Cantonal Court of Zug rules in favor of Sika
Lenz & Staehelin is representing Sika AG in the litigation over the attempted sale of the Burkard Family’s Sika participation to Compagnie de Saint-Gobain. In its judgment of 27 October 2016, the Cantonal Court of Zug dismissed the claims of Schenker-Winkler Holding AG (SWH) seeking the challenge of the shareholder resolutions for the re-election of the independent board members of Sika. The Court held that the share transfer restriction in Sika’s articles of incorporation applies to the indirect sale of the Sika shares held by the Burkard Family through SWH. SWH’s attempt to remove the independent board members from office is a circumvention of this share transfer restriction. On that basis, the Court concluded that the board of Sika was legally entitled to restrict the voting rights of SWH to 5%. The judgment has been published by the Cantonal Court and is available for download below. SWH has announced to appeal the decision.
The Lenz & Staehelin team is headed by Rudolf Tschäni (Corporate and M&A) and includes partners Harold Frey, Dominique Müller (both Litigation), Hans-Jakob Diem and Tino Gaberthüel (both Corporate and M&A) as well as associates Severin Christen and Flavio Delli Colli (both Litigation).