Corporate Governance | Swiss Life is committed to implementing the recognised principles of corporate governance.
Good corporate governance ensures responsible, risk-based and transparent management and is conducive to sustainable success. In the interests of its shareholders, policyholders and staff, Swiss Life attaches great importance to corporate governance and the requirements it entails in terms of the management and organisation of the Swiss Life Group.
Swiss Life’s corporate governance is based on the Directive on Information Relating to Corporate Governance issued by the SWX Swiss Exchange and the Federal Office of Private Insurance’s (FOPI) directives on corporate governance, risk management and internal control systems. It is also modelled on leading national and international corporate governance standards, in particular the Swiss Code of Best Practices for Corporate Governance issued by the Swiss Business Federation, economiesuisse, as well as the Organization for Economic Cooperation and Development’s (OECD) principles on corporate governance.
Whereas in previous years, the corporate governance principles were further adjusted to meet the best practice requirements by revising the organisational regulations and introducing a Code of Compliance applicable throughout the Group, in the year under review, the company concentrated on examining the effectiveness of the existing corporate governance practices. As part of the annual self-evaluation carried out by the Board of Directors, the working techniques of the Board of Directors and its committees and the delimitation of competencies were particularly assessed. Special attention was given to the relationship between the Board of Directors and the Corporate Executive Board. The results revealed that the measures and mechanisms introduced by Swiss Life to ensure good corporate governance work well in practice; however, specific adjustments will be examined on an ongoing basis in order to optimise the organisational structure. It was discussed whether the Chairman’s Committee, which assumes the functions of a corporate governance committee, a compensation committee and a nomination committee, should be split into several committees. In view of the clear allocation of functions, it was decided not to form further committees.
This report describes the essential features of corporate governance within the Swiss Life Group. The structure below largely follows the Directive on Information Relating to Corporate Governance issued by the SWX Swiss Exchange, which came into force on 1 July 2002 and 1 January 2007, and also takes into consideration the new regulations on transparency stipulated in the Swiss Code of Obligations. Further information on the Code of Compliance and the values of the Swiss Life Group can be found in the passage “Responsible Corporate Conduct”.