirelli’s CEO and set strategies, with limited power for Sinochem to influence the group’s management.

Twelve members of the new board were appointed from a majority slate presented by Sinochem, which included, based on the amended governance agreements, four Camfin-indicated members, including Casaluci and Tronchetti Provera.

Pirelli’s investors – which also include China’s state-owned Silk Road Fund, with a 9% stake, and Italian brakes maker Brembo (BRBI.MI) with around 6% – approved the new board, with around 84% of the shareholding represented at the meeting voting in favour.

Holders of more than 84% of Pirelli’s voting capital participated at the meeting, the company said.