Board of Directors

Responsibilities

 

The Board of Directors is responsible for the overall direction, supervision and control of management. It is regularly kept informed about the course of business. 

The Board of Directors delegates the day-to-day operation of the company to the executive board unless the law, the Articles of Association or the regulations stipulate otherwise. In particular, the Board of Directors has the following responsibilities:

  1. The overall direction of the company and the issuing of the necessary guidelines.
  2. Issuing the strategy, the organisational regulations, the business regulations, the valuation regulations pursuant to Art. 32 of the Pfandbrief Act, the regulations on accounting and valuation principles, the investment regulations, the compensation regulations and the signature regulations. The valuation regulations are additionally subject to approval by the Federal Council.
  3. Appointment and dismissal of the members of the committees of the Board of Directors, of the directors and of the other authorised signatories as well as the regulation of the authorised signatories within the framework of the provisions of the bylaws.
  4. Risk assessment.
  5. Preparation of the Annual Report and the General Meeting and implementation of its resolutions.
  6. Handling of applications for admission from banks.
  7. Treatment of the auditors' reports.
  8. Determination of the formula for calculating the actual value of a Pfandbriefbank share.
  9. Decisions concerning the raising and conducting of court cases and the conclusion of settlements.
  10. Approval of the budget.
  11. Approval of investments in excess of CHF 0.5 million, if not budgeted.
  12. Regulation of the type and amount of compensation for members of the Board of Directors and its committees in the compensation regulations.
  13. Regulation of the conditions of employment of members of the executive board.

Apart from this, the Board of Directors may delegate other tasks to the Board Committees or to the executive board in accordance with Art. 18, Sections 8 to 11, of the bylaws.

The Board of Directors is authorised to take decisions on all matters which are not reserved or delegated - either by law, the bylaws or any other regulation - to the General Assembly or any other body of Pfandbriefbank.