Salär-Governance
Zwischenbilanz und Lehren für die Aktienrechtsrevision
2017 was a special year for Swiss listed companies. Several compensation reports met fierce resistance from shareholders and proxy advisors, and in one case, a binding vote on executive compensation was rejected. The 2017 proxy season has shown that shareholders do not appreciate compensation models in which ostensibly pay and performance are not related. Also, the season has shown that over-engineered compensation systems are not appreciated by shareholders. It is, however, difficult to devise a blueprint for the ideal compensation system as a result of the recent shareholder votes.
Independent of the most recent shareholder revolt, the Swiss Federal Council has published a measured proposal for a revised corporation law that to a large extent implements the current say on pay rules incorporated in an ordinance. The provisions currently in force have partly been redesigned. Not all of the changes proposed by the Federal Council are necessary, but none of them constitute a wholly…