Nestlé’s chair, Paul Bulcke, is facing mounting pressure from investors to step down ahead of his scheduled departure in April 2026, as concerns over governance and leadership instability continue to plague the Swiss consumer goods giant, the Financial Times reports.
The calls for Bulcke’s resignation follow the abrupt dismissal last week of CEO Laurent Freixe, who had been appointed just one year ago. Freixe’s departure came after allegations emerged that he was involved in a romantic relationship with a direct subordinate—a clear breach of the company’s code of conduct, according to Nestlé. The company swiftly replaced him with Philipp Navratil, the head of its Nespresso business, without severance pay.
This marks the second CEO exit in slightly over a year. In August 2024, Nestlé also pushed out former CEO Mark Schneider, intensifying concerns among shareholders about leadership continuity and strategic direction. “Given CEO appointments have gone wrong twice, I think it is time for decisive leadership at Nestlé,” said Christopher Rossbach, portfolio manager at J Stern, a long-term shareholder.
Investors told the Financial Times that the board’s handling of both appointments, especially the Freixe situation, raised serious questions about oversight and accountability. One top-30 shareholder remarked, “It’s a matter of decency and respect that [Bulcke] resigns from the position and not wait until April next year. Bulcke has lost the respect and the trust of investors.”
Despite these criticisms, a Nestlé spokesperson defended the board’s actions, asserting that the two CEO departures were “entirely unrelated” and that Freixe’s misconduct represented a “clear breach” of company policy. The spokesperson also pointed out that former Inditex chief Pablo Isla, who will replace Bulcke in 2026 as chair, had already been actively involved in decision-making, including the latest CEO transition.
However, some investors remain skeptical. Alexandre Stucki, founder of AS Investment Management, which represents founding family investors in Nestlé, commented, “I don’t think Bulcke will move on before April but he should have left when Mark Schneider was forced out. It is the board who makes these appointments. They need to wake up and look at the share price . . I am very worried about the company’s immediate future.”
The unrest is reflected in the company’s performance: Nestlé’s shares have fallen by 40% since 2022, dragged down by a combination of scandals, governance concerns, and sluggish sales. At the April annual general meeting this year, nearly 10% of shareholders voted against Bulcke’s re-election, with another 5.4% abstaining—figures that highlight growing dissatisfaction.
The controversy surrounding Freixe’s exit deepened after it emerged that Nestlé required a second investigation to uncover the misconduct. Initially, internal probes failed to substantiate whistleblower complaints, and Freixe denied the allegations. A subsequent external investigation, however, confirmed the affair. “It is deeply concerning that it took a second investigation to uncover the relationship,” said Rossbach.
Executives both current and former questioned how such an open-secret affair could have gone unnoticed by senior leadership. Kai Lehmann, senior analyst at shareholder Flossbach von Storch, warned, “If it turns out that the chair knew more than he admitted, it will become clear that the company is suffering from weak governance and poor oversight.”
As investors look toward the future, some expressed doubt over whether incoming chair Isla—who has served on the board since 2018—represents the change needed. One Swiss institutional investor told the Financial Times, “The board is weak and the new chairman is part of that legacy. They need change, someone external… to stop this dynamic.”
With governance under scrutiny and investor confidence shaken, Nestlé’s leadership transition faces heightened challenges. Whether Bulcke will step down early or complete his tenure remains uncertain, but the crisis has already cast a long shadow over one of the world’s largest food and beverage companies.
