GAM: Minority Shareholders Warn Against Concentration of Power

The Zurich-based asset manager is proposing a comprehensive overhaul of the board of directors to the annual general meeting. A group of minority shareholders is calling for stronger independent oversight and has put forward its own candidate. On Monday, GAM Holding announced the planned composition of its board of directors for the annual general meeting on May 12, 2026. With this move, the Zurich-based asset manager aims to advance succession and continuity planning; finews reported on this. But the Board of Directors will not have an easy time of it. Resistance to its plans is growing. A group of shareholders holding approximately 2.5 percent of the voting rights in GAM Holding has proposed the election of Benedetta Arese Lucini (Picture below) to the Board of Directors. But the board of directors wants nothing to do with this and is rejecting her nomination. The minority shareholders are particularly concerned that, through the candidates proposed by the board of directors, majority shareholder Xavier Niel will be able to exert significant influence over the composition of the board in the future via his holding company NJJ, as they write in a statement. The current proposal for the Board of Directors includes, among others, CEO Albert Saporta and John Niel, the son of the majority shareholder.Criticism of Governance Structure From the perspective of minority shareholders, the planned structure poses significant governance risks. This stems from a highly dilutive capital increase that gave NJJ a stake of over 70 percent.“A board of directors must not become a family office for the majority shareholder,” says shareholder representative Antonio De Negri. Under the current structure, there is a risk that the remaining approximately 30 percent of shareholders will effectively be left without any influence. Call for independent oversight With Benedetta Arese Lucini, the minority shareholders are specifically bringing an independent candidate with proven technology and financial expertise into the mix. She is expected to ensure that the interests of all stakeholders are safeguarded. Arese Lucini has more than 15 years of experience in building digital and regulated financial companies. Among other things, she co-founded the fintech platform Oval Money and held leadership roles at regulated financial institutions. Previously, she worked as an investment banker at Morgan Stanley and Credit Suisse. She also served as General Manager of Uber’s Italian operations during a period of strong growth. Appeal to Institutional Investors According to its own statements, the shareholder group has already held discussions with proxy advisors and regulatory authorities in Switzerland to draw attention to the governance issues. Institutional investors in Switzerland, in particular, are now being urged to support the election of an independent board member. GAM’s board of directors has since formally recognized the motion as valid but recommends rejecting Lucini’s election. Further details regarding the candidacy and the annual general meeting are to be published with the invitation on April 20, 2026.