Notices concerning Corporate Governance
The MCH Group adheres to the provisions of relevance to corporate governance in the current legislation, in the directives issued by the SIX Swiss Exchange and in the rules of conduct contained in the Swiss Code of Best Practice. The company's basic fundaments – namely its Statutes and Regulations, and also its information and control instruments – include all the essential principles to ensure that the management, supervision and transparency of the company are in accordance with good corporate governance.
The MCH Group differs on one key point from many other companies quoted on the SIX Swiss Exchange: under the terms of its Statutes, the listed holding company, MCH Group Ltd., is a joint stock company with the participation of public sector entities as per Art. 762 of the Swiss Code of Obligations. This means inter alia that the Cantons of Basel-Stadt, Basel-Landschaft and Zurich, and also the City of Zurich, have the right to appoint delegates to the Board of Directors.
Reporting
The MCH Group bases its reporting on corporate governance on the SIX Swiss Exchange’s Corporate Governance Directive. Information concerning the explicitly required information:
1. Group structure and shareholders
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Annual Report / Group
- Annual Report / Shareholders
- Financial Report / Notes to the Group Account / Shareholdings
2. Capital structure
- Annual Report / Shareholders
- Financial Report / Group Account / Development of Consolidated Shareholders' Equity
3. Board of Directors
Executive Board (Management)
Compensation, shareholdings and loans
- Remuneration Report / Board of Directors
- Annual Report / Board of Directors / Shareholdings
- Remuneration Report / Executive Board
- Annual Report / Executive Board / Shareholdings
6. Shareholder participation rights
7. Changes of control and defence measures
- The Statutes of MCH Group Ltd. contain neither an “opting out” nor an “opting up” clause within the meaning of Article 22 of the Swiss Stock Exchange Act. No specific contractual agreements going beyond §5 of the Statutes exist at MCH Group Ltd. against a hostile takeover.
