Corporate Governance Best Practices for Swiss Companies

July 2025

Building Effective Corporate Governance in Switzerland's Unique Business Environment

Corporate governance—the system of rules, practices, and processes by which companies are directed and controlled—is fundamental to organizational success and sustainability. For Swiss companies operating in a sophisticated business environment with distinctive regulatory requirements, implementing robust governance frameworks is particularly important.

Key Elements of Effective Corporate Governance

Swiss companies should focus on these essential governance components:

1. Board Structure and Composition: Establish a well-balanced board with appropriate independence, diversity of expertise, and clear separation of board and management responsibilities.

2. Risk Management and Internal Controls: Implement comprehensive systems to identify, assess, and manage risks, with clear accountability and reporting mechanisms.

3. Transparency and Disclosure: Maintain open communication with shareholders and stakeholders through timely, accurate, and comprehensive disclosure of material information.

Swiss Corporate Governance Requirements

Switzerland has developed a distinctive approach to corporate governance that balances regulatory requirements with flexibility:

• Swiss Code of Best Practice: While not legally binding, this code provides valuable guidance on governance practices that are widely adopted by Swiss companies.

• SIX Exchange Regulations: Companies listed on the SIX Swiss Exchange must comply with specific disclosure and reporting requirements related to corporate governance.

• CO Revisions: Recent revisions to the Swiss Code of Obligations have introduced new governance requirements, particularly regarding executive compensation and shareholder rights.

SSDG's Approach to Corporate Governance

At SSDG, we help companies develop governance frameworks that go beyond compliance to create strategic value:

• Governance Assessment: We evaluate your current governance structures against regulatory requirements and best practices.

• Framework Development: Our team designs tailored governance frameworks that align with your organization's size, structure, and strategic objectives.

• Implementation Support: We provide practical guidance for implementing governance changes, including board training and documentation.

By establishing strong corporate governance practices, Swiss companies can enhance stakeholder trust, improve decision-making, and create a foundation for sustainable growth. Our legal advisors combine deep knowledge of Swiss regulatory requirements with practical business experience to help clients develop governance frameworks that drive organizational success.