Governance

Under the terms of its Articles of Association, the holding company MCH Group Ltd., which is listed on the SIX Swiss Exchange, is a joint stock company with the participation of public sector entities as per Art. 762 of the Swiss Code of Obligations. (GRI 2-1)

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 is under the management of the Board of Directors and the Executive Board of its holding company MCH Group Ltd. The Board of Directors is responsible for the company's top management. The Executive Board appointed by the Board of Directors holds responsibility for the group's operational management.

More on governance, companies, management structure, Board of Directors and Executive Board

“The fact that the new Swiss and global guidelines and laws are making sustainability reporting much more binding and comprehensible is a positive development. This will also ensure that companies can be compared in terms of their sustainability efforts. Sustainability reporting is developing along similar lines to financial reporting, which is also audited by an independent body. This is why MCH has decided to have an independent limited assurance carried out for certain data in its sustainability reporting. All in all, we at MCH are convinced that sustainability will have a significant positive impact on business development over the long term and will continue to establish itself as a binding standard in the years to come.

For the finance and related departments, sustainability involves taking a holistic view of the subject. In the case of procurement, MCH has made great efforts in recent years and only works with suppliers and service providers who adhere to the MCH sustainability guidelines. Sustainable approaches also certainly pay off economically in the long term. In risk management, a sustainable approach helps to reduce risks over time. It is thus vital for sustainability to be anchored in a company's DNA. For us, it is important to establish sustainable governance and support the entire company in acting sustainably."

Anchoring sustainability in our organizational structure, engaging with our stakeholders, and upholding our corporate values are all of fundamental importance when it comes to achieving our sustainability goals.

With the appointment of Sarah Borrey as Chief Strategy and Sustainability Officer (CSSO) and the creation of a sustainability team, this strategic topic has been anchored in the organizational structure at Group Management Team level since 2022. The Board of Directors and the Executive Board are the topmost decision-making bodies.

MCH Group is active with its group companies in Switzerland (head office), the EU/GB, Asia and the USA. Governance requirements can vary from country to country. We align the governance of our group companies to local conditions and challenges while adhering to our central, group-wide principles and regulations (Articles of Association, Organization Regulations, Code of Conduct, etc.). At operational level, this is implemented through group-wide guidelines, such as in the area of sustainability (employees, suppliers, transport and logistics, infrastructure).

Internal principles and regulations ensure the proper and responsible corporate management of MCH Group. MCH Group engages with its stakeholders in a responsible manner in all process steps and at all corporate levels. The internal basis for this is provided by the MCH Group's Articles of Association and Organization Regulations.
To the Articles of Association
To the Organization Regulations

MCH Group has developed guidelines on the responsible and ethically correct behavior of all its employees which are anchored in the Code of Conduct. This is valid for all MCH Group companies and locations worldwide. The Code of Conduct is based on the Corporate Principles and the Core Behaviors of MCH Group and contains additional guidelines for key areas including the award of contracts, data protection, insider information and due diligence.
To the Code of Conduct

An anti-corruption agreement has been part of the General Terms of Employment of MCH Group since 1992 and this is signed as part of the contract of employment. Provisions governing the admission of exhibiting companies serve to protect against the passive risk of corruption. These are based on clear criteria that are laid down in the Exhibitor Regulations.

As a globally active company, we recognize and respect the protection of human rights in accordance with the UN Guiding Principles and 964 CO. The UN Human Rights Council adopted the UN Guiding Principles on Business and Human Rights in June 2011. They define the international policy framework for the obligations of states and the responsibility of business enterprises to respect human rights. Switzerland, where our head office is located, is a signatory (see Seco).

The globally recognized concept is based on three pillars:

MCH Group is committed to respecting human rights in accordance with the UN Guiding Principles, while observing the fundamental and operational principles applicable to businesses. Our strategy prioritizes the goals 'Decent work and economic growth' (8), 'Industry, innovation, and infrastructure' (9), 'Sustainable consumption and production' (12), 'Climate action' (13) and 'Gender equality' (5).
To the UN Guiding Principles

This Code of Conduct has been in place since December 2023. It sets out the six principles of cooperation with suppliers.

To the Supplier Code of Conduct
To the details regarding sustainable procurement

Compliance with laws and guidelines is ensured through our internal control system and through internal and external audits.

Shareholders have the opportunity to add topics or items to the agenda of the Annual General Meeting.

More about the shareholders

The MCH Group Code of Conduct includes a specialized contact point for employees who wish to report ethical concerns or breaches of the rules. This ensures that every report is examined swiftly and carefully. This communication channel guarantees confidentiality and protects the reporting person from any retaliation.

MCH Group expects all its employees to comply at all times in their work with the applicable laws and with the company's values and standards (Code of Conduct). We have introduced a zero-tolerance policy towards our suppliers in respect of human rights violations (Supplier Code of Conduct). We expect suppliers to comply with our values and standards. Under the terms of the supplier contract, we reserve the right to terminate the relationship if rights, values or standards are violated.

Group companies report any significant legal disputes against MCH Group to the central legal department, which – depending on their significance – will report on them to the Board of Directors and the Executive Board. We form corresponding provisions in accordance with the recommendations of Swiss GAAP FER.

The MCH Group's brands constitute a significant enterprise value. Brand protection provides legal security and is a clear indication that the intellectual property rights of the corresponding brand belong to MCH Group and are also protected by the group. At present, some 250 word and picture brands are registered for MCH Group at the Swiss Federal Institute of Intellectual Property (IPI) in Bern. The Group Legal Department regularly examines the IPI's report on the registered brands. In the event of MCH Group brands being violated, the protection afforded by these brands is enforced by legal means.

No enquiries, reports or complaints were received during the reporting period. There were also no reports of human rights violations, bribery, discrimination or other violations of personal rights. No lawsuits or fines resulted for anti-competitive practices relating to products and services or for non-compliance with environmental laws or regulations.

In addition, there were no complaints or penalties for violations of laws, regulations or rules of conduct relating to:

The new provisions of the Swiss Code of Obligations (Art. 964a-c and 964j-l CO) and the associated implementing ordinance (Ordinance on Due Diligence and Transparency in relation to Minerals and Metals from Conflict-Affected Areas and Child Labor [VSoTr]) came into force on January 1, 2022. According to the legislation, the new regulations now apply for the first time in the 2023 business year.

The following documents serve as the basis for sustainability management. Overarching sustainability policies are currently being drawn up.

MCH Group's risk management covers strategic, financial, operational and regulatory risks. The various business risks are assessed according to the potential extent of damage and the probability of occurrence.

Climate change gives rise to new opportunities and risks. In 2023, risk management was expanded to include climate-related risks. ESG-related risk management is of particular importance, especially for
- responsible, future-orientated corporate management
- the company's resilience
- transparency.

At MCH Group, ESG risks are those that have a negative impact on climate change, on the environment in general, on society (such as human rights) or aspects of governance, or risks that affect the group. Sustainability risks can have financial or non-financial consequences (investments, insurance costs, liability issues, reputation, competitiveness).
ESG: Environmental, Social and Governance.

Climate risks result from changing climatic conditions (physical risks) or from efforts to mitigate climate change (transition risks). With this approach, MCH Group is following the TCFD* guidelines. Physical risks include extreme weather events (like storms), which can have an impact on events or exhibitions (safety, etc.). Transition risks arise from the decarbonization of the economy and result in regulatory, social or technological changes to the framework conditions (changed customer behavior, new needs, stricter compliance requirements, extended reporting obligations).
*TCFD: Task Force on Climate Related Financial Disclosures

MCH Group has identified the following physical risks and transition risks on the basis of the methodology employed for MCH risk management (extent of damage and probability of occurrence) and has implemented measures:

Top priority is accorded to IT security and the continuous development of the IT infrastructure. MCH Group has made significant investments. The highest possible level of cyber security is guaranteed through continuous safeguarding of the systems, networks and programs against digital attacks.

IT restructuring
The reorganization of the IT system for the group as a whole is based on the “plan-build-run” model. This model is a system-centered approach that divides the individual tasks and process steps into three comprehensive areas (Plan: IT management and IT governance; Build: IT strategy, products and services; Run: implementation, operation, support, risk assessment). Working on the basis of this model, structured workflows and processes for an entire IT organization are defined and efficiently implemented.

Focus on life cycle
The MCH Group's IT department has undertaken to give due consideration to the life cycle of hardware. This means that new technologies are used wherever possible and the old components are fed back into the cycle. Use of the latest hardware ensures that energy-saving measures, efficiency issues and security topics can be addressed. This is a significant step. Older technologies fulfil neither the security nor the energy requirements.

Transition to a hybrid cloud system
The switch from an on-premise system (local infrastructure) to a cloud-based solution marks a significant step in terms of technological development. This change is aimed at increasing the flexibility and efficiency of the IT infrastructure.

The NorthC data centers form an ecosystem in which regional, national and international partners and providers are brought together and cooperate with each other. The data centers are operated with up to 100 % green electricity. They provide simple and secure access to all eminent public cloud providers.

Data protection and cyber security
With the new Data Protection Act (in force since September 2023) and the simultaneous increase in cyberattacks, the protection of company and employee data is becoming increasingly important. This includes both technical security measures and employee training.

Sustainable laptop leasing with CHG Meridian Schweiz AG 
Our laptops are rented and have a sustainability certificate. We use them for three years and then they are resold or used elsewhere as part of their life cycle. This extends the life cycle of the devices.

MCH Group cultivates a responsible dialog with its stakeholders in a spirit of partnership. The further development of value creation, with due consideration to sustainability criteria in all process steps and at all corporate levels, is a continuous process that we drive forward in dialog with our internal and external stakeholders.

We promote active communication with the aim of familiarizing ourselves with the interests and requirements of our stakeholders, anticipating trends and identifying potential for improvement. At the same time, we wish to contribute to transparency through dialog, and by reporting on our sustainability targets and performance, in particular.

The decisive criteria applied in prioritizing our main sustainability topics are the importance of their economic, environmental and social impact both within and outside MCH Group – including human rights – and their influence on the assessments and decisions of the stakeholders. The structures and procedures ensure that both internal and external conflicts of interest can be avoided as far as possible.

External and internal stakeholders (selection) and the corresponding communication channels:

Net Zero Carbon Events
Net Zero Carbon Events is an initiative that aims to make the event industry climate-neutral by 2050. The initiative comprises organizations from the entire event industry. With its membership, MCH Group undertakes to measure its greenhouse gas emissions and continuously reduce them to net zero.

Sustainable Switzerland Entrepreneurs Club
Sustainable Switzerland is a sustainability initiative launched by the NZZ (Neue Züricher Zeitung), focused on promoting sustainable development in Switzerland. Through its membership, MCH Group is committed to sustainable entrepreneurship in Switzerland.

UFI – The Global Association of the Exhibition Industry
UFI is the global association of the exhibition industry which focuses on the development and promotion of the exhibition industry worldwide. As a member, MCH Group participates in working groups on sustainability, shares best practices and helps decide on the topics for the Sustainable Development Award. In 2023, MCH Group was on the jury for the Sustainable Development Award.

Gallery Climate Coalition (GCC)
The Gallery Climate Coalition, founded by gallerists and other professionals from the art world, is committed to reducing CO₂ emissions in the art world. Art Basel (a member since 2023) has committed to halving its emissions (Scope 1 and 2) by 2030, running an internal Green Team and publishing a statement on environmental responsibility.

Swiss Top Events
Swiss Top Events is an alliance of leading events in Switzerland. In 2023, the alliance jointly organized a workshop on sustainability and best practices. The participating member organizations are committed to sustainable events.

EXPO EVENT Swiss LiveCom Association
EXPO EVENT is the trade association of the Swiss live communication industry, which promotes the interests of exhibitions, events and congresses. In 2023, Roman Imgrüth, CEO of MCH Exhibitions & Events, was the board member responsible for the sustainability dossier. Since 2024, he has held the new position of Delegate for Exhibitions within the association.