Collision risk underestimated
Competition The Competition Commission has ordered the resignation of Otto Meier, member of the Board of Directors of Vogt-Schild.
Competition The Competition Commission has ordered the resignation of Otto Meier, member of the Board of Directors of Vogt-Schild.
After just one and a half years on the Board of Directors of Vogt-Schild/Habegger (VS/H), Publicitas CEO Otto Meier handed in his resignation in April. And that's not all: his seat will not be filled again, the Solothurn-based media company announced. This means that the minority shareholder PubliGroupe (35 percent) is now only represented by Max Bühlmann on the new five-member Board of Directors: The secretariat of the Competition Commission (Weko) had indirectly pushed through the reduction in the size of the BoD. "Mr. Meier's resignation is the result of our intervention," confirms Patrik Ducrey, Deputy Director of the Competition Commission. Specifically, the Competition Commission secretariat recently informed PubliGroupe (P) that it was assumed that the Lausanne-based company had taken control of VS/H, as it had been represented on the board with three out of six seats since last summer.
Multifunction shoemaker
In addition to the official P-representatives Meier and Bühlmann, the secretariat therefore also includes the Chairman Fritz M. Schuhmacher, appointed "ad personam" by the majority shareholder, the Gottlieb and Hans Vogt Foundation, among the P-representatives. In fact, he is also Vice Chairman of the Board of PubliGroupe (and of Basler Zeitung Medien). However, Schuhmacher had emphasized from the outset that he could and wanted to keep the mandates separate. "I was also able to prove this to the Competition Commission Secretariat," says Schuhmacher.
Weko: No separation of mandates
But in Bern, it was not so much possible conflicts of interest that were suspected as a (secret) takeover that should have been reported to the competition authorities. "Mr. Schuhmacher is obliged both by law and by the PubliGroupe statutes to represent the interests of PubliGroupe. It is therefore not possible to separate mandates just in his head," says Ducrey. PubliGroupe then proposed Meier's resignation to the Secretariat. He does not see himself as a pawn. "Max Bühlmann has been involved with VH/S for a long time. It was therefore clear that I would leave the BoD. However, as a native of Solothurn, I regret this very much," says Meier. This solution was accepted in Bern. Ducrey: "From our point of view, the problem has now been resolved and the dossier closed." The matter is also closed for Schuhmacher, not least because the Competition Commission has now confirmed that PubliGroupe has "not acquired control".
But why did VS/H allow a conflict with the Competition Commission to arise in the first place? "When we on the Board of Directors agreed to the election of Mr. Schuhmacher, we underestimated the risk of collision," says Otto Meier.
Markus Knöpfli
After just one and a half years on the Board of Directors of Vogt-Schild/Habegger (VS/H), Publicitas CEO Otto Meier handed in his resignation in April. And that's not all: his seat will not be filled again, the Solothurn-based media company announced. This means that the minority shareholder PubliGroupe (35 percent) is now only represented by Max Bühlmann on the new five-member Board of Directors: The secretariat of the Competition Commission (Weko) had indirectly pushed through the reduction in the size of the BoD. "Mr. Meier's resignation is the result of our intervention," confirms Patrik Ducrey, Deputy Director of the Competition Commission. Specifically, the Competition Commission secretariat recently informed PubliGroupe (P) that it was assumed that the Lausanne-based company had taken control of VS/H, as it had been represented on the board with three out of six seats since last summer.
Multifunction shoemaker
In addition to the official P-representatives Meier and Bühlmann, the secretariat therefore also includes the Chairman Fritz M. Schuhmacher, appointed "ad personam" by the majority shareholder, the Gottlieb and Hans Vogt Foundation, among the P-representatives. In fact, he is also Vice Chairman of the Board of PubliGroupe (and of Basler Zeitung Medien). However, Schuhmacher had emphasized from the outset that he could and wanted to keep the mandates separate. "I was also able to prove this to the Competition Commission Secretariat," says Schuhmacher.
Weko: No separation of mandates
But in Bern, it was not so much possible conflicts of interest that were suspected as a (secret) takeover that should have been reported to the competition authorities. "Mr. Schuhmacher is obliged both by law and by the PubliGroupe statutes to represent the interests of PubliGroupe. It is therefore not possible to separate mandates just in his head," says Ducrey. PubliGroupe then proposed Meier's resignation to the Secretariat. He does not see himself as a pawn. "Max Bühlmann has been involved with VH/S for a long time. It was therefore clear that I would leave the BoD. However, as a native of Solothurn, I regret this very much," says Meier. This solution was accepted in Bern. Ducrey: "From our point of view, the problem has now been resolved and the dossier closed." The matter is also closed for Schuhmacher, not least because the Competition Commission has now confirmed that PubliGroupe has "not acquired control".
But why did VS/H allow a conflict with the Competition Commission to arise in the first place? "When we on the Board of Directors agreed to the election of Mr. Schuhmacher, we underestimated the risk of collision," says Otto Meier.
Markus Knöpfli
