Enhanced Corporate Governance through Independent Oversight
Good corporate governance practices together with appropriate oversight will better align corporate and shareholder interests and Increase shareholder value by enhancing investor confidence. High Corporate Governance standards are essential to attracting and retaining investors in globalized capital markets, while failure is likely to hinder those companies’ ambitions. The interests of all stakeholders should be protected against the wrong kind of corporate managers whose own interest may not necessarily coincide with those of the company’s shareholders.
The Swiss Shareholder Association (SUISHARE) works vigorously on behalf of shareholders to pressure for the requisite oversight and ensure that improved corporate governance practices, procedures, protocols, guidelines, policies and behaviors are upheld. SUISHARE will not shy away from shareholder litigation and inspection demands to force corporate officers and directors to improve transparency, effectiveness, and accountability. SUISHARE has a zero tolerance for corporate misbehavior.
SUISHARE believes the following steps must be taken to enhanced compliance and transparency:
- Tougher independence standards for members of the board of directors.
- Separation of the roles of chairman and chief executive officer.
- Better Gender representation.
- 2 Board seats for Shareholder Association nominated directors.
- Presence on the board of 2 Employee representatives.
- Increased board size to at least 12.
- Term limits for the board and committee members.
- Strict insider trading rules and controls.
- Auditors reporting to and paid through the independent Shareholder Association appointed Oversight, and if not, rotation of auditors and Audit company every 5 years.
- Shareholder registry reporting through the independent Shareholder Association appointed Oversight, ensuring a better separation of powers and prevention of election fraud.
- Board office, reporting to and paid through the Shareholder Association Oversight.
- Establishment of company independent hotlines for reporting wrongdoing, and internal investigator entities reporting through the independent Shareholder Association appointed Oversight. This will reign in senior management misbehavior.
- Enhanced whistle-blower protections.
- Rigorous use of compensation claw-backs for misbehavior.