Our approach to corporate governance: fulfilling our commitment to our stakeholders

Good corporate governance requires an effective system of mutual checks and balances among the top corporate bodies. We are able to fulfill this through a dual Board structure. The Board of Directors is responsible for oversight and the Executive Committee is responsible for managing operations.

Our corporate governance principles and procedures are defined in a series of documents governing the organisation and management of the company. They include:

• Code of Conduct, setting the framework and defining the basic legal and ethical compliance principles and policies we apply globally;
• Articles of Association, defining the purpose of the business and the basic organisational framework;
• Corporate Bylaws, defining the governance structure within Swiss Re Group, the responsibilities of the Board of Directors, Board committees and executive management, as well as the relevant reporting procedures;
• Board committee charters, outlining the duties and responsibilities of the Board committees;
• Group committee charters, outlining the duties and responsibilities of the committees on executive management level; and
• working instructions and road maps, describing work methods, governance processes and time schedules of the Board and Board committees.

Our Board of Directors annually assesses the Group’s corporate governance against recognised best practices. It receives updates on developments affecting corporate governance from selected jurisdictions and considers the relevant studies and surveys on corporate governance such as the Walker Report, a review of corporate governance in the financial services industry in the UK, for its assessment. 

Adhering to regulations

Swiss Re Ltd, the parent company of Swiss Re Group, is listed in the main segment of the SIX Swiss Exchange. Our corporate governance is therefore assessed under the Swiss Code of Best Practice for Corporate Governance (Swiss Code), issued by economiesuisse in July 2002, and its 2007 appendix concerning recommendations on the process for setting compensation. 

We fully adhere to the principles set out in the Swiss Code and are also compliant with the SIX Directive on Information relating to Corporate Governance (including its annex), issued by the SIX Swiss Exchange, effective since 1 July 2002 and most recently amended with effect from 1 July 2009 (SIX Directive).

Moreover, we conform with the provisions on corporate governance, risk management and internal control systems, issued by the Swiss Financial Market Supervisory Authority (FINMA) on 1 January 2009. Finally, our corporate governance complies with the applicable local rules and regulations of all the jurisdictions in which it conducts business.