4.9 Internal organisation and working methods

The Board of Directors is responsible for the strategic and financial management of Swisscom and for oversight of the company’s management which it has delegated to the Group CEO. As the highest governing body of the company, it holds decision-making powers with the exception of those powers granted to the Annual General Meeting by law.

The Chair – or in their absence the Vice Chair – generally convenes the Board of Directors monthly (except January, April, July and October) for a one- to two-day meeting, with further ad-hoc meetings convened as business requires. The respective chairs of the Board and the committees set the agenda for meetings. Any Board member may request the inclusion of additional agenda items. To allow for preparation, Board members receive agendas and documentation usually ten days prior to the meeting. The Group CEO, the Group CFO and the Head of Group Security & Corporate Affairs always attend meetings of the Board of Directors as guests. At ordinary meetings of the Board, the Chair and the Group CEO report on the general course of business and major business transactions, events and measures. Depending on the issues under discussion, the Board may also invite members of the Group Executive Committee, the executive committees and senior employees of Swisscom, as well as auditors and other internal and external experts, to any of its meetings. The Board of Directors did not call on any external advisors during the reporting year.

The duties, responsibilities and working methods of the Board of Directors, as well as its handling of conflicts of interest, are defined in the Organisational Regulation and in the regulations governing the standing committees.

See Guiding Principles

The following table gives an overview of Board meetings and circular resolutions in 2025. Individual meetings were held by video conference.