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Group structure and organisation

Management structure in the 2015 financial year

The Group organisation is based on the following management structure: the Board of Directors of Swisscom Ltd is responsible for overall management and for determining the Group’s strategic, organisational and budgetary principles. It delegates day-to-day business management to the CEO of Swisscom Ltd, Urs Schaeppi. Together with the CEO, the heads of the Group divisions Group Business Steering (CFO) and Group Human Resources (CPO) plus the heads of the business divisions Residential Customers, Small and Medium-Sized Enterprises, Enterprise Customers and IT, Network & Innovation of Swisscom Switzerland form the Group Executive Board. Swisscom’s Italian subsidiary, Fastweb, is managed by the Board of Directors chaired by Swisscom’s CEO.

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Group structure

The holding company Swisscom Ltd is responsible for overall management as well as the strategic and financial management of the Swisscom Group. By law, the Swiss Confederation must hold the majority of shares in Swisscom Ltd. At 31 December 2015, the Confederation continued to hold 51.0% of the shares in Swisscom Ltd.

At 31 December 2015, 33 Swiss subsidiaries (prior year: 28) and 15 foreign subsidiaries (prior year: 32) were fully consolidated in Swisscom’s consolidated financial statements, while 15 associated companies (prior year: 12) were included according to the equity method. Swisscom also holds various non-controlling interests in growth companies active in the IT, communications and entertainment markets.

Swisscom Ltd mainly holds direct shareholdings in Swisscom (Switzerland) Ltd, Swisscom Broadcast Ltd and Swisscom Directories Ltd. Fastweb S.p.A. (Fastweb) is held indirectly via Swisscom (Switzerland) Ltd and intermediate companies in Belgium and Italy. Swisscom Re Ltd in Liechtenstein is the Group’s own reinsurance company.

Acquisitions

At the beginning of July 2015, Swisscom and Tamedia merged their companies Swisscom Directories Ltd (local.ch) and search.ch AG into a joint subsidiary. Swisscom holds 69% of the joint subsidiary and will fully consolidate the company. Swisscom Directories Ltd, with its online directories platform local.ch and its Local Guide phone directories business, is a leading advertiser and provider of directories in Switzerland. search.ch AG (search.ch) is a leading search and information service in Switzerland. The merger of Swisscom Directories Ltd (local.ch) and search.ch AG will result in a comprehensive Swiss directory and information platform for individuals, companies and government as well as an important advertising partner for Swiss SMEs.

In January and March 2015 Swisscom also acquired 100% stakes in two companies in Switzerland – Veltigroup and H-Net AG. In addition, Swisscom acquired a 51% stake in Mila AG in 2015. The acquisition of Veltigroup enabled Swisscom to expand its ICT portfolio for business customers as well as its presence in French-speaking Switzerland. Veltigroup is a leading ICT service provider in Switzerland and offers companies a comprehensive ICT range, from infrastructure to end-client services and solutions. Swisscom strengthened its portfolio in healthcare with the acquisition of H-Net AG. H-Net AG is a leader in the area of administrative and medical data exchange in the healthcare sector in Switzerland. The company merged with Swisscom Health AG at the end of 2015. The acquisition of Mila AG is intended to strengthen Swisscom in all three of its main strategic areas (customer focus, innovation, operational excellence).

Disposals

Swisscom sold Alphapay Ltd and the Swisscom Hospitality Services division in 2015. Alphapay Ltd is a collection service provider specialising in receivables management for third parties. Swisscom Hospitality Services offers guests and customers in the hotel and conference sector in Europe and North America Internet-based services.

Other major shareholdings

Swisscom took a 50% stake in Siroop Ltd in 2015, a company founded by Coop that is set to launch a new online marketplace in 2016. Together with Ringier and SRG, Swisscom established a new joint marketing enterprise in 2015 for the purpose of marketing the three companies’ media offerings and web platforms. Together with Sixt Leasing, Swisscom also set up Managed Mobility Ltd in 2015, which is involved in fleet management and optimisation. In addition, Swisscom took a minority stake in finnova AG Bankware (finnova) in 2015. finnova is a leading provider of banking software for the Swiss financial centre.

Segment reporting

For financial reporting purposes, the business divisions of Swisscom are allocated to individual segments based on the management structure. Segment reporting in 2015 comprises the following: Swisscom Switzerland, Fastweb and Other Operating Segments. Swisscom Switzerland covers the segments Residential Customers, Small and Medium-Sized Enterprises, Enterprise Customers, Wholesale and IT, Network & Innovation. Group Headquarters, which primarily includes the Group divisions as well as the employment company Worklink AG, is reported separately.

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Change in management structure from 1 January 2016

In order to boost the company’s effectiveness in the highly competitive ICT market, Swisscom is strengthening areas with close customer proximity and increasing the level of digitisation within its organisational structure from 1 January 2016 onwards. Distribution and service for Residential Customers and Small and Medium-Sized Enterprises together with the digital business will be combined in the Sales & Services and Digital Business segments. To exploit synergies and accommodate the increasing level of convergence, Swisscom is also combining product development and provision for Residential Customers and SME into one. The focus placed on corporate business will remain of central importance for Swisscom, and the organisational structure of corporate business will be further simplified. Through these adjustments Swisscom wants to improve the customer experience from a single source, simplify processes and increase efficiency in order to create greater scope for innovation. The restructuring will result in changes in the Group Executive Board. The new Products & Marketing unit will be headed by Dirk Wierzbitzki, who now has a seat on the Group Executive Board. The Head of the former Residential Customers unit, Marc Werner, will take over as Head of the new Sales & Services unit. Roger Wüthrich-Hasenböhler, who was responsible for the former Small and Medium-Sized Enterprises unit, will head the new Digital Business unit. He stepped down from the Group Executive Board at the end of 2015 and will subsequently report directly to the CEO of Swisscom Ltd. As of 1 January 2016, the Group Executive Board will comprise the following people: Urs Schaeppi, CEO; Mario Rossi, CFO (Group Business Steering); Hans Werner, CPO (Group Human Resources); Christian Petit, Head of Enterprise Customers; Heinz Herren, Head of IT, Network & Infrastructure; Marc Werner, Head of Sales & Services and Dirk Wierzbitzki, Head of Products & Marketing. Swisscom’s Italian subsidiary, Fastweb, will continue to be managed via the Board of Directors chaired by Swisscom’s CEO.

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