· THE LONG TERM PARTNERSHIP RELATIVE TO PIRELLI BETWEEN CHEMCHINA, CNRC, SILK ROAD FUND, CAMFIN AND MARCO TRONCHETTI PROVERA & C S.P.A. CONTINUES
· RENEWS SHAREHOLDERS AGREEMENT FOR PIRELLI UNTIL 2023
· CHEMCHINA AND CAMFIN STABLE SHAREHOLDERS OF PIRELLI
· THE CENTRAL ROLE OF MARCO TRONCHETTI PROVERA TO GUIDE PIRELLI AND IN THE SELECTION OF A SUCCESSOR BY OCTOBER 2022 CONFIRMED
Beijing 30 July 2019 - China National Chemical Corporation Ltd. (ChemChina), China National Tire & Rubber Corporation Ltd. (CNRC), Camfin S.p.A. (Camfin) and Marco Tronchetti Provera & C. S.p.A. have reached the agreement for the renewal of the shareholder agreement that was signed on July 28, 2017 ahead of the listing of Pirelli & C. S.p.A. (Pirelli) the formal signing of which will take place on August 1, 2019.
The parties evaluated the opportunity of renewing the shareholder agreement - with effect from the date of the calling of the Pirelli Shareholders’ Meeting to approve the results for the year ending December 31, 2019 and for a further three years from that date (and therefore until the spring of 2023) - with the aim of:
- reaffirming the stability of the partnership between ChemChina/CNRC, Silk Road Fund and Camfin/MTP, in continuation of and coherence with the principles of governance already established in the current shareholder agreement and in any case with the goal of the creation of value for Pirelli and all its shareholders.
- confirming the role of stable shareholders in Pirelli of ChemChina and Camfin/MTP with the latter maintaining for the duration of the renewal the stake currently held in the company above 10% of Pirelli.
- confirming the central role of Marco Tronchetti Provera, in the roles of Executive Vice Chairman and Chief Executive Officer, (i) to guide the top management of Pirelli ensuring the continuity of the management culture of Pirelli and (ii) in the designation of his successor, with the activation of the succession procedure which must be completed by October 2022, six months before the renewal of the Pirelli board of directors foreseen in the spring of 2023.
For the renewal of the Board which will be composed of 15 members and which will maintain a majority of independent Board Members, the shareholders CNRC and MTP have agreed to indicate a number of components in proportion to shares held and therefore 9 board members (of which 4 independent) will be designated by CNRC, 3 board members (of which 1 independent) will be designated by MTP, and 3 independent board members will be destined to minorities.
The agreement relative to the renewal of the shareholder agreement stipulated on July 27, 2017, will be published in the terms of and in accordance with article 122 of Legislative Decree 58/1998.
