Swatch Group is heading into a closely watched shareholder meeting on Tuesday as external pressure mounts over its governance structure, testing the long-standing control of the Hayek family.

Swatch Group is facing renewed investor scrutiny after proxy advisory firms Institutional Shareholder Services (ISS) and Glass Lewis recommended backing activist investor Steven Wood in a board election contest. The vote centers on a seat representing bearer shareholders, where Wood is challenging the company’s proposed nominee Andreas Rickenbacher, News.Az reports, citing Reuters.

Wood, whose GreenWood fund holds a small stake in the Swiss watchmaker, has argued that the company needs stronger oversight, board renewal, and clearer succession planning. His proposals include increasing independent director representation, limiting executive concentration of power, and improving shareholder protections.

The dispute highlights broader concerns about governance at Swatch, whose dual-class share structure gives the Hayek family control of more than 40% of voting rights despite holding a smaller equity stake. The family has maintained decisive influence over the company for decades.

Swatch, which owns brands such as Omega, Longines, and Tissot, has pushed back strongly against the recommendations, arguing that Wood does not represent long-term shareholder interests and that its current board already provides stable oversight.

The company has also proposed its own candidate for the contested seat, presenting Andreas Rickenbacher, a Swiss economist and former politician, as a more suitable option with governance experience.

Despite internal resistance, investor sentiment has been shaped by years of underperformance. Swatch shares have lagged behind peers in the luxury sector amid weaker demand in key markets such as China and broader challenges in the global watch industry.

Even so, the stock has gained roughly 25% so far this year, though it remains near historic lows compared with competitors. Analysts say that while the Hayek family is expected to retain control, strong backing for Wood could still pressure the board to adopt incremental reforms.

Some proxy advisers and investors argue that Swatch needs deeper changes similar to governance shifts seen at other luxury groups. Critics point to long board tenures and limited succession planning at the top, including for CEO Nick Hayek and chair Nayla Hayek.

Swatch, however, maintains that its leadership is stable and competent, and has defended its current structure as aligned with Swiss corporate governance standards. The company also says it is investing in new product launches and technology, including AI-driven personalization features and new brand partnerships.

Even if Wood does not win the vote, analysts say a strong showing from dissident shareholders could signal growing dissatisfaction and increase pressure for reform within one of Switzerland’s most iconic consumer brands.

News.Az 

By Aysel Mammadzada