The Ferretti shareholders’ meeting confirmed and sanctioned the hegemonic role of the Chinese partner Weichai within the Board of Directors. According to information gathered by The Vermilion, in the meeting which took place today, Thursday 14 May, exclusively online and behind closed doors, the list presented by Weichai prevailed with 52 percent of the votes compared to the names proposed by the Czech rival KKCG Maritime. The outcome of the vote provoked two main reactions in the world’s leading group for the construction of luxury yachts: the resignation of the honorary president, Piero Ferrari, and of the independent director, Stefano Domenicali, in addition to the contestation of the vote by KKCG which invokes golden power and has forwarded a complaint to the Presidency of the Council and to Consob due to “several subjects of Chinese nationality or in any case connected to the Weichai group” who have “purchased significant shareholdings in Ferretti in view of today’s assembly”.
The controversies in the assembly: who is in charge now at Ferretti
According to the list presented by Weichai before the vote, the company’s top management should now be made up of Tan Ning as president and Stassi Anastassov in the role of CEO, who will replace Alberto Galassi and will be the first foreign manager in the history of the group. But the names have not yet been formalized. The minority list KKCG, through the Azur vehicle, will be entitled to only one seat. Weichai, through Ferretti international holding, holds 39.531% of the share capital, while KKCG holds 23.23%.
The meeting promised to be tense. The representatives of KKCG Maritime had filed a formal request to “immediately inhibit the exercise of voting rights” by Weichai or, alternatively, postpone the meeting pending scrutiny by the competent authorities. The problem is the Ferretti division dedicated to patrol boats and related military technology, the Ferretti security division (Fsd), which has also activated supplies for the carabinieri, penitentiary police and navy.
The golden power node: “Ferretti is strategic for defense and national security”
Kkcg Maritime expressed “strong criticism regarding the integrity and validity” of today’s Ferretti meeting. KKCG denounces “possible concerted actions by shareholders linked to Weichai, potential failures to comply with information obligations and, more generally, compliance with the regulatory framework applicable to companies of strategic importance for defense and national security” and has written on these aspects to Palazzo Chigi and for information to Consob. “As documented by the Presidency of the Council of Ministers, Ferretti is among the companies that hold assets and relationships of strategic importance, i.e. of the Golden Power legislation – declare the lawyers of the shareholder KKCG – In particular, starting from 2016, Ferretti has created an internal division dedicated to the development of boats dedicated to the defense sector, called Ferretti security division which uses technologies developed in the civil sector for the design and construction of new boats for military use intended for institutional clients both both national and international” and this places it within the scope of companies holding strategic assets.
DOSSIER – Carabinieri yachts and patrol boats towards China: the war for Ferretti’s “Made in Italy” involves the Government
“Ferretti has progressively expanded its operational scope, therefore assuming a clear relevance also in the defense and national security sector through the development, design and construction of naval units intended for institutional and military uses. This evolution has led to a qualitative change in the nature of the activities carried out by Ferretti and the consequent already ascertained traceability of the same to the perimeter of companies holding strategic assets pursuant to articles 1 and 2 of the aforementioned golden power legislation”, they say.
Given Ferretti’s strategic qualification, “the Weichai group, as a controlling shareholder of non-European nationality, arose the precise obligation to notify the Presidency pursuant to the Golden Power legislation in relation to the holding of its shareholding in a company owning strategic assets for defense and national security”, they argue. “From the information obtainable from public sources and from available press articles, it emerges that the aforementioned notification obligation would never have been fulfilled by the Weichai group, which – despite controlling Ferretti – appears to have knowingly operated in violation of the obligations established by the golden power legislation”, they further state.
Ferrari and Domenicali resign with controversy
Piero Ferrari – honorary president and non-executive director – also left the sustainability, remuneration and strategic committees. In his resignation letter seen by The Vermilion he speaks of “frustration and disappointment with what I have seen in recent weeks”, due to “various entities aligned with one faction” having adopted “a strategy aimed at hindering such substantive discussion and voting. This is even more frustrating as these acquisitions have occurred in such a way as to appear below all existing regulatory thresholds”. Ferrari also cites “a certain arrogance during the entire takeover process, which prevented a neutral evaluation of the same”.
“All this has shone a huge light on this company, attracting the interest of the press and regulatory authorities, including the Presidency of the Council of Ministers which could raise the question of whether certain recent acquisitions by foreign entities are legitimate and have been carried out in compliance with current legislation – writes Ferrari – The ultimate consequences of the above summary are that, given the current circumstances, I can no longer associate my name and the history that my name represents for Italian industry with this company. A company that, as you all know, I love profoundly.”
Stefano Domenicali, an independent director, also left the board of directors and his roles in the appointments, control, risk and remuneration committees, of which he was president. In his resignation he states that Ferretti’s management “should reflect the highest standards of integrity and transparency”, adding that “what I have observed in recent weeks conflicts with the above-mentioned principles and is in clear contrast with my idea of what Ferretti should be”. In a statement, the company thanked both figures for their “important contribution” over the years.
New parliamentary question: Fdi “calls” Crosetto and Giorgetti
After the parliamentary question presented by the Northern League MP Alberto Gusmeroli, president of the Productive Activities Commission of the Chamber, Fratelli D’Italia, through the MP Gerolamo Cangiano and Emanuele Loperfido, also focuses on the Ferretti case by calling into question the Minister of Defence, Guido Crosetto, and the Minister of Economy, Giancarlo Giorgetti: “Official statements by Weichai top management, taken from public sources and published on the group’s website, attest to the transfer of advanced naval technologies from the Italian subsidiary to an industrial hub under construction in Qingdao, in the province of Shandong – as we wrote in Dossier – which explicitly includes the production of ships intended for public and security services, with possible applications in areas of military and maritime police interest of the People’s Republic of China; the possible confluence of technologies developed in the context of orders entrusted by the Italian Armed Forces to foreign industrial ecosystems would constitute an indirect transfer of sensitive operational capabilities”.
The text states “what urgent initiatives the Government intends to take, to verify the existence of the conditions for the exercise of special powers, to protect the continuity of supplies to the armed forces and state bodies and in order to prevent the transfer of sensitive technologies to state entities of third countries that are not members of the European Union or the Atlantic Alliance”.