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Shareholders ' representatives criticize the delicate, double rolls

Remo Lütolf currently has their hands full, I think. The of him for almost a year, was Chairman of the state defence group Ruag is columns on the orders of the Federal Council at the beginning of next year, in two company . One is to ensure the supply of the Swiss army, and remains the property of the Federal government. The second is privatized, and is intended to develop into an international aviation and aerospace group. Also, the sale of the munitions division.

In this unbundling of the political and economic skill is needed. And a sufficient time budget. Lütolf spoke two weeks ago of the biggest Transformation of the Ruag in its history.

But he really has the time? Doubtful, because the former chief of ABB Switzerland is not only President of Ruag's, but holds four other Board Chairpersons: Energie Wasser Luzern, gas Central Switzerland, Aargau innovation Park Innovare and the risk capital Fund Venture Incubator, fed by large companies such as ABB, Credit Suisse, Nestlé, Novartis, and Schindler.

that's not enough. Lütolf is seeking the highest office in the crisis-ridden Berner solar supplier Meyer Burger. On Tuesday, the company announced that the 62-Year-old at the annual General meeting of 2. May as the new Chairman of the Board, is proposed.

When crises occur, many of the mandates to be problematic

In the case of shareholder representatives, such an increase is not seen. Among other things, because a Multi-Board President have in a crisis phase, to little time, to see to the Right. "We consider it problematic when someone combines too many mandates," says Christophe Volonté of the sustainability rating Agency Inrate. "This is evident especially, when business crises occur. Maybe it's running at the moment." It had been believed that after the financial crisis, the debate around the offices of the accumulation of the boards of Directors was completed. But far from it: The super-men are back, apparently.

The Ethos Foundation it does not look like a top Manager trusted too much. In order to ensure that Board members are sufficiently available, has specified in its guidelines for the exercise of shareholder voting rights, a limitation on the maximum number of mandates a person can exercise. After that, a Person without managerial task is to take in a listed company for a maximum of five Board memberships. This Ethos is one the function of the Board of Directors of the Bureau twice. According to these criteria, Lütolf breaks at the latest after the election in the case of Meyer Burger, the limits of the guidelines. The voice of Ethos has weight, since it represents at the General meeting 226 pension funds and foundations.

Lutolf himself sees no Problem. He says: "Ruag and Meyer Burger are certainly two challenging tasks, but given the number of perfectly without the negative effect manageable." According to his information, the Ruag workload is estimated during the disengagement phase by the end of this year, with 50 per cent, from the beginning of next year, again with the "normal quota" of 30 percent. The Meyer Burger workload will be 30 percent. "Together, this will be in the future, around 60 percent, which leaves sufficient room for unexpected tasks," says Lütolf. He refers to the fact that he had learned "as a General staff officer in the Swiss army, to work in critical situations and under time pressure effectively and efficiently and to make high-quality decisions". After all, he announces: "I'm going to seek another mandate of a large or publicly listed company."

"your Main job as a CEO or member of the Executive Committee persons can not hold more than one Board."Silvan fields, managing Director of VR Management

With his power Metropolitan is Acquired not alone. In the recent time, several executives have made with an accumulation of mandates headlines. Above all, Marco Gadola. At the beginning of March the chief of the world's biggest dental implants manufacturer Straumann has been proposed as the new Chairman of the Board of the lingerie and sportswear group Calida. From next year, he will also be Chairman of the Board of the trading company DKSH. In addition, he was nominated for the Board of Directors of the recently listed on the stock exchange during the previous Ticino implants manufacturer Medacta, as well as for the Board of Directors of the precision balance manufacturer Mettler Toledo. In the coming year, he will be also in the Board of Directors of Straumann elected. Already Gadola sits on the Board of Directors of the crisis-ridden trade fair operator MCH-group and a management company, which controlled the private Bank in Basel Baumann & Cie. Gadola in this accumulation, despite fierce criticism of shareholder representatives, no Problem.

public opinion is also the former Swisscom CEO Jens Alder whistles. He has drawn a lot of criticism, because he is in the power group Alpiq Board of Directors, President and operating chief in a personal Union with a part-time mandate. Now he wants to be President of the troubled steel giant Schmolz + Bickenbach. Major shareholder Viktor Vekselberg is under the sanctions regime of the United States, what has the Board of Directors.

On the question, whether fear, in view of the criticism of shareholder representatives to its three-fold role of no Reputation, said Alder in a recent Interview with the Sunday newspaper: "Oh, you know, about me, so much has been written. I am clearly of the opinion that one should not depend too much to the public opinion." Critical Silvan fields, owner and managing Director of the company VR Management, addiction Directors for the company and advises it looks. He says: "your Main job as a CEO or member of the Executive Committee persons can not hold more than one Board. Including all of the exposures are suffering, especially in times of a crisis situation."

experts have invented the term "over-boarding"

in Addition, there is the risk of conflicts of interest, particularly in the case of Jens Alder. As Alpiq is one of the current suppliers of Schmolz + Bickenbach, if not one of the largest. Both companies emphasize that they have clear rules of Recusal. In addition, the procurement of electricity is not a matter of the Board of Directors, but the Executive Committee, at Schmolz + Bickenbach.

One, of the acts also in the case of two companies as Chairman of the Board, Andreas Umbach. It was in September, President of the beverage carton manufacturer SIG Combibloc, which was listed on the stock exchange. And he stands at the head of the Board of Directors of Landis+Gyr, the returned 2017 the stock exchange. This lot is located in the Zug-based company is in a sorry state. For investors, the IPO was a failure. In the past year, Landis + Gyr achieved in all regions except America, a loss. Already, there is a term for Multi-boards, which are charged to much. Experts speak of "over-boarding". This place is a concrete risk, says Barbara Heller, Head of the shareholder adviser Swipra. Concerned members of the Board could not exercise due to the many commitments or latent conflicts of interest to their tasks in the Board of Directors is not always sufficient. This is particularly the case when a company is in trouble, aligning a new strategic focus or a large purchase is making, but also in the Courant normal, if it is going, the company to possible risk elements.

(Sunday newspaper)

Created: 06.04.2019, 20:12 PM

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