BMW supervisory board plans reforms to ease investor concerns

A major concern they cite is tenure: Once members spend more than 10 years on the board, they can be seen as unable to offer a critical, vigilant eye. A rejuvenation of its members would help re-establish independence in the eyes of money managers. 

In a move that might ease investor worries, Anke Schaeferkordt, a former Bertelsmann executive joined the board this month, replacing a director who had agreed to resign two years early. And Kley is expected to step down from the board next year when he reaches the cut-off age of 70 for BMW directors. 

He has already come under considerable shareholder pressure for accepting too many boardroom mandates.

Whether the will to reform ends with Kley’s expected departure is unclear, especially given that Quandt and Susanne Klatten, the billionaire siblings that control nearly half the company’s equity, continue to lay claim to the board seats they have held for over two decades. 

In an interview published last July, Quandt and Klatten took issue with the idea that they are company insiders and therefore not suited to serve on the board of directors. 

“It’s obvious that no one has a greater right to represent the interests of investors than a shareholder himself,” Quandt told Germany’s manager magazin. He described as “far-fetched” the idea that either he or his sister might influence boardroom decisions to the detriment of minority investors.

For now, Reithofer’s pledge to shake up the board in favor of new directors has placated fund managers.

“BMW shares the view that the board should be controlled by a majority of independent directors,” one manager, Union Investment, wrote in an email to Automotive News Europe, citing audit and compensation issues as its top priorities. “According to Chairman Reithofer, this will be reflected when filling new positions in the board and its committees, which we welcome.”

That could come early next year, when Reithofer said he will meet with Kley, Quandt and Klatten to discuss proposals for two new candidates to the board.