Welcome to your weekly digest of must-read news and knowledge for board directors.

This week, I look at how the Ben & Jerry’s saga shows how not to secure a takeover, and we highlight the thankless work of chiefs of staff and the silver lining to the M&A travails of Andrea Orcel at bank UniCredit.

If you want to catch up with past briefings, please explore the FT Infosys Board Network hub, where you’ll find links to the FT.com articles and research that we’ve referenced in recent weeks and — in the Briefings tab — to the newsletter library.

Send any comments or suggestions to me at andrew.hill@ft.com or Jonathan Moules at jonathan.moules@ft.com.

Thanks for reading.

A sweet tooth can lead to dietary and dental disaster, so it is surprising Unilever did not foresee the risks when it was tempted into buying the famously wacky ice cream maker Ben & Jerry’s 25 years ago.

At the time, the FT’s Lex column described the activist brand as “a straightforward addition to Unilever’s strongest business”. That analysis could not have been more wrong. This week The Magnum Ice Cream Company, which Unilever is about to demerge, declared in filings that Anuradha Mittal “no longer meets the criteria” to serve as chair of Ben & Jerry’s. She heads the subsidiary’s independent board, set up a quarter of a century ago to maintain the brand’s “essential integrity”.

Unilever/Magnum has not explained why an investigation by external advisers judged Mittal unsuitable, but this is only the latest round of a long-running feud, centred on Ben & Jerry’s support for Palestinian refugees and a Gaza ceasefire. The independent board had already filed a legal complaint against Unilever for meddling with its mission and co-founder Jerry Greenfield quit the company in September in protest at the owner’s alleged infringement of the brand’s independence.

Details apart, this is a cautionary tale about what happens if a bidder bends over too far to acquire a target. It was obvious to most observers and analysts in 2000 (with the exception perhaps of Lex) that this might be a difficult match. Socially active brands sit awkwardly within larger companies — think of the sad fate of The Body Shop, which neither L’Oréal nor Natura & Co were able to make work. But the agreement that aimed to safeguard Ben & Jerry’s quirkiness was particularly egregious. It was too wide and too open-ended. With hindsight, Unilever’s board should have applied far greater discipline. Sometimes it’s better to walk away from a sweet treat, even if it leaves behind a sour taste.

‌Kimberly-Clark investors fear chief executive Mike Hsu’s proposed $48.7bn acquisition of paracetamol-and-mouthwash producer Kenvue could flush value down the pipes.

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My top FT picks

‘We’re the invisible ones’: the chiefs of staff running the world’s biggest companies Long associated with politics or the military, the behind-the-scenes role is increasingly popular in the private sector. Norway suspends $2.1tn oil fund’s ethics rules to avoid selling Big Tech stakes Jens Stoltenberg says move will avoid forced sale of shares in Amazon, Microsoft and Alphabet over their work for Israel. From AI to Taylor Swift — case studies drawing lessons from life The most-used business school teaching cases tackle subjects from corporate to quirky. UniCredit’s M&A failings make it an accidental role model Building up financial exposure to a business you don’t control can be risky, but buying minority stakes does offer advantages.

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1. Transaction Readiness in Turbulent Times | Diligent Institute This report — the result of a targeted survey and research collaboration between Diligent Institute, Wilson Sonsini, NetSuite, the CFO Alliance, and the CFO Leadership Council — seeks to uncover the defining elements that make an organisation transaction ready.

2. US Spencer Stuart Board Index | Spencer Stuart American boardrooms are reshaping themselves with fresh skills, qualifications and perspectives, according to this analysis of the latest data and trends in board composition, board governance practices and director compensation among S&P 500 companies.

3. The shifting stewardship landscape and diverging investor views across regions | Glass Lewis This annual policy survey finds some significant geographic gaps between investors from the US and other regions on their approach to a range of topics that are central to stewardship and proxy voting.