Here's the question shareholders and investors in Infineon Technologies AG would like to have answered: Who really is the boss at the German semiconductor company, the chairman of the supervisory board or the head of the management board?
On June 3, Peter Bauer, freshly appointed as head of Infineon, presented his vision for the company to investors at a conference in Frankfurt and found himself having to defend his ability to lead the company without a hand guiding his actions behind the scenes.
Infineon's supervisory board would neither decide policies nor remotely manage the company, Bauer insisted.
It was highly unlikely that supervisory board chairman Max Dietrich Kley would publicly oppose Bauer's statement. That is not Kley's style. But anyone who believes Kley would take a back seat to a group of managers at the IC vendor isn't familiar with the intense power struggle unfolding at the company since being spun off from Siemens AG nine years ago.
Kley, a lawyer, a veteran manager and the consummate businessman, knows how to play the corporate power game. In 2004, he ousted Ulrich Schumacher, founding CEO of Infineon. After a brief stint as interim CEO, he appointed Wolfgang Ziebart to replace Schumacher. Ziebart lasted until May, shown the door after clashing with Kley over the future direction of the German chip maker.
Despite his protestations in Frankfurt, Bauer and his three top executives should have expected Kley to be involved in shaping decisions and policies about Infineon's future, especially at this critical moment when it is trying to dump its loss-making DRAM division while reorganizing to return to profitability after three consecutive years of losses.
Just in case Bauer had other ideas, on the day of Ziebart's ouster the supervisory board also took the unusual action of affirming its vote of confidence in Kley.
Though little noticed by most observers, the bold assertion of confidence in Kley was perhaps one of the more telling signs of the power struggle that resulted in Ziebart's early resignation.
More importantly, it also reveals the broader role Kley has so far played in the company's evolution and the influence he is likely to have as Infineon continues its reorganization.
Infineon's statement announcing Ziebart's departure and support for Kley was itself couched in typical corporate-speak. Infineon's "supervisory board has unanimously declared its vote of confidence for" Kley, it said, using words similar to those embattled CEO's require when facing negative press.
Infineon's vote of confidence was highly unusual because Kley holds no direct senior executive management position at the company. He was neither the company's president nor CEO--and he wasn't the head of any of its core business units. As chairman, Kley isn't directly responsible for day-to-day management functions and policy formulation.
Yet Kley must have felt he needed the endorsement of Infineon's 16-member supervisory board, split equally in typical German style between representatives of the company's investors and employees. Since becoming chairman at Infineon in August 2002, Kley has worked with three CEOs and presided over the early dismissal or resignation of two of them.