main Corporate Governance

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. 

Asset management and balance sheet

One of the focus areas in 2009 was asset management. The Investment Committee, established on Board level at the end of 2008 to oversee the Group’s asset management activities, became fully operational in 2009. On the managerial side, we established a committee consisting of members representing such key disciplines as risk management and finance whose responsibility is to supervise Swiss Re’s balance sheet, particularly its liquidity, capital, and funding positions. The committee also supervises the Group’s legal entity structure. 

Organisation and process

In 2009, the Board of Directors reviewed the allocation of tasks on Board and executive management level, as well as the Group’s governance framework. The review yielded a revised set of Corporate Bylaws, charters of duties of the Board and executive management committees, and working instructions for some of these committees. The new framework of governing documents came into force on 24 December 2009. 

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Board committees

Board committees

The Board of Directors has delegated the preparation and execution of its resolutions to committees, including its responsibility to monitor the business of the Group.
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Group committees

Group committees

According to the Corporate Bylaws, the Executive Committee may form Group committees and delegate authorities and responsibilities to them. The committees are essential steering instruments to ensure...
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