PROXY FIGHTS: Ambush at Generation Gap

For an auto-parts company, Midas-International used to be a remarkable place to work. At its Chicago headquarters, Bach chamber music wafted from hidden loudspeakers, while Technicolor-plumed finches twittered in a giant cage. The boss, bumper-bald Gordon Sherman, 43, was in the office round the clock some days—and other days scarcely at all. A man of intense energy and occasional brilliance, he often worked at home, where he also liked to tend his orchids and hummingbirds or tootle his oboe and English horn. Occasionally he held executive meetings at a zoo, or in the office by candlelight. "A certain truth comes out at night that doesn't come out in the board room," he explained.

The whole stress in the company, as one former executive put it, was not so much on working hard and filling up time as on working smart and solving problems. Some of Sherman's executives were psychologists and sociologists, whom he had recruited with want ads in the Saturday Review and Psychology Today. "You can take a so-called good businessman, but you can't necessarily teach him to communicate," he said. "But if you take a man who somehow has learned to excel in the skills of communication, put him in a business suit and pay him a fair salary, then in short order he'll learn to read a financial statement."

Barrage from the Board. This unstructured management approach did not go over well with the company's founder and major stockholder, 72-year-old Nate Sherman, who is Gordon Sherman's father. Nate had started the firm in 1938, become known for dependable wholesale distribution in a generally haphazard field, and prospered in the postwar auto boom. He built the business into a $3.5-million-a-year operation by the time Son Gordon joined the organization in 1950. Gordon promoted the idea of starting Midas Muffler Shops —franchised retail outlets with specialists in trim uniforms. The Midas idea caught on quickly, and after sales hit $42 million in 1967—much of it from the muffler shops—Gordon laid down an ultimatum: he would resign if his father did not hand over the presidency. Reluctantly, Nate assented and stepped up to the chairmanship.

From his seat on the board, however, Nate kept up a steady barrage of criticism of his son's business methods. Last fall Gordon Sherman yielded to the sniping and resigned. But in March he mounted a proxy challenge that has acquired overtones of a Greek tragedy and a war of conflicting management philosophies.

Edifice Complex. As the battle neared a climax last week, the charges and countercharges flew fast. Gordon said that his father was dismantling the team that had led Midas to success. Since Gordon left the presidency, seven executives have been fired and another eight have resigned. Gordon argues that his father is too aged to run the company and that "his management is attuned to a small wholesale auto-parts distribution company." Adds Gordon: "The old man just won't let go."

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