*

Company says Rome's 'golden powers' mean Sinochem not in

control

*

Resolution opposed by five directors, including chairman

*

Sinochem's stake seen as a hurdle for Pirelli's U.S.

ambitions

*

Sinochem says it's firmly opposed to the board's decision

(Adds Sinochem response in paragraphs 6-7, context throughout)

By Giulio Piovaccari

MILAN, April 28 (Reuters) - Italy's Pirelli

said on Monday that the government's "golden powers" in the

company meant it was no longer controlled by China's Sinochem

, in a move that might make it easier for the tyre

maker to expand in the United States.

Pirelli's Chinese and Italian shareholders have been at odds

over the group's governance, with the company and its

second-largest investor Camfin saying Sinochem was posing a

hurdle to ambitions to expand in the U.S., one of its key

markets.

The Italian government intervened in 2023 to curb

state-controlled Sinochem's influence in Pirelli and protect the

autonomy of its management under so-called "golden power"

legislation for companies deemed of strategic importance.

Following that move, Pirelli's board said on Monday it had

passed a resolution declaring that Sinochem no longer controlled

the company. It described that as "a first, but not decisive,

step on the path to the necessary adjustment of company

governance to regulatory constraints in the USA".

"Management therefore reaffirmed it will continue its

dialogue with the main shareholders to align Pirelli's

governance with American regulations, particularly regarding

connected vehicles, in the interests of the company and all its

stakeholders," it added.

Sinochem, which holds a 37% stake in Pirelli, said it was

firmly opposed to the board's decision, arguing the golden

powers ruling did not envisage any clause stripping it of

control.

Sinochem did not elaborate on possible countermeasures,

including whether it might contest the board's move in court.

The U.S. is cracking down on Chinese technology in the

automotive industry, banning key software and hardware from

Chinese-controlled companies in connected vehicles on U.S.

roads. Software prohibitions take effect in the 2027 model year,

those on hardware in 2029.

Some of the tyres Pirelli makes, so called Cyber Tyres, are

fitted with a technology to collect data during motion and

transfer the information in real time to the vehicle.

Last month, Pirelli said it had put on hold plans to invest

further in the U.S. due to regulatory issues linked to having

Sinochem as its largest investor.

Pirelli said nine out of 15 board members voted in favour of

Monday's resolution. Chairman Jiao Jian and four other Chinese

board members voted against. Another Chinese member abstained.

The resolution was backed by Camfin's four board directors,

three board members representing institutional investors as well

as two Italian directors appointed by Sinochem.

Pirelli shares closed down 0.5%.