Corporate governance Overview

UBS is subject to, and in compliance with, all relevant Swiss legal and regulatory requirements regarding Corporate governance, in particular with all applicable laws, the SIX Swiss Exchange’s (SIX) Directive on Information Relating to Corporate Governance as well as the standards established in the Swiss Code of Best Practice for Corporate Governance, including the appendix on executive compensation. In addition, as a foreign company with shares listed on the New York Stock Exchange (NYSE), UBS is in compliance with all relevant corporate governance standards applicable to foreign listed companies.

UBS operates under a strict dual board structure, as mandated by Swiss banking law. The separation of responsibilities between the Board of Directors (BoD) and the Group Executive Board (GEB) is clearly defined in the Organization Regulations of UBS AG. The BoD decides on the strategy of the Group upon the recommendation of the Group CEO, and supervises and monitors the business, whereas the GEB, headed by the Group CEO, has executive management responsibility. The functions of Chairman of the BoD and Group CEO are assigned to two different people, thus ensuring a separation of power. This structure establishes checks and balances and preserves the institutional independence of the BoD from the day-to-day management of the firm, for which responsibility is delegated to the GEB under the leadership of the Group CEO. No member of one board maybe a member of the other.