Family shareholders sue Sika directors

Schenker-Winkler Holding, the investment vehicle for the Burkard-Schenker family, which controls Swiss construction chemicals maker Sika is reportedly suing three independent directors. It is alleged that Christoph Tobler, Ulrich Suter and Monika Ribar caused the company to incur unnecessary costs in fighting the proposed sale of the family’s stake in Sika to Saint-Gobain.

It is the latest twist in an ugly battle between the Burkard-Schenker family and Sika’s independent board members, following a deal announced in December that would see French materials giant Saint-Gobain acquire the founding family’s stake for CHF 2.75 billion (US$ 2.8 billion). For historical reasons, Schenker Winkler Holding owns 16.1% of Sika’s capital, but 52.4% of its voting rights.

Independent members of Sika’s Board objected to the deal as it was not extended to other shareholders. They characterised it as an abuse of the family’s position as a long-standing ‘anchor’ shareholder.

If the lawsuit is successful, any proceeds would be paid to Sika, rather than Schenker-Winkler Holding. The investment company has characterised the three directors’ actions as being anti-takeover, regardless of the interests of Sika’s shareholders. However, the company itself has defended the directors and said money was spent in line with Sika’s interests.