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Share-based payments
In CHF million 2013 2012 Share-based payments Management Incentive Plan 2 2 Other share-based payments 4 4 Total expense of share-based payments 6 6 Management Incentive Plan The Management Incentive Plan is an equity-share plan for m...
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Related parties
Majority shareholder Pursuant to the Swiss Federal Telecommunication Enterprises Act (“Telekommunikationsunternehmungsgesetz, TUG”), the Swiss Confederation (“the Confederation”) is obligated to hold a majority of the share capital and voting rights of Swisscom. On 31 December 2013, the Confederation as majority shareholder held 51.2% (prior year: 56.8%) of the issued shares of Swisscom Ltd. Any reduction of the Confederation’s holding below a majority would require a change in law which would need to be voted upon the Federal Assembly, w...
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Index of keywords
Search ... Board of Directors Capital expenditure Compensation paid to members of the Board of Directors and the Group Executive Board ...
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Principles
Swisscom practises effective corporate governance in the interest of its shareholders, customers, employees and other interest groups. Transparency in financial reporting, as well as clearly assigned responsibilities governing interactions with shareholders, the Board of Directors, the Group Executive Board and Group companies, are the cornerstones of Swisscom’s corporate governance policy. As a company listed on the SIX Swiss Exchange, Swisscom complies with the provisions of the Directive on Information relating to Corporate Governance issued by t...
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Risk management system
Swisscom’s enterprise risk management (ERM) applies Group-wide and takes both internal and external events into account. Swisscom observes the established COSO II and ISO 31000 risk management standards and thus has a risk management system in place that complies with the requirements of its own corporate governance policy as well as those under Swiss law. Objectives Swisscom’s risk management is aimed at safeguarding the company’s enterprise value. This is assured by having in place a recognised and appropriate Group-wide risk management...
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Report of the Statutory Auditor
Report of the Statutory Auditor on the Consolidated Financial Statements to the General Meeting of Shareholders of Swisscom Ltd, Ittigen (Berne) Report of the Statutory Auditor on the Consolidated Financial Statements As statutory auditor, we have audited the accompanying consolidated financial statements on pages 151 to 221 of Swisscom Ltd, which comprise the income statement, statement of comprehensive income, balance sheet, statement of cash flows, statement of changes in equity and notes for the year ended 31 December 2013. Board of Directo...
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8 Statutory auditors
8.1 Duration and term of office of the auditor in charge The statutory auditors are appointed annually by the Annual General Meeting. KPMG AG, Gümligen-Berne, has acted as the statutory auditors of Swisscom Ltd and the Group companies (with the exception of Fastweb, which is audited by PriceWaterhouseCoopers S.p.A.) since 1 January 2004. Rolf Hauenstein of KPMG AG is responsible for the mandate as auditor-in-charge (since 2011). 8.2 Audit fees Fees for auditing services provided by KPMG AG in 2013 amounted to CHF 3,315 thousand (prior year: CHF...
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Introduction
This Remuneration Report outlines the principles behind, and the elements of, the remuneration paid to the Board of Directors and Group Executive Board (Executive Board as defined in Article 4 of the Articles of Incorporation) of Swisscom Ltd, and the decision-making powers. It discloses information about the amount of remuneration paid to the Board of Directors and Group Executive Board and the shares they hold in Swisscom Ltd. The Remuneration Report is based on Section 5 of the Annex to the Corporate Governance Directive issued by the SIX Swiss E...
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Implementation of the Ordinance Against Excessive Compensation in Listed Stock Companies (OaEC)
Implementation of the OaEC has resulted in a number of changes. The Annual General Meeting is required each year to individually elect the Chairman as well as the members of the Board of Directors and the Compensation Committee as well as the independent proxy. Voting representation by the corporate proxy and/or custodian is no longer permitted. Swisscom intends to continue putting the Compensation Report to a consultative vote. In addition, shareholders will be given the possibility of electronically issuing powers of attorney and instructions to t...
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General conditions
Macroeconomic environment Swisscom’s financial position, results of operations and cash flows are primarily influenced by macroeconomic factors, notably economic trends, interest rates, exchange rates and the capital markets. Economy Switzerland enjoyed robust economic growth in 2013, thanks in large measure to strong domestic demand. Gross domestic product (GDP) rose by 2%. Despite modest improvement in the economic situation in Europe and an easing of the financial crisis, there is still the risk of a phase of sluggish growth or even a recessio...
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