The longest corporate takeover battle in the history of Switzerland - and possibly the world - pitted Sika, a Swiss chemicals manufacturer, against Saint-Gobain, a French conglomerate. At the heart of the dispute was a family business. Sika was a very successful family-controlled firm whose fourth-generation descendants decided to sell their stake in the company. The sale created a quandary for Sika's board of directors, however. How could the board reconcile the wishes of the family owners with the interests of the other shareholders and the company itself? The case highlights the governance dilemma faced by Paul Halg, the Chairman of Sika's board of directors, and discloses how all parties came to an agreement after a protracted legal dispute lasting 41 months.
Learning Objective
- Highlight the importance of a strong board of directors including independent board members, especially in a conflicting situation
- Understand how to navigate turbulent times in a family business and develop the leadership traits needed to negotiate a fair solution
- Establish governance principles that protect and uphold the rights of all company stakeholders in an ownership transition phase
