SuperyachtNews.com - Business - TISG’s corporate chaos continues

By Conor Feasey

TISG’s corporate chaos continues

A share price plummet, an executive exodus, one viral dressing down and now a competing legal narrative paint a rather grim picture for The Italian Sea Group…

The crisis engulfing The Italian Sea Group (TISG) has taken a decisively judicial turn as of 9 March. Chief executive and now chairman Giovanni Costantino has filed a criminal complaint against a group of former senior executives, alleging they conspired against the company. The move comes amid a barrage of controversial finger-pointing at the shipyard conglomerate, including unpaid wage-induced strikes, a subsequent €25 million emergency injection, boardroom musical chairs and share price plummets.

Costantino alleges that the former executives, who headed key corporate functions and are said to have acted in coordination, carried out “a series of coordinated actions aimed at concealing the actual management of orders and providing the Chief Executive Officer of TISG with accounting and managerial information relating to specific orders that did not correspond to the true situation.”

The altered documentation is said to have encompassed cash flow reports, project budgets and bank statements, resulting in what the complaint describes as a situation “entirely unknown and not identifiable by the CEO of TISG”. The complaint has been filed with the Public Prosecutor’s Office at the Court of Massa.

But perhaps more tellingly, the following day, the company’s Deputy Statutory Auditor, Roberto Scialdone, tendered his resignation with immediate effect, rather conspicuously citing personal reasons. The company confirmed that he held no shares and would receive no compensation and that the Board of Statutory Auditors remains duly constituted and operational, although the move has problematic optics for TISG regardless.

These developments are the latest in a sequence that has unravelled with some speed since mid-February, when TISG’s board convened on 18 February and first disclosed extra-budget costs across the majority of its orders in progress. The cash drain had been severe enough to delay employee salary payments by eight days. Employees at the firm’s Marina di Carrara yard staged a two-hour strike, prompting the local prefect to contact Costantino and agree a roundtable involving the mayor, trade union associations and the Port Authority.

The episode was given added texture by a video that circulated widely on WhatsApp and social media earlier this year, showing Costantino addressing employees in notably forthright terms. In it, he accused certain managers of disloyalty for exceeding order budgets, described their conduct as reckless and irresponsible, pointed to the €25 million he had personally injected into the company to address the shortfall and warned that those responsible would pay for their actions.

The €25 million interest-free shareholder loan was funded via Costantino’s GC Holding firm on 19 February, which holds a 53.6 per cent stake in TISG. The loan is subordinated to the company’s existing bank financing pool and is not due for repayment until 31 December 2032. Global audit firm KPMG was subsequently engaged to conduct an independent forensic review of the extra-budget costs. A preliminary red-flag report based on a sample of orders is expected around mid-April, with more comprehensive sampling to follow over the subsequent two months.

TISG shares had already experienced a sharp and contested decline in recent years,
with the most acute phase of that earlier sell-off driven by a tariff-induced global risk-off
move in early 2025. The stock never recovered.

One of the most striking aspects of the saga, however, is the executive exodus that preceded the judicial escalation. On 26 February, chairman Filippo Menchelli and vice chairman Marco Carniani both resigned with immediate effect, stating they were acting “in order to safeguard their honour and professional reputation”.

Both directors declared that they “fully contest the statements made by the CEO during the Board of Directors meeting held on 18 February 2026” and stated their intention “to independently verify the proper management of the Company in recent years by the CEO, reserving the right to disclose the results of such activity once completed.”

The following day, a third director, Laura Angela Tadini, stepped down due to a disagreement over the appointment of a new datore di lavoro (employer representative) to replace Menchelli. Under Italian law, the datore di lavoro is the person who carries personal criminal liability for a company’s workplace obligations. Costantino’s choice for the role was Pietro Smeriglio, a Salerno-based lawyer with more than thirty years’ experience in commercial litigation. The veterean lawyer will now bear that specific legal exposure, whilst a forensic audit is under way.

The resignation, arguably of the most seismic proportions, however, may be Carniani's in his capacity as the executive legally responsible for the accuracy of TISG’s published accounts. He resigned that role specifically “for just cause”, a legally weighted formulation that implies he found conditions that made it impossible to continue in good conscience. TISG, for its part, “firmly disputes the reasons put forward by the resigning directors, considering them to be entirely unfounded and untrue.”

Costantino was elected chairman in Menchelli's place, with Smeriglio joining the board on 6 March in the role Tadini had opposed. On the same day, the board approved withdrawing from the STAR segment of Euronext Milan to streamline governance and focus on the financial situation. Borsa Italiana confirmed the exclusion effective 17 March. STAR membership is typically coveted for the credibility its governance requirements confer, but the board's decision reflects rather starkly the conditions it now finds itself operating under. The shares will continue to trade on Euronext Milan.

The share price has consistently delivered its own commentary against this backdrop. TISG shares had already experienced a sharp and contested decline in recent years, with the most acute phase of that earlier sell-off driven by a tariff-induced global risk-off move in early 2025. The stock never recovered.

The all-time high was just over €11 in early 2024, but by February 2026, before the current crisis fully surfaced, the shares were already considerably diminished. When the emergency loan came to light on 18 February, the stock was under immediate pressure. On 24 February it fell 13.3 per cent in a single session, from €2.52 to €2.18, having declined in eight of the preceding ten trading days and shed roughly half its value across that stretch. In an apparent total collapse of investor confidence, as of 9 March it stood at €2.03, down around 82 per cent from the 2024 peak, with the 52-week low of €1.78 a few days earlier not far below.

The revenue picture only deepens this narrative, with figures predating the public emergence of the current chaos showing a 10 per cent decline in revenue alongside a 15 per cent fall in core profit (in the first nine months of 2025). It raises pointed questions about what the full-year accounts will show, the publication of which has been delayed, with the forensic process expected to push the December 2025 balance sheet back by around three months from the audit’s commencement.

What began as TISG’s aggressive pursuit of others through the courts now finds the group itself at the centre of judicial proceedings. The criminal complaint against former executives opens a chapter whose duration and outcome are impossible to predict, not least because the departing chairman and vice-chairman have signalled their intention to scrutinise the company’s recent management. It adds the prospect of a competing legal narrative to an already multifaceted picture, one that the market will watch closely.

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