Understanding the roles and responsibilities of managers is crucial for ensuring compliance and integrity within an organization. This article provides an overview of the key responsibilities of managers in Switzerland, drawing on statutory provisions and international standards.

Regardless of their position within the company – whether on the Board of Directors (BoD), Executive Board (EB), or as line managers – all managers in Switzerland must adhere to the company’s basic values and expectations regarding compliance and integrity. Key general responsibilities include:

  1. Commitment to Compliance and Integrity: Managers must regularly commit to and promote a compliance mindset both internally and externally. This includes participating in compliance training and fostering a culture of integrity within the organization.
  2. Leadership by Example: Managers should lead by example, embodying the principles of compliance and integrity in their daily actions (“walk the talk”). This is reinforced through consistent communication on these topics, setting a “tone from and at the top and middle” during meetings and other interactions.
  3. Supporting Compliance Functions: Actively supporting the compliance function within the organization is vital. This includes ensuring employees understand their compliance obligations and have the necessary resources and knowledge to fulfill them.

Specific Responsibilities of the Board of Directors

The Board of Directors holds overall responsibility for overseeing compliance within the organization. Their specific duties include:

  1. Establishing Compliance Frameworks: The BoD must determine the compliance organization, such as issuing a Code of Conduct and other relevant guidelines.
  2. Monitoring and Reviewing Compliance: Ensuring appropriate monitoring and annual review of compliance implementation and the compliance management system is crucial. The BoD must also receive annual compliance reports from the EB.
  3. Engaging with Senior Management: The BoD should regularly question senior management about major compliance risks and the integrity of line managers.

Specific Responsibilities of the Executive Board

The Executive Board has operational responsibility for compliance within the company. Their key duties include:

  1. Implementing Compliance Systems: The EB is responsible for the implementation, documentation, consistent application, monitoring, and continuous improvement of the compliance management system.
  2. Allocating Resources: In consultation with the BoD, the EB must allocate appropriate financial and personnel resources to support compliance functions across various departments (e.g., HR, Sales, Finance, IT).
  3. Reporting and Improvement: The EB must ensure annual reporting to the BoD and continuously seek ways to enhance the compliance management system.

Specific Responsibilities of Line Managers

Line managers are responsible for ensuring compliance within their specific areas of responsibility. Their duties include:

  1. Informing and Educating Employees: Line managers must ensure their team members are aware of statutory, contractual, and internal compliance requirements.
  2. Serving as Points of Contact: Line managers should be the primary point of contact for employees with questions or concerns about compliance, encouraging a speak-up culture.
  3. Promoting Compliance Awareness: Regularly reminding employees of compliance obligations and fostering an environment where compliance is a shared responsibility is essential.

The roles and responsibilities of managers regarding compliance in Switzerland are clearly delineated. The Board of Directors has supervisory responsibility, the Executive Board handles organizational responsibility and resource allocation, and line managers are accountable for compliance within their areas of expertise.

Raising awareness and providing targeted training on compliance and integrity can significantly enhance managers’ understanding and commitment to these responsibilities, contributing to the sustainable success and reputation of the organization.

For further inquiries or detailed guidance on compliance roles and responsibilities, please consult with legal experts at Bratschi Ltd., one of Switzerland’s leading law firms specializing in business, tax, and public law.

Article by Christian Wind
Dr. iur. HSG, LL.M., EMBA IMD | Attorney-at-law and Partner | Co-Head of Compliance and Investigations | Co-Head of Competition and Media

Phone: +41 58 258 00 00  /  Email: christian.wind@bratschi.ch