Dusseldorf When the question comes up again, for the third or fourth time, Hasso Plattner wheezes into his microphone. The topic annoys him, that can be felt on Wednesday: “What will the handover of the chairmanship of the supervisory board look like in the next 24 months?” A shareholder representative at the digital general meeting wants to know. The Chief Overseer starts: “As I already mentioned in my speech…”
As a technical pioneer, he has been shaping SAP for 50 years, and to this day he holds a powerful position as the head of the supervisory board of the Dax group. At 78, however, he is older than his own articles of association stipulate and some prominent investors consider acceptable.
Nevertheless, he wants to be elected one last time. For two years only to make the transition, as he emphasizes. Shareholders support the plan, but not unanimously. The questions show that, and the vote confirms it: 90.48 percent of the capital vote for him. The result is clear, but worse than other candidates for the supervisory board. It is a request that SAP must emancipate itself from the last co-founder that is still active.
Plattner had already declared in 2019 that he wanted to stand for election one last time and only for a shortened term of office – until he later stated in an interview with the Handelsblatt that continuity was important in the troubled Corona period and that “a few Years more” also no longer arrive.
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Now he is citing similar arguments: CEO Christian Klein wants to turn the software manufacturer into a cloud specialist as part of a strategic realignment, and the “changing global environment” is also making business more difficult.
Can’t Plattner leave his life’s work behind?
In this phase, according to Plattner, he “does not want to impair success with a change in management”. And another conceivable successor plan fell through “due to illness”.
At SAP and in the financial world, on the other hand, many have the impression that Plattner cannot give up his life’s work.
Plattner has given up two committee chairs in the past few months.
(Photo: dpa)
The co-founder is not a normal supervisory board chairman, he is seen as someone who dominates the board and thus exerts great influence. Who regularly calls the board of directors. In his role as “Chief Software Advisor”, he influences the technological orientation and strategy. To date, there is little against him.
Some investors are unhappy with the situation. “For years we have been criticizing a lack of succession planning,” explains Ingo Speich, head of corporate governance at the savings bank subsidiary Deka Investment. “We are critical of the concentration of power with Mr. Plattner and wish for a more independent chairman of the supervisory board who can support the management team for more than a decade.”
>> Read here: Profitable, but shunned – the price of the SAP share is a mystery
The announcement of a renewed candidacy was a surprise, says Hendrik Schmidt, an expert on good corporate governance at asset manager DWS. One expects “a transparent, sustainable solution for this very special successor for the next 24 months”.
At least something has happened in the last few months. Plattner has stepped down from chairing the Human Resources and Governance Committee, which is responsible for making board appointments. The same applies to the nomination committee, which selects candidates for the Supervisory Board.
Looking for a successor with a deep technological understanding
In addition, the committee created the function of “Lead Independent Director” (LID). Friederike Rotsch has taken on this role, which is intended to safeguard the interests of independent shareholders. The lawyer heads the “Legal & Compliance” department at the pharmaceutical company Merck and has been on the SAP Supervisory Board since 2018.
However, there is no obvious candidate for the successor in sight. Ideally, this would be someone who has senior management experience, a deep understanding of digital technology, and at the same time has the necessary time – which means that active board members of other companies are leaving.
“Together with my colleagues” he is working on a solution, says Plattner. “I hope that we can recruit a member of the supervisory board for this task and not have to bring in someone from outside.”
The shareholders are likely to watch it closely – and continue to ask many questions as long as there is no regulation.
More: Expensive infrastructure and ample stock options: Shareholders criticize SAP