Notices concerning Corporate Governance

MCH Group adheres to the provisions of relevance to corporate governance in the valid 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 Articles of Association 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.

MCH Group differs on one key point from many other companies quoted on the SIX Swiss Exchange. Under the terms of its Articles of Association, 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. In accordance with Article 22 of the Articles of Association dated 04.05.2023, the Canton of Basel-Stadt has the right to appoint two members of the Board of Directors. The Canton and City of Zurich have the right to appoint one member of the Board of Directors, but have waived this right in the period from the 2023 Annual General Meeting to the 2024 Annual General Meeting.

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Reporting

MCH Group bases its corporate governance reporting on the SIX Swiss Exchange's Corporate Governance Directive. References to the explicitly requested information:

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1. Group structure and shareholders
  • Annual Report | “Corporate Governance” | “Group”
    Online: Link
    Download pdf: Page 40
  • Annual Report | “Corporate Governance” | “Shareholders”
    Online: Link
    Download pdf: Page 36
  • Financial Report | “Group Account” | “Notes” | “23. Investments in subsidiaries”
    Online: Link
    Download pdf: Page 103
2. Capital structure
  • Annual Report | “Corporate Governance” | “Shareholders”
    Online: Link
    Download pdf: Page 36
  • Financial Report | “Group Account” | “Consolidated Statement of Changes in Equity”
    Online: Link
    Download pdf: Page 69
3. Board of Directors
  • Annual Report | “Corporate Governance” | “Board of Directors”
    Online: Link
    Download pdf: Page 53
4. Executive Board (Management)
  • Annual Report | “Corporate Governance” | “Executive Board”
    Online: Link
    Download pdf: Page 60
5. Compensation, shareholdings and loans
  • Annual Report | “Corporate Governance” | “Board of Directors” | “Shares held by members of the Board of Directors”
    Online: Link
    Download pdf: Page 58
  • Annual Report | “Corporate Governance” | “Executive Board” | “Shares held by members of the Executive Board”
    Online: Link
    Download pdf: Page 62
  • Remuneration Report | “Board of Directors”
    Online: Link
    Download pdf: Page 140
  • Remuneration Report | “Executive Board”
    Online: Link
    Download pdf: Page 143
6. Shareholder participation rights
  • Annual Report | “Corporate Governance” | “Shareholders” | “Shareholder participation rights”
    Online: Link
    Download pdf: Page 38
7. Changes of control and defense measures
  • Annual Report | “Corporate Governance” | “Shareholders”
    Online: Link
    Download pdf: Page 36
7a. Transparency on Non-Financial Matters
  • Sustainability Report
    Online: Link
    Download pdf: Page 151
8. Auditor
  • Annual Report | “Corporate Governance” | “Auditor”
    Online: Link
    Download pdf: Page 64
9. Information policy
  • Annual Report | “Organization & Management” | “Information Policy”
    Online: Link
    Download pdf: Page 47
10. Blackout periods
  • Annual Report | “Organization & Management” | “Blackout periods”
    Online: Link
    Download pdf: Page 48