Mandate change in leadership at Lindt & Sprüngli

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TIME FOR CHANGE AT LINDT & SPRÜNGLI
Ernst Tanner Must Step Down as Executive Chairman
Authority Without Accountability Is Not Good Governance.

Lindt & Sprüngli is one of the world's most prestigious chocolate manufacturers. Its reputation rests on generations of innovation, commercial excellence and the dedication of its employees and executives.

That reputation deserves protection through independent oversight and accountable leadership.

The events of October 2026 have brought a fundamental corporate governance question into focus:

Can strategic authority remain concentrated at the top while the consequences of strategic misjudgements are borne primarily by those below?

1.Strategic Authority Cannot Be Separated from Responsibility
Ernst Tanner is Executive Chairman of Lindt & Sprüngli. His role extends beyond that of a conventional non-executive board chairman.

In October 2026, Tanner publicly acknowledged that the company had overestimated consumers' willingness to accept substantial price increases.

The extraordinary rise in cocoa costs provides important commercial context. It does not eliminate the need to examine how pricing decisions were developed, approved and supervised.

There is an important distinction between responsibility for implementing a strategy and responsibility for overseeing it.

The precise extent of Tanner's personal involvement in individual pricing decisions has not been independently established. Nevertheless, his executive position makes the effectiveness of his strategic oversight a legitimate matter of scrutiny.

If a strategy proves unsuccessful, replacing executives does not, by itself, establish that those responsible for overseeing the strategy have been held accountable.

2. Leadership Changes Are Not a Substitute for Board Accountability
On 19 October 2026, Lindt & Sprüngli announced major leadership changes, including the departure of Group CEO Adalbert Lechner and Germany CEO Michal Spiller.

Both had dedicated decades of professional service to the company.

Their departures do not establish that either executive was personally responsible for the company's strategic difficulties. Nor do they establish that the Board acted improperly.

They do, however, raise questions that shareholders are entitled to ask:

What role did the Executive Chairman play in approving and overseeing the pricing strategy?
When did the Board become aware that consumer demand was responding differently from expectations?
What corrective measures were considered, and when?
How was responsibility allocated between the Board and executive management?
Was the Board's own performance independently evaluated before leadership changes were implemented?
These questions require substantive answers, not assumptions.

A change in management is not the same as accountability at the top.

3. Board Independence Cannot Be Taken for Granted
Ernst Tanner has chaired Lindt & Sprüngli's Board since 1994.

His contribution to the company's international development deserves acknowledgement. But past achievements cannot substitute for present accountability.

In 2025, Swiss shareholder foundation Ethos opposed his re-election, raising concerns about his exceptionally long tenure and the Board's insufficient independence.

According to Ethos, independent directors represented only 42.9% of the Board at that time.

These concerns are directly relevant to the Board's capacity to exercise effective oversight.

A board must be able to challenge management, scrutinise established strategies and evaluate its own leadership without undue influence.

Independence must be demonstrated through governance structures and decisions, not merely asserted.

After more than three decades under the same Chairman, succession planning, leadership renewal and the effectiveness of independent oversight warrant rigorous examination.

4. The Burden of Explanation Lies with Those Exercising Authority
Corporate governance is not simply a question of who makes decisions. It is also a question of who supervises those decisions and how responsibility is assessed when outcomes fall short of expectations.

The departure of senior executives cannot resolve questions about Board oversight.

Nor can the company's historical success provide a complete answer to concerns about its current governance arrangements.

Lindt & Sprüngli's shareholders deserve a transparent account of the Board's role in the relevant strategic decisions and the process by which leadership responsibilities were evaluated.

Accountability cannot be delegated downwards while strategic authority remains concentrated at the top.

5. Our Demands
We call upon the Board of Directors and shareholders of Chocoladefabriken Lindt & Sprüngli AG to:

Initiate an orderly transition in the Executive Chairmanship, including Ernst Tanner stepping down from that position.
Commission an independent examination of the Board's oversight of the pricing strategy and the allocation of strategic responsibility.
Publish a transparent explanation of the governance processes underlying the recent leadership changes, subject to legitimate confidentiality obligations.
Strengthen Board independence and establish a credible succession process based on qualifications, independent judgement and long-term corporate interests.
Ensure that governance reform supports innovation, leadership renewal and the continued success of the company's employees and international operations.
Conclusion: Leadership Is Measured by Accountability
This petition does not question the integrity or professional achievements of the executives who have served Lindt & Sprüngli.

It does not allege that Ernst Tanner personally ordered specific price increases or that the recent departures were deliberately engineered to shield him from responsibility.

It raises a more fundamental issue: whether the company's governance arrangements provide sufficient independent oversight of those who exercise the greatest strategic authority.

In the opinion of this petition's organisers, the concentration of influence associated with the Executive Chairmanship, the concerns previously raised about Board independence and the recent leadership changes together make an orderly transition necessary.

No executive position should be beyond scrutiny. No historical achievement should place its holder beyond accountability.

Lindt & Sprüngli's future must take precedence over the continuation of any individual chairmanship.

Ernst Tanner should step down as Executive Chairman.

TIME FOR CHANGE. TIME FOR ACCOUNTABILITY.

 
Sources & References
1. Lindt & Sprüngli – Official Leadership Announcement (19 October 2026)

https://www.eqs-news.com/news/ad-hoc/lindt-spruengli-gibt-fuehrungswechsel-bekannt/3c98ba27-51df-42f1-9a3c-49095b46920a

2. Reuters – Lindt Got Chocolate Price Hikes Wrong, Chairman Says (24 October 2026)

https://www.reuters.com/business/retail-consumer/lindt-got-chocolate-price-hikes-wrong-chairman-says-after-ceos-ouster-2026-10-24/

3. Ethos Foundation – Swiss Performance Index Voting Report (2025)

https://www.ethos.swiss/sites/default/files/2025-08/2025_Q2_SPI_EN_Internet.pdf

4. Lindt & Sprüngli – Corporate Governance

https://www.lindt-spruengli.com/company/corporate-governance/

5. Reuters – Lindt Leadership Changes (19 October 2026)

https://www.reuters.com/legal/transactional/lindt-ceo-lechner-leave-former-ceo-steps-interim-chief-2026-10-19/

 
Independent public petition. Not affiliated with or endorsed by Lindt & Sprüngli. The call for Ernst Tanner's resignation is an expression of opinion concerning corporate governance. The questions raised do not constitute findings of personal misconduct or unlawful behaviour.

Elizabeth CarterPetitionsstarterin/Petitionsstarter

Die Entscheidungsträger

Board of Directors and Voting Shareholders of Chocoladefabriken Lindt & Sprüngli AG

Updates zur Petition