BASEL: Board directors of the Swiss chemicals group Sika have offered to buy out the company’s family owners in an attempt to end a two-year legal battle over its future.
Paul Hälg, Sika’s chairman, said he was prepared to draw a line under a bitterly-contested ownership row, after a court ruling late on Friday blocked the family’s attempts to sell its controlling stake to French group Saint-Gobain.
Sika has become a test case for shareholders’ rights in Switzerland and highlighted the problems that can arise when new generations of family owners move to sell their stakes in long-established companies.
Conflict first erupted in December 2014 when Saint-Gobain offered to pay SFr2.75bn for the family holding, without making an offer to other shareholders, who include the Bill & Melinda Foundation Trust. The family holding accounts for just 16 per cent of the share capital, but controls 52 per cent of the voting rights.
A decision to sell it was taken by Urs Burkard, a fourth-generation family member, along with his brother and three sisters who no longer wanted to be involved in the company.
Sika’s board, however, objected to what would in effect be a French takeover and, backed by Sika employees, blocked the deal by using a “restriction of voting rights” clause in the company’s statutes. Although the family was technically selling a holding company that held its Sika stake, the Zug court ruled that the transfer was still subject to this voting rights clause.
