Remuneration of the Board of Directors

The Board of Directors is not eligible for a variable remuneration. The approved maximum amount for fixed remuneration in 2021 amounts to CHF 590,000. At the Annual General Meeting 2022, CHF 660,000 will be submitted for approval as remuneration for 2023. The remuneration model will be reviewed in the course of 2022 in order to assess whether part of the remuneration should be paid in restricted shares or restricted share units (without performance conditions).

The remuneration for the members of the Board of Directors is documented in a regulation and includes:

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a) Fixed basic fee

Chairman, Vice-Chairman and members of the Board of Directors receive a fixed basic fee. Additional fees are paid for the chairmanship and the membership in a committee. The remuneration is paid in cash on a quarterly basis.

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Annual basic fees:
  • Chairman of the Board: CHF 76,000
  • Vice-Chairman of the Board: CHF 36,000
  • Members of the Board: CHF 21,000
  • Chairman/chairwoman of a Committee: CHF 5,000
  • Members of a Committee: CHF 3,000

b) Attendance fees

The members of the Board of Directors and the Committees are entitled to an attendance fee of CHF 1,000 per meeting, respectively CHF 1,000 per meeting day (when more than one meeting is held on the same day).

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c) Expenses

The members of the Board of Directors receive an annual lump sum expenses allowance, the Chairman CHF 5.000, the Vice-Chairman CHF 2,000 and the members CHF 1,000. Additional expenses, such as those for business travel, are refunded on the basis of the expenses effectively incurred.

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d) Shares, options

The MCH Group does not yet have a share and option participation program for the Board of Directors. In the course of the 2022 business year, the Board of Directors intends to examine the possibility of paying part of the remuneration in the form of restricted shares or restricted share units (without performance conditions). A corresponding amendment to the Articles of Association of MCH Group Ltd. will be proposed to the Annual General Meeting 2022.

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Details of shares in MCH Group Ltd. that are held by members of the Board of Directors may be found in the “Corporate Governance” section of the Annual Report under “Board of Directors”.
– Online: Link
– Download pdf: Page 70

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e) Sign-on bonuses

No sign-on bonuses are paid to members of the Board of Directors.

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f) Loans, credit

As in the previous year, no loans or credits were granted to the members of the Board of Directors in the reporting year.

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g) Suretyships

As in the previous year, no suretyships (sureties, guarantees) were granted to members of the Board of Directors in the reporting year.

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Remuneration 2021

The maximum amount approved by the 2020 General Meeting for the remuneration of the Board of Directors in 2021 is CHF 590,000.

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2021, in CHF (audited)

Basic fee

Fee for additional functions 1)

Attendance fees and expenses

Social insurance contributions

Overall sum incl. social insurance contributions 2)

Dr. Ulrich Vischer, Chairman 3)

29 701

3 417

12 667

0

45 785

Andrea Zappia, Chairman 4)

50 667

4 250

23 334

0

78 251

Christoph Brutschin, Vice Chairman 4)

26 000

8 084

33 834

9 244

77 162

Marco Gadola, Vice Chairman 6)

24 000

4 250

12 334

6 001

46 585

Markus Breitenmoser

21 000

2 750

15 500

5 848

45 098

Hans-Kristian Hoejsgaard 7)

7 000

2 250

8 334

0

17 584

Dr. Balz Hösly 8)

21 000

6 000

27 500

8 180

62 680

Dr. Dagmar Maria Kamber Borens 9)

21 000

8 000

23 000

7 797

59 797

Eleni Lionaki

21 000

5 250

22 000

0

48 250

James Murdoch

21 000

3 750

16 500

0

41 250

Jeffrey Palker

21 000

2 000

22 000

0

45 000

Andreas Widmer 10)

7 000

750

3 334

1 644

12 728

Total

270 368

50 751

220 337

38 714

580 170

1) Includes fees for the GNCC, AC and SC

2) Employer and employee

3) Member and Chairman of the BoD until 28.04.2021. Invoicing of remuneration and payment of mandatory social insurance contributions by VISCHER AG. Attendance fees and expenses without compensation for the outlay on the secretariat of the Chairman of the BoD.

4) Member and Chairman of the BoD as of 28.04.2021.

5) Until 28.04.2021 Vice Chairman. The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by them. Until his resignation as a member of the government of the Canton of Basel-Stadt, the fee was paid to the Finance Department of the Canton of Basel-Stadt.

6) Member and Vice Chairman of the BoD as of 28.04.2021.

7) Member of the BoD until 28.04.2021. Invoicing of remuneration and payment of mandatory social insurance contributions by Hoejsgaard & Co. AG

8) The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

9) The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter. The payment of family allowances of CHF 12,900 by the Basel-Stadt compensation office is not included in the table.

10) Member of the BoD until 28.04.2021.

Remuneration 2020

The maximum amount of CHF 540,000 approved by the 2019 General Meeting, was exceeded by CHF 174,834. The reasons for this were the numerous additional meetings of the Board of Directors as well as several additional meetings of the Audit Committee (AC), the Governance, Nomination and Compensation Committee (GNCC) and the Strategy Committee (SC) due to the strategic realignment, the necessary development and implementation of a comprehensive package of measures to strengthen the capital structure and the shareholder base as well as the personnel changes in the Executive Board.

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2020, in CHF (audited)

Basic fee

Fee for additional functions 1)

Attendance fees and expenses

Social insurance contributions

Overall sum incl. social insurance contributions 2)

Dr. Ulrich Vischer, Chairman 3)

90 795

11 000

51 000

0

152 795

Christoph Brutschin, Vice Chairman 4)

36 000

8 000

45 000

0

89 000

Markus Breitenmoser

21 000

2 000

22 000

6 702

51 702

Dr. Eva Herzog  5)

1 750

0

2 083

0

3 833

Hans-Kristian Hoejsgaard 6)

32 119

8 000

45 000

0

85 119

Dr. Balz Hösly 7)

21 000

6 000

37 000

9 596

73 596

Dr. Dagmar Maria Kamber Borens 8)

21 000

8 000

36 000

9 748

74 748

Dr. Karin Lenzlinger Diedenhofen 9)

21 000

3 000

21 000

6 702

51 702

Eleni Lionaki 10)

0

0

0

0

0

James Murdoch 11)

0

0

0

0

0

Dr. André Odermatt 12)

21 000

0

14 000

5 179

40 179

Jeffrey Palker 13)

0

0

0

0

0

Dr. Tanja Soland 14)

14 000

0

9 667

0

23 667

Thomas Weber 15)

7 000

1 000

5 334

0

13 334

Andreas Widmer

21 000

3 000

24 000

7 159

55 159

Total

307 664

50 000

312 084

45 086

714 834

1) Includes fees for the GNCC, AC and SC

2) Employer and employee

3) Invoicing of remuneration and payment of mandatory social insurance contributions by VISCHER AG. Attendance fees and expenses without compensation for the outlay on the secretariat of the Chairman of the BoD.

4) The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

5) Member of the BoD until 24.04.2020. The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

6) Invoicing of remuneration and payment of mandatory social insurance contributions by Hoejsgaard & Co. AG

7) The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

8) The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

9) Member of the BoD until 21.12.2020.

10) Member of the BoD as of 21.12.2020.

11) Member of the BoD as of 21.12.2020.

12) Member of the BoD until 21.12.2020. The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

13) Member of the BoD as of 21.12.2020.

14) Member of the BoD as of 24.04.2020 until 21.12.2020. The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.

15) Member of the BoD until 24.04.2020. The remuneration for the members of the BoD appointed by the public sector is paid to the offices specified by the latter.