Supervisory board chairman Grube announces his resignation
Following the entry of the world’s largest shipping group, Mediterranean Shipping Company (MSC), as a major shareholder, Hamburg port operator HHLA is facing not only the departure of CEO Angela Titzrath (59), but also an impending change at the top of its supervisory board.
Rüdiger Grube (74), who has faced accusations that the number of board mandates he holds violates corporate governance regulations under German stock corporation law, announced in an interview with the „Hamburger Abendblatt“ that he will step down as chairman of HHLA’s supervisory board „in an orderly transition“ during the second half of this year, once a successor for Titzrath has been appointed.
The former Deutsche Bahn CEO, who has chaired HHLA’s supervisory board since June 2017, expressed confidence in the interview – which, according to the newspaper, took place on 11 July, just over a week after HHLA’s annual general meeting – that a decision regarding the successor to Titzrath, who has served as CEO since early 2017, would be reached by the end of July. Shortly before the AGM, Titzrath’s early departure, at the latest by the end of the year, became public knowledge after the city of Hamburg and MSC, HHLA’s two major shareholders, submitted a counter–motion to the management and supervisory board’s proposed dividend for the past financial year.
Overboarding criticism
Grube said he had originally intended to announce his resignation at the annual general meeting. „But then Ms. Titzrath’s planned departure intervened,“ he explained. The city of Hamburg and MSC, which together currently hold over 90% of HHLA’s share capital via a joint holding company, subsequently asked him to remain in his position to oversee the process of appointing a new CEO. With the majority votes of these two major shareholders, both the management and supervisory boards of HHLA were granted discharge for the past financial year at the annual meeting. However, during the virtual, more than six–hour event, Grube faced accusations of „overboarding“ – as he had previously in May at the shareholders“ meeting of railway technology group Vossloh, whose supervisory board he has also chaired since 2020.
At that annual meeting, Grube himself admitted that he held too many board mandates. „Twelve mandates are at least two too many – that’s perfectly clear to me,“ he stated, according to a report in Handelsblatt, referring to provisions under German stock corporation law that limit individuals to a maximum of ten mandates, with chairmanships counting double. According to HHLA’s latest annual report, in addition to his roles at HHLA and Vossloh, Grube also chairs the supervisory boards of Alstom Transportation Deutschland in Berlin, Vodafone GmbH in Düsseldorf, and Berlin-based real estate developer Euref AG. He is also a member of the supervisory board of packaging services provider Deufol SE, based in Hofheim.
Personal decision
„A decision to resign from his mandate would be a personal decision by Dr. Grube,“ said a spokesperson for Hamburg’s State Minister of Economic Affairs Melanie Leonhard (SPD), in response to an inquiry from Börsen-Zeitung. The number of supervisory board mandates held by Grube at the time of his last election to the HHLA supervisory board in June 2022 „was, to our knowledge, in compliance with legal requirements.“