Corporate Governance | The Swiss Life Group is committed to applying national and international standards of responsible corporate conduct. The implementation and ongoing optimisation of the recognised corporate governance principles ensures risk-based and transparent corporate conduct.

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. The corporate governance of Swiss Life Holding Ltd (Swiss Life Holding) is based on the Directive on Information Relating to Corporate Governance issued by the SIX Swiss Exchange and the circular of the Swiss Financial Market Supervisory Authority FINMA on corporate governance, risk management and internal control systems for insurance companies. It is also modelled on leading national and international corporate governance standards, in particular the Swiss Code of Best Practice 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.

In the years following the listing of Swiss Life Holding’s shares on the SIX Swiss Exchange at the end of 2002, the corporate governance principles were further adjusted to meet the latest requirements by revising the Organisational Regulations and introducing a Code of Compliance applicable throughout the Group. During the last two years, the focus was on examining and improving the effectiveness of the existing corporate governance in practice.

The measures and mechanisms introduced by Swiss Life to ensure good corporate governance work well in practice; however, specific adjustments are regularly examined in order to optimise the organisational structure. It was discussed whether the Chairman’s Committee, which assumes the functions of a corporate governance, a nomination and a compensation 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 SIX 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 with regard to the compensation of members of the Board of Directors and the Corporate Executive Board. Further information on the Code of Compliance and the values of the Swiss Life Group can be found in the passage “Responsible Corporate Conduct”.