Supervisory Chief Ousted at Stada
An extremely bitter proxy battle – rare for Germany – that has rocked generic drugmaker Stada for months culminated in the replacement of supervisory board chairman, Martin Abend at the company’s annual general meeting on Aug. 26. Deputy board chair, Carl Ferdinand Oetker, survived the purge. Five new shareholder representatives, most of whom were supported by activist investor Active Ownership Capital (AOC) Stada’s largest single shareholder with a 5% stake, were elected to the board of the company based near Frankfurt.
The vote provisionally capped months of dissension within the drugmaker, as AOC accused management poor performance, cronyism and excessive executive pay and the board of derelicting its duty by allowing it to persist. Earlier in August, CEO Helmut Retzlaff, stepped down under pressure. The activist investor had called the former chief executive’s annual €2 million salary plus pension benfits excessive.
Retzlaff, whose salary, along with ancillary benefits will be paid until his contract expires in 2021, was replaced by Matthias Wiedenfels. The activist shareholder’s intent was to replace all six shareholder representatives, including Abend and his deputy. In a letter to other shareholders on Aug. 10, AOC said Stada had “not performed close to its potential.”
The investor’s apparent choice for chair, Eric Cornut, former head of ethics and compliance at Novartis, won a position on the reconstituted board. Other new members include Birgit Kudlek, a pharmacist and economist with industry experience; Tina Müller, head of marketing at automobile manufacturer Opel; Gunnar Riemann, a former Bayer CropScience manager, now executive of a pharmaceutical firm; and Rolf Karl-Heinz Hoffmann, a manager who has held several senior positions in the drugs industry.
Founded in 1895, Stada, now one of the last remaining European independent producers of OTC drugs, has long been seen a takeover target. Ousted board chair Abend accused the company’s private equity owners, of wanting to sell it.
