Switzerland

 

References & fundamentals Switzerland

New Swiss Audit Standards of the Swiss Fiduciary Institute

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The auditing standards in the issue 2010 takes account of the new audit law in the Swiss Code of Obligations and the Audit Oversight Act.

Publication in German.

Date: 10/10/2011 | Size: 3854,23kB

Swiss Code of Best Practice

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In the summer of 2000 the Swiss trade association economiesuisse commissioned an expert group of economists and scientists to develop effective guidelines for a sound corporate governance. Under the leadership of Prof. Peter Böckli a working committee composed of members from that group worked out the Swiss Code of Best Practice, which features a total of 30 recommendations. At the same time, Prof. Karl Hofstetter with the support of the mentioned working team issued a separate report, "Corporate Governance in Switzerland", addressing all the relevant corporate governance regulations existing in Switzerland today. The Swiss Code of Best Practice became effective on July 1, 2002.
The Swiss Code contains 30 recommendations for Swiss public companies. Their guiding principles and structural proposals are extremely important for large and medium-sized companies, whether they are listed or not. They aim to achieve a balanced relationship between management and supervision (checks & balances). The Swiss Code is based on international trends, particularly the Corporate Governance principles developed in the Anglo-Saxon world. However, it also takes account of the special circumstances prevailing in Switzerland and gives companies the scope to adapt it for themselves.

Date: 02/21/2008 | Size: 1430,15kB

Methodology for conducting an ICS project

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The new Swiss audit legislation requires all companies that are subject to an ordinary audit to prove the existence of an internal control system for the business year 2008. The brochure shows a methodology for conducting an ICS project. In case of questions please refer to your contact person or contact us here.

Date: 01/01/2007 | Size: 584,59kB

Audit Update: Revisions in the Swiss Auditing Act (CO) and New Supervisory Auditing Law (SAL)

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Audit Update: Revisions in the Swiss Auditing Act (CO) and New Supervisory Auditing Law (SAL)

Date: 02/01/2006 | Size: 99,04kB

Supervisory Auditing Law (SAL)

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In the wake of developments in the USA (Enron, WorldCom etc.) and Europe (Ahold, Parmalat etc.), new laws (Sarbanes-Oxley Act, draft of a new 8th EU Directive) and regulators (PSAOB) were created for the supervision by national governments of the auditors of listed companies. In Switzerland, too, there was an increase in political pressure - and the Federal Department of Justice has prepared the reorganisation of the audit function which is shortly due to come before parliament.

Media release regarding the Structure of the Supervising Authorities (in German)
Supervisory Auditing Law (SAL) (in German)

Date: 12/16/2005 | Size: 507,85kB

Bill on Corporate Governance and Transparency

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The Swiss parliament is also due to debate a Bill on Corporate Governance and Transparency. This would incorporate in company law a requirement for public companies to report full details of the remuneration paid to directors and senior managers in their annual accounts (and/or consolidated accounts). In consequence of numerous business scandals the OECD, Paris, of which Switzerland is a member, published new Corporate Governance Guidelines.

These replace the guidelines published in 1999.

Link OECD Website

Date: 01/01/2004 | Size: 494,17kB

New Swiss Audit Standards of the Swiss Fiduciary Institute

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The Treuhand-Kammer (Swiss Fiduciary Institute) issued the new Swiss Audit Standards on 1 September 2004. These constitute the official Swiss translation of the International Standards on Auditing (ISA) of the International Federation of Accountants (IFAC). They supersede the existing statutory-audit principles.

Publication in German

Date: 01/01/2004 | Size: 6120,43kB

The audit committee and other Board committees

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The core of the Swiss Code is its recommendations on the duties, the composition and the organisation of the Board of Directors and senior management. The Swiss Code requires corporate managements to deal decisively with conflicts of interest and to take measures to comply with the rules on ad-hoc publicity and insider trading. The Swiss Code recommends the Board of Directors to assign special

duties to three non-executive committees.
  • Compensation Committee: this decides questions regarding the remuneration of the company's most senior managers, preventing false incentives and irrational rewards.
  • Nomination Committee: this governs the selection of members of the Board of Directors.
  • Audit Committee: this assesses processes in the company's risk and control environment, supervises internal and external audits and monitors financial reporting.
Publication in German

Date: 02/01/2003 | Size: 328,00kB

SIX Corporate Governance Guidelines

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The Corporate Governance Guidelines of the Swiss Stock Exchange (SIX) require Swiss companies whose shares are listed on the SIX to disclose key Corporate Governance information in a separate section of the annual report. Information with regard to the following

points must be disclosed:

  • group structure
  • shareholder structure
  • capital structure
  • board of directors
  • management board
  • compensations, shareholdings and loans
  • shareholders' participation rights
  • change of control and defence measures
  • company or group auditors
  • information policy

The remuneration and shareholdings of members of the Board of Directors and senior management, as well as details of any loans to them, are among the information that must be disclosed. Other information is subject to the "comply or explain" principle: if a company refrains from disclosing certain information, its reasons for doing so must be explained in the annual report.

Date: 07/01/2002 | Size: 54,67kB