Corporate Governance

Corporate governance of the Siegfried Group is focused on ensuring a sound and long-term relationship with all stakeholders and providing the necessary transparency. It is based on the Swiss Code of Obligations (article 663b bis and article 663c OR), the directive on corporate governance of the Swiss Exchange (SIX) and the “Swiss Code of Best Practice for Corporate Governance.”

Board of Directors

Board of Directors

The Board of Directors is responsible for the overall management of the Siegfried Holding AG: They appoint the CEO and the members of the Executive Committee and control as well the strategic goals of the company.

From left to right: Wolfram Carius, Reto A. Garzetti, Ulla Schmidt, Andreas Casutt, Martin Schmid, Colin Bond
Andreas Casutt, Ph.D., Chairman, Siegfried Holding AG

Andreas Casutt (1963) joined the Board of Siegfried Holding AG in 2010 and was elected Chairman in 2014. He has been a partner of the Niederer Kraft & Frey law firm in Zurich since 2002, and held office as managing partner from 2006 to 2014. Andreas Casutt specializes in Corporate law, Contract law, Mergers & Acquisitions, and Stock exchange law. In addition, he is a board member of Mikron Holding AG, Maxon Motor AG, Liechtenstein-based Bendura Bank AG and various privately held companies.

Andreas Casutt studied law and received his Ph.D. in Zurich and completed an LL.M. program at the University of Michigan, Ann Arbor.

Andreas Casutt is a Swiss citizen.

Martin Schmid, Ph.D., Vice President of the Board of Directors, Siegfried Holding AG

Martin Schmid (1969) joined the Board of Siegfried Holding AG in 2016. He was elected Councilor of State for the Canton of Grisons in 2011. From 2003 to 2011, he served as a member of the Canton of Grisons government, where he was in charge of the Department of Justice, Security, and Health as well as subsequently the Department of Finance. Martin Schmid is an attorney at law and serves on several boards in the fields of energy, health and construction. He is president of the Swiss gas industry association (VSG ASIG), of the foundation of the Cantonal Hospital Grisons and of the Institute for financial economy and financial law (IFF) of the University of St. Gallen. Furthermore, he is a board member of economiesuisse, a Swiss corporate union.

He studied law at the University of St. Gallen where he was awarded a Ph.D. in 2005.

Martin Schmid is a Swiss citizen.

Colin Bond, Member of the Board of Directors, Siegfried Holding AG

Colin Bond (1961) joined the Board of Siegfried Holding AG in 2013. In 2016, he has been appointed Chief Financial Officer of Vifor Pharma AG. Previously, Colin Bond held the position of Group Chief Financial Officer of Evotec in Hamburg. Following career stations as a pharmacist, chartered accountant and management consultant, he worked for 25 years as Chief Financial Officer for several international companies in various industries, of which 11 years for Great Lakes Chemical Corporation, today Lanxess, a US-based global specialty chemicals company.

Colin Bond holds a university degree in pharmacy from the University of Aston, Birmingham, and a MBA degree from London Business School.

He is a citizen of Great Britain and Switzerland.

Wolfram Carius, Ph.D., Member of the Board of Directors, Siegfried Holding AG

Wolfram Carius (1961) was elected member of the Board of Siegfried Holding AG in 2014. In 2016, he was appointed Executive Vice President Pharmaceutical Product Supply at Bayer and, in this function, serves as a member of the Executive Committee at Bayer Pharma. Previously, Wolfram Carius worked for Sanofi, a French healthcare company, as Senior Vice President Biopharma Biologics and member of the Global Leadership Team. From 1987 to 2013, Wolfram Carius held various positions with the pharma company Boehringer Ingelheim. In 2009, he was appointed to the company’s Board of Managing Directors, initially with responsibility for Human Resources and Technical Operations, and from 2012 for Biopharma and Operations. Before that, he was responsible for the development and expansion of the biopharma unit. He managed the company’s production site in Japan and worked later in Brazil as technical director before being appointed member of Boehringer Ingelheim’s Board of Managing Directors in Germany.

Wolfram Carius holds a Ph.D. in pharmaceutical biology and analytical phytochemistry from the University of Saarland, Germany. In 2009, the Biberach University of Applied Sciences awarded him the title of honorary professor in recognition of his long and exceptional service.

Wolfram Carius is a German citizen.

Reto A. Garzetti, Member of the Board of Directors, Siegfried Holding AG

Reto A. Garzetti (1960) joined the Board of Siegfried Holding AG in 2011. Since 1999, he is a partner and Vice President of the Board of SE Swiss Equities. He additionally serves on the Board of SKW Stahl Metallurgie Holding AG (until 2016), listed on the German stock exchange, the Board of Peach Properties AG (President), listed on the SIX Swiss Exchange, as well as on the Board of the privately held companies AGI AG, Occlutech AG and other privately held companies in Switzerland and abroad. Previously, he served for many years on the Board of multinational US companies.

Reto Garzetti graduated 1986 from the University of Zurich in business administration (lic. oec. publ. / MBA) with the main emphasis on banking, trade and securities law.

He is a Swiss and Italian citizen.

Ulla Schmidt, Member of the Board of Directors, Siegfried Holding AG

Ulla Schmidt (1949) joined the Board of Siegfried Holding AG in 2016. She has been a member of the German Bundestag since 1990 and its Vice President from 2013 to 2017. From 2001 to 2009, she held the position of Federal Minister of Health in the Republic of Germany. She served in several public office functions; among others as City Councilor in Aachen. Ulla Schmidt is Chairwoman of the board of Federal Lebenshilfe Association headquartered in Marburg, Germany, an expert member on the supervisory board of Charité-University Medicine Berlin, and member of the advisory committee of K&S Sozialbau AG, Sottrum. Furthermore, she serves on the board of Aktion Mensch, Bonn, and is Chairwoman of the board of trustees of Hospizstiftung Region Aachen and a member of the board of Philips GmbH.

Ulla Schmidt holds a prediploma in psychology and was awarded a school teaching degree from the University of Aachen.

Ulla Schmidt is a German citizen.

Executive Committee

Executive Commitee

The Chief Executive Officer (CEO) is responsible for the operative and results-oriented management of the Siegfried Group and its divisions. Subject to the competencies and directives of the Board of Directors, the CEO is responsible for the achievement of the corporate goals as well as the management of the subordinate Group companies. 

From left to right: Arnoud Middel, Wolfgang Wienand, Marianne Späne, Reto Suter, Rudolf Hanko, René Imwinkelried
Rudolf Hanko, Ph.D., Chief Executive Officer

Rudolf Hanko (1955) was appointed CEO of Siegfried in May 2009. Prior to joining Siegfried, he worked in the chemical-pharmaceutical industry in various management positions, at Evonik Industries AG (Germany) as Head of Exclusive Synthesis & Amino Acids. Rudolf Hanko also headed the pharmaceutical division of Bayer AG as Head of Chemical Research and as General Manager of the fine chemicals division.

Rudolf Hanko received his Ph.D. in chemistry from the University of Göttingen and completed post-doctoral studies at the Max Planck Institute.

Rudolf Hanko is a German citizen.

Reto Suter, Ph.D., Chief Financial Officer

Reto Suter (1971) joined Siegfried on May 1, 2017, as Chief Financial Officer. Over the last 16 years, he has held a range of responsible positions in industry as well as in finance and private equity. In his last post as COO, CIO and Board Member, Reto Suter was responsible for overseeing the public takeover and subsequent delisting and restructuring of Lonrho, a long-established company headquartered in London (UK) and Johannesburg (SA).

Reto Suter studied economics at the University of Zurich and the University of Washington in Seattle and took his doctorate in banking and finance at the University of Zurich.

Reto Suter is a Swiss Citizen.

René Imwinkelried, Ph.D., Head Technical Operations

René Imwinkelried (1957) heads Technical Operations since November 2016. From 2012 to May 2017, René Imwinkelried was responsible for the Research & Development of the Siegfried Group. From 2010 to 2012, he was Head of Technical Development Small Molecules at Roche in Basel. From 1991 to 2004, he worked in various R&D management positions at Lonza, and as Head of global chemical and physical sciences at US-based Schering-Plough.

He holds a Ph.D. in organic chemistry from the ETH Zurich and completed a post-doctoral fellowship at Colorado State University and Harvard University.

René Imwinkelried is a Swiss citizen.

Arnoud Middel, Head Human Resources Global

Arnoud Middel (1971) joined the Siegfried Group in September 2011 as Head of Human Resources. Previously, he worked for various companies in the field of human resources. From 2003 to 2006, he held a leading position in the Human Resources department of the Baloise insurance Switzerland. From 2006 to 2008, he was Head HR for the region Continental Europe and Asia of the American industry- and reinsurance group XL-Insurance (today XL-Catlin). From 2008 to 2011, he worked as Head of HR Switzerland and Global Headquarters for Syngenta in Basel.

He completed his studies in biology and biochemistry at the University of Basel.

Arnoud Middel is a Dutch citizen.

Marianne Späne, Head Business Development, Marketing & Sales

Marianne Späne (1962) joined the Siegfried Group in 2004 and was appointed Head of Business Development & Sales in March 2010. She headed the Siegfried Generics Division from 2008 to 2010 and was previously responsible for the Classical Generics Business Unit. From 2004 to 2008, Marianne Späne managed the Business Development Department and the Supply Chain for Generics. Prior to joining Siegfried, she worked in logistics, business development and as site manager for Boucheron, a cosmetics company. Later, Marianne Späne moved to the pharmaceutical industry and joined the pharma division of Schweizerhalle as Head of the Sales and Marketing department. Subsequently, she joined Aceto, a US-based company, where she developed European expansion strategies.

Marianne Späne holds degrees in finance, business administration and marketing from the Business Management School (KFS) in Basel and the Marketing & Business School in Zurich (MBSZ).

Marianne Späne is a German citizen.

Wolfgang Wienand, Ph.D., Chief Scientific and Strategy Officer

As of December 2011, Wolfgang Wienand (1972) leads the departments Strategy, Mergers & Acquisitions, Legal and Intellectual Property Management and Regulatory Affairs. Since May 1, 2017 he is also responsible for Siegfried’s global Research and Development activities. He held this position previously from August 2010 to August 2012. Before joining Siegfried, he held senior management positions at Evonik Industries AG, formerly Degussa AG, with a focus on fine chemistry and custom manufacturing for the pharmaceutical industry.

Wolfgang Wienand studied chemistry at the University of Bonn and subsequently obtained a Ph.D. in organic and bioorganic chemistry from the University of Cologne. In addition, he holds an Executive Master’s Degree in International Finance of HEC in Paris.

Wolfgang Wienand is a German citizen.

Shareholder Structure

Distribution of Shares

As of December 31, 2017, 3875 shareholders were registered in the share registry of Siegfried Holding AG, representing a shareholding of 65.25% of the total share capital. The distribution of the shares among the shareholders was as follows: 

Major Shareholders
Shareholdings by Segment

Shareholdings by segment as of December 31, 2017, were as follows:

Remuneration

At Siegfried, we are mindful of the responsibility we owe to our stakeholders and we pursue a transparent, performance-based, and sustainable remuneration policy.

The Remuneration Report describes Siegfried Group’s remuneration principles and defines the competencies and responsibilities associated with setting remuneration for members of its Board of Directors and Executive Committee. The report also contains detailed information about remuneration plans and payments made in the corresponding financial year. 

Auditors

Contract duration and lead auditor term length

Pricewaterhouse Coopers AG (PwC), Basel (or its predecessor companies), has been the statutory auditor of Siegfried Holding AG since 1920. The auditor is annually elected by the General Meeting of Shareholders.

Audit fees

PwC billed the Siegfried Group for services in connection with auditing of the annual financial statement of Siegfried Holding AG and of the Siegfried Group companies, the consolidated 2017 financial statement of the Siegfried Group and related auditing services CHF 746 000 (2016: CHF 763 000).

Additional fees

For tax consulting during 2017, PwC billed the Siegfried Group CHF 322 000 (2016: CHF 345 000), and for other services CHF 50 000 (2016: CHF 58 000) in additional fees. Further costs for tax consulting and other services by other auditors amounted to CHF 41 000 (2016: CHF 29 000).

External audit informational instruments

The Audit Committee evaluates and discusses the performance, fees, and independence of the auditor every year. It reports to the Board and proposes a motion at the General Meeting on the election (or reelection) of the auditor. The contract is awarded based on a budget presented to the Audit Committee by the auditor.

The auditor regularly attends the meetings of the Audit Committee. During such meetings, the auditor presents detailed audit reports, which are also distributed to the Board. Assignments for PwC that go beyond the auditing mandate are subject to approval by the head of the Audit Committee.

Information Policy

The Siegfried Group is committed to an open and consistent information policy. The media, financial analysts and other interest groups are continuously informed about important developments and events.

Shareholders are informed semi-annually on the state of the business and receive the annual report and the semi-annual report upon request. The annual report, the minutes of the previous General Meeting, media releases, important information and the current share price can be found on this website. A news conference is held semi-annually for the media and financial analysts.

Siegfried Holding strictly observes the mandatory disclosure rules of the SIX Swiss Exchange (“ad hoc disclosure”) regarding potentially price sensitive facts. 

Contact:

Siegfried AG
Peter A. Gehler
Chief Communication Officer
Untere Bruehlstrasse 4
4800 Zofingen
Switzerland

Phone +41 62 746 1148
peter.gehler@siegfried.ch

Siegfried AG
Reto Suter, CFO
Untere Bruehlstrasse 4
4800 Zofingen
Switzerland

Phone +41 62 746 1135
reto.suter@siegfried.ch

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Siegfried AG
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