Board of Directors
The Board of Directors is responsible for the overall management of the Migros Community. It formulates the strategy, is responsible for creating efficient management and organisational structures, and represents Migros to the outside world.
In 2023, the Board of Directors of the Federation of Migros Cooperatives held seven meetings, each lasting between seven and nine hours.
The Board of Directors appointed the new Chief Executive Officer as of 1 May 2023 and the new Head of Migros Industrie as of mid-December 2023. In addition to the statutory matters and periodic reporting on all strategic business units of Migros (including the subsidiaries), the focus was on the transformation of the core business in connection with the formation of Migros Supermarket Ltd. In this context, a resolution was passed to reduce the FMC Board of Directors to 13 members as of 1 July 2024. The Board of Directors also approved various investments of the subsidiaries, particularly in IT and logistics and in Migros Industrie.
Composition & electoral procedure
The Board of Directors is composed of 23 members: ten external, independent members and 13 internal members. The external, independent persons are the Chairwoman and the nine members from the business, financial and IT sectors. Since they are employed by Migros, the ten representatives of the ten regional Cooperatives (normally the managing directors, but may also be a member of the regional board of directors of a Cooperative), the Chief Executive Officer and the two employee representatives are regarded as internal members. At the end of 2023, five members were women, meaning the proportion of female employees was 22.7 % (with one vacancy).
In terms of the composition and size of the Board of Directors, Migros deviates from the guidelines of the Swiss Code of Best Practice for Corporate Governance. This will be improved by a reduction in the number of board members from 1 July 2024. According to the statutes, each regional Cooperative chooses its representative and therefore decides itself who sits on the FMC Board of Directors. This influences both the size of the body and the ratio of external to internal members. The Governance Committee has the necessary power to initiate sanctions throughout the Group in order to protect Migros’ reputation.
With the exception of the ten representatives of the regional cooperatives, who are appointed by the electoral bodies of the regional cooperatives, members are elected for a four-year term of office (two-year term of office from 2024) by the FMC Assembly of Delegates. Re-election is permitted, provided that the maximum term of office of 16 years is not exceeded (12 years from 2024). Members retire on reaching the age of 70.
Working methods & powers
attendance rate at the meetings
Decisions made by the Board of Directors are passed by a simple majority of the members present – observing the usual rules for abstention. Detailed preparation and the preliminary work done by the committees mean that discussions of the full Board of Directors can be conducted effectively and efficiently.
The members’ attendance rate was 97 % in the reporting year. The members of the Executive Board and the President of the G. and A. Duttweiler Foundation also take part in the meetings of the Board of Directors in an advisory capacity.
All members of the Board of Directors are obliged to inform the Chairwoman immediately if they become aware of any conflicts of interest, whether of a general nature or related to a matter discussed in connection with a corporate body. If a member is involved in such a conflict of interest, they must not take part in discussions or decision-making processes relating to the interests concerned.
The Board of Directors ensures that the disclosure and withdrawal obligations are fulfilled. It also ensures that the relevant facts are checked and documented annually. All members must have any new mandates (internal and external) approved by the Chairwoman before acceptance. The Chairwoman provides information about the mandates of the individual board members, and if necessary discusses them with the full Board of Directors.
As part of a self-evaluation process, the Board of Directors and its committees discuss their working methods and performance. The findings of this evaluation are implemented on a continuous basis and discussions are held regularly on the implementation status. External consultancy services are used to advise on specific topics.
The duties of the Board of Directors include in particular:
- Formulation of the strategy and the business and ideal goals of Migros
- Monitoring and coordination of the achievement of these goals
- Creation of efficient management and organisational structures within Migros
- Implementation of the resolutions of the FMC Assembly of Delegates
- External representation of Migros
- Appointment and supervision of the FMC Executive Board
The Board of Directors delegates operational management to the Executive Board, which is headed by the Chief Executive Officer. This also includes the overall management of the FMC’s subsidiaries and other interests, where the internal board members are appointed by the members of the Executive Board. External board members, such as for Hotelplan or Migros Bank, are appointed by the FMC Board of Directors if additional expertise is needed or if required by law.
The responsibilities and remits are set out in the organisational rules of the Board of Directors and in the directives of the committees.
Composition Board of Directors
The Board of Directors of the Federation of Migros Cooperatives currently comprises 22 members (as at 31.12.2023), who have been elected until 30 June 2024.
President
Chairwoman of the Board of Directors since 2019, elected until 2024
Committees: Remuneration and Nominations (Chairwoman)
Executive MBA University of St. Gallen (HSG), International Directors Program
INSEAD Fontainebleau (FR), Advanced Certificate in Corporate Governance,
INSEAD Fontainebleau (FR), Lecturer
Major mandates
Be-advanced AG, Bern (Chairwoman Board of Directors), Nold Immobilien AG, Köniz (Co-founder and Chairwoman Board of Directors); Pestalozzi Foundation, Zurich (Board of Trustees); Bühnen Bern Foundation (Board of Trustees)
Professional experience/career path
1989 – 1999
Teaching at various levels at Bern elementary schools
1996 – 1999
Head teacher
1999 – 2005
Head of Quality Management and Communication/Marketing, INFORAMA
2005 – 2021
Lecturer at Pädagogische Hochschule Bern, Executive Staff and System Development Department
2008 – 2019
President of the FMC Assembly of Delegates
2014 - present
Various seats on management boards and supervisory boards
2019 – present
Chairwoman of the FMC Board of Directors
External, independent members
Member since 2012, elected until 2024
Committees: Audit, Governance (Chairman)
Dr. oec. University of Geneva, lecturer at the University of Neuchâtel
Major mandates
Comité d’éthique et de déontologie de l’Université de Genève et de la HES-SO Genève (Chairman); SIFEM (Swiss Investment Fund for Emerging Markets), Bern (Board of Directors); Caritas Genève (Board of Trustees)
Professional experience/career path
1989 – 1991
Economist in the Secrétariat général du Département de la Prévoyance Sociale et de la Santé Publique du Canton de Genève
1991 – 1998
Deputy Director, from 1994 Director Caisse de prévoyance du personnel enseignant de l’instruction publique et des fonctionnaires de l’administration du Canton de Genève (CIA)
1998 – 2015
Director of the Ethos Foundation and Ethos Services AG, Geneva
2015 – June 2018
Chairman of the Ethos Foundation and of Ethos Services AG, Geneva
Member since 2008, elected until 2024
Committees: Remuneration and Nominations
Ing. HES Oenologie, Managing Director Jean-René Germanier SA
Major mandates
Jean-René Germanier Vins, Vétroz (Chairman Board of Directors); Urbain Germanier SA Vins, Vétroz (Chairman Board of Directors)
Professional experience/career path
2003 – 2015
Professional experience/career path
1983 – present
Managing Director Jean-René Germanier SA
Member since 2008, elected until 2024
Committees: Audit, ADH (strategic issues)
Pharmacist University of Lausanne,
owner of Paola Ghillani & Friends AG
Major mandates
Romande Energie Holding SA, Morges (Board of Directors); Transitec Ingénieurs Conseil SA, Lausanne (Board of Directors); Zürcher Kantonalbank and Swisscanto (Chairwoman Sustainability Committee for Sustainable Investment Funds); International Committee of the Red Cross (ICRC), Geneva (honorary member); UTILITA Investment Foundation, Bern (Board of Trustees); Vivanta AG, Lucerne (Board of Directors)
Professional experience/career path
Until 1999
Marketing and management roles at multinational companies
1999 – 2005
CEO Max Havelaar Foundation (Switzerland), Chairwoman International Fairtrade Labelling Organisations
2005 – present
Owner of Paola Ghillani & Friends AG
Member since 2020, elected until 2024
Committees: Remuneration and Nominations, Governance
Dr. iur., CEO of Microsoft Deutschland GmbH
Major mandates
KPMG Germany (Supervisory Board); Swiss National Bank (Regional Economic Council Zurich); Bitkom e.V., Berlin (Board of Directors); American Chamber of Commerce Germany (Vice Chairwoman); Lucerne Festival (Advisory Board)
Professional experience/career path
1993 – 1999
Elekluft GmbH, Bonn (DE), Director Marketing & Sales, member of the Executive Board
2000 – 2002
Plaut Consulting GmbH, Wallisellen Director Marketing & Sales, member of the Executive Board
2003 – 2010
ESG Elektroniksystem- und Logistik-GmbH, Munich (DE), Head of Business Development, member of the Executive Board
2010 – 2011
Elster GmbH, Wiesbaden (DE), General Manager EMEA, member of the Executive Board
2011 – 2015
Microsoft Deutschland GmbH, Munich (DE), Senior Director Public Sector
2015 – 2020
Microsoft Schweiz GmbH, Wallisellen, Country Manager Switzerland
2020 – present
CEO Microsoft Deutschland GmbH, Munich (DE)
Member since 2020, elected until 2024 Committees: Finance (Chairman)
Executive MBA University of Rochester-Bern
Self-employed, professional director
Major mandates
World Federation of the Sporting Goods Industry (Board of Directors); Ledeco Sàrl Genève (Board of Directors); The Athlete’s Foot (TAF Global Holding AG) (Board of Directors); ABUSIZZ AG (Chairman Board of Directors from 01.07.2023)
Professional experience/career path
1989 – 1992
Financial Controller at REHAU Group, Bern
1992 – 1999
Various roles at Simeco Group (Interdiscount, Microspot), Jegenstorf, lastly as CFO
1999 – 30.04.2022
CFO/Deputy CEO at IIC-INTERSPORT International Corporation, Bern
2022 – present
Self-employed, professional director
Member since 2020, elected until 2024
Committees: Audit
MSc Business Administration University of Lausanne, Certified Auditor, US CPA
Owner of 2bridge AG
Major mandates
Mitreva AG, Zurich (Board of Directors); ETH Council, Bern (member); (Ferguson Finance (Schweiz) AG, Zug (Board of Directors); Confiseur Läderach Holding AG and Läderach (Schweiz) AG, Ennenda (Board of Directors); swissVR, Rotkreuz (Chairwoman Board of Directors); Swiss-American Society (Board of Directors); Cäsar Ritz Foundation Niederwald (Chairwoman Board of Trustees); IVF HARTMANN AG and IVF HARTMANN Holding AG (Chairwoman Board of Directors)
Professional experience/career path
1995 – 2014
Various roles as Audit Director at PricewaterhouseCoopers AG (PwC), Zurich, Silicon Valley and Lausanne
2014 – 2016
Self-employed management consultant
2014 – 2020
Board of Directors Valora Holding AG, Muttenz
2016 – present
Founder and Managing Partner 2bridge AG, Uster
Member since 2020, elected until 2024
Committees: Finance
Executive MBA University of St. Gallen (HSG), self-employed, professional director
Major mandates
Right To Play Switzerland (Board of Trustees); SMG Swiss Marketplace Group AG, Zurich (Delegate); Gubemo AG, Zurich (Board of Directors); Lift AG, Regensdorf (Board of Directors)
Professional experience/career path
1998 – 2001
Head of Finance & Controlling at Ringier Europa, Zurich
2000 – 2003
Head of Ringier Romania and Hungary
2003 – 2012
Various roles at Tamedia, including Head of Media Switzerland and Head of Digital, Group CFO
2013 – 30.06.2020
CEO of Tamedia, and of the TX Group from 01.01.2020
01.07.2020 – present
Self-employed, professional director
01.02.2022 – present
CEO SMG Swiss Marketplace Group
Member since 2020, elected until 2024
Committees: ADH (strategic issues, since), Audit
MBA University of Hohenheim, Stuttgart (DE)
Self-employed, professional director
Major mandates
Food & Drink Europe Federation, Brussels (Chairman Board of Directors)
Professional experience/career path
1988 – 2000
Various roles at KRAFT Jacobs Suchard, Zurich and Bremen (DE), including Director European Sales
2000 – 2012
Various roles at KRAFT Foods Zurich, Madrid (ES) and London (GB), as President Coffee Global and Europe; Vice President, General Manager Iberia; Vice President and General Manager Tassimo Global; Senior Director Sales Kraft Foods International
2013 – 2019
Executive Vice President and Chairman of Mondelez Europe, Zurich
01.07.2020 – present
Self-employed, professional director
Member since 2012, elected until 2024
Committees: Audit (Chairman Board of Directors)
Prof. em. Dr. oec. Emeritus Universität der Bundeswehr München (DE) and associate lecturer at the University of St. Gallen
Major mandates
Education and Business Council of the Benedictine monastery Disentis (member); Spitex Fricktal AG, Münchwilen (Chairman Board of Directors); MBF Foundation, Fricktal (Chairman Board of Trustees)
Professional experience/career path
1984 – 1988
Management consultant at ATAG Ernst & Young, Basel and Zurich
1988 – present
Academic advisor at the management consultancy B&RSW AG, Zurich
1993 – 2020
Professor of International Management at Universität der Bundeswehr München (DE)
Internal members
Baker and confectioner
Member (employee representative) since 2009, elected until 2024
Head of In-Store Bakeries Valais, Jowa AG
Major mandates
None
Professional experience/career path
Until 2006
Various roles at Migros Valais
2006 – 2010
Head of In-Store Bakeries, Marketing Department, Migros Valais
2011 – 2013
Head of In-Store Bakeries, Branch Production Department, Jowa AG
2013 – 2018
Head of In-Store Bakeries Valais, Jowa AG
2019 – present
Deputy manager of In-Store Bakeries Suisse Romande, Jowa AG
Managing Director Migros Zurich
Member since 2010, elected until 2024
Committees: Migros Retail, Finance
Swiss Federal Diploma in Marketing Management, Business Administration HWV
Major mandates
Movemi AG (Chairman Board of Directors); Migros Fachmarkt AG (Chairman Board of Directors); Ospena AG (Chairman Board of Directors); “Im Grüene” Foundation, Rüschlikon (Board of Trustees); Adele Duttweiler Prize Foundation (Board of Trustees); Tegut Holding (Chairman Advisory Board)
Professional experience/career path
Until 1993
Various roles in marketing, sales, catering and management consulting
1993 – 1997
Senior Product Manager/Key Account Manager, Doetsch Grether AG
1997 – 2009
Member of the Executive Board Migros Basel and Migros Deutschland
2010 – present
Managing Director Migros Zurich
Managing Director Migros Neuchâtel-Fribourg
Member since 2017, elected until 2024
Committees: Migros Retail, Governance
Trained chef
Major mandates
Agy Est SA (Chairman Board of Directors); Avry Centre SA (Chairman Board of Directors); Marin Centre SA (Chairman Board of Directors); Adele Duttweiler Prize Foundation (Chairman Board of Trustees); Fondation Pré Vert du Signal de Bougy (Board of Trustees); Strega SA (Chairman Board of Directors); Au Léopold SA (Chairman Board of Directors); Chambre neuchâteloise du commerce et de l’industrie (Board of Directors)
Professional experience/career path
1986 – 2000
Various roles at Migros Neuchâtel-Fribourg
2000 – 2002
Head of Catering Migros Neuchâtel-Fribourg
2003 – 2011
Head of Sales Migros Neuchâtel-Fribourg
2012 – 2017
Head of Expansion, Logistics and Catering Migros Neuchâtel-Fribourg
2017 – present
Managing Director Migros Neuchâtel-Fribourg
Managing Director Migros Valais
Member since 02.2023, elected until 2024
Committees: Migros Retail, Finance (since 02.2023)
Diploma in Accounting and Controlling
Executive Master of Business Administration Controlling & Consulting
Major mandates
Miduca AG (Board of Directors); Migros Logistique Romande SA (Board of Directors); Adele Duttweiler Prize Foundation (Board of Trustees); Fondation Pré Vert du Signal de Bougy (Board of Trustees)
Professional experience/career path
2002 – 2013
Various finance roles at Constellium Valais SA (Alcan Aluminium Valais SA), Sierre
2013 – 2023
Head of Finance, IT and Real Estate and member of the Executive Board of Migros Valais
02.2023 – present
Managing Director Migros Valais
Managing Director Migros Vaud
Member since 2019, elected until 2024
Committees: Migros Retail
Swiss Federal Diploma in Accountancy
Major mandates
Miduca AG (Chairman Board of Directors); Migros Logistique Romande SA (Vice Chairman Board of Directors), Migros Verteilbetrieb AG (Board of Directors); Migros Pension Fund (Board of Trustees); Fondation Pré Vert du Signal de Bougy (Chairman Board of Trustees); Adele Duttweiler Prize Foundation (Board of Trustees)
Professional experience/career path
1983 – 1988
Mandate management, Coopers & Lybrand Treuhand, Lausanne
1988 – 1989
Head of Accounting, Bujard Fils S.A., Lutry
1989 – 1993
Head of Accounting, Danzas Voyages SA, Geneva and Zurich
1993 – 1998
Head of Finance, Administration, IT, HR and Education, Optigal S.A., Lausanne
1999 – 2008
CFO and member of the Executive Board at REDACTS Switzerland and Italy (La Redoute, VertBaudet) VPC, Montreux
2008 – 2010
Head of HR & Security Migros Vaud (Executive Board)
2010 – 2015
Head of HR, Finance and Security Migros Vaud (Executive Board)
2016 – 2018
Head of Marketing and Sales supermarkets/hypermarkets, specialist markets, Gastro Migros Vaud (member of the Executive Board)
2019 – present
Managing Director Migros Vaud
Head of Food & Procurement Management FMC and
Managing Director Migros Hong Kong & Migros India
Guest until 12.2023, member since 01.2024
Retail specialist
International Retail Management Certificate programme University of St. Gallen
Major mandates
réservesuisse cooperative (Board of Trustees), Bern
Professional experience/career path
2010 – 2014
Manor AG, Head of Merchandising, member of the Executive Board of Hardgoods
2013 – 2017
Manor AG, Director of Merchandising, member of the Corporate Committee
2017 – 2018
Manor AG, Chief Merchandising Officer, Director Herma Ltd., member of the Executive Committee
2020 – 2023
Head of Food & Procurement Management FMC, member of Directorate Migros supermarkets
2021 – present
Managing Director Migros Hong Kong & Migros India
01.2024 – present
Managing Director Migros Geneva
System Architect Customer & Product FMC
Member (employee representative) since 06.2023, elected until 2024
Information Technology, FHNW, Olten
Major mandates
None
Professional experience/career path
2004 – 2006
Purchasing planner and intern at Hero, Lenzburg
2006 – 2011
Developer at Internet Brands, Los Angeles, USA (remote)
2011 – 2021
Senior Developer, Technical Product Owner and Co-Lead at Liip, Zurich
2021 – present
System Architect Customer & Product FMC
Chief Executive Officer FMC
Member since 05.2023, elected until 2024
Committees: Migros Retail (since 05.2023)
Certified auditor, management courses at INSEAD, Fontainebleau (FR) and IMD Lausanne
Major mandates
Digitec Galaxus AG (Board of Directors); Hotelplan Management AG (Board of Directors); Medbase AG (Chairman Board of Directors); Migros Beteiligungen AG (Chairman Board of Directors); Migros Digital Solutions AG (Board of Directors); Migros Vita AG (Chairman Board of Directors); Migros Verteilbetrieb (Board of Directors); Migros Supermarket Ltd (Vice Chairman Board of Directors); Migros Fachmarkt AG (Board of Directors); “Im Grüene” Foundation, Rüschlikon (Vice Chairman Board of Trustees); Adele Duttweiler Prize Foundation (Board of Trustees)
Professional experience/career path
1985 – 1987
Securities Manager UBS AG
1987 – 1995
Auditor ATAG Ernst & Young AG
1995 – 2010
CFO Heineken Switzerland AG
2010 – 2011
CFO Denner AG
2011 – 04.2023
CEO Denner AG
05.2023 – present
Chief Executive Officer FMC
Managing Director Migros Ticino
Member since 2021, elected until 2024
Committees: Migros Retail
Business Administration FH Winterthur
Major mandates
Activ Fitness Ticino SA (Chairman Board of Directors); Mitico Ticino SA (Chairman Board of Directors); Adele Duttweiler Prize Foundation (Board of Trustees); DISTI (Board of Directors); MovimenTI (Vice Chairman)
Professional experience/career path
1993 – 2007
Various roles in the Swiss Air Force, lastly as Careers Officer
2007 – 2017
CEO Unione Farmaceutica Distribuzione SA (UFD), Lugano
2014 – 2017
Head of Sales Pharmacies/Drugstores/Hospitals CH, Galexis AG, Niederbipp (Galenica Group)
2017 – 2019
Chief Operating Officer Pharmacies and Sales Amavita & Sun Store, GaleniCare Management SA (Galenica Group)
2020 – 2021
Head of Amavita, GaleniCare Management SA (Galenica Group)
01.12.2021 – present
Managing Director Migros Ticino
Managing Director Migros Eastern Switzerland
Member since 07.2023, elected until 2024
Committees: Migros Retail (since 07.2023)
lic. rer. publ. University of St. Gallen (HSG)
Major mandates
Migros Fachmarkt AG (Board of Directors); Medbase Group (Board of Directors); Migros Pension Fund (MPF) (Board of Trustees)
Professional experience/career path
2016 – 2019
Head of Corporate Development Migros Eastern Switzerland
2020 – 2023
CFO Migros Eastern Switzerland
06.2023 – present
Managing Director Eastern Switzerland
Chairman of the Board of Directors Migros Lucerne
Member since 2012, elected until 2024
Committees: Migros Retail
Lic. phil. II, SLA University of Bern
Major mandates
Barkenhafen AG, Nidau (Chairman Board of Directors); Scherer + Bühler, Meggen (Board of Directors)
Professional experience/career path
1987 – 1989
Trainer/Project Manager, Ascom Hasler AG, Bern
1989 – 1993
Head of Training and Personnel Affairs Migros Bern
1998 – 2001
Head of Club Schools/Leisure Centres Migros Aare
2002 – 2005
Head of Supermarket South/Gastro Migros Aare
2005 – 2012
Head of Sales/Marketing Supermarket/Catering Migros Aare
2012 – 30.06.2020
Managing Director Migros Lucerne
01.07.2020 – present
Chairman of the Board of Directors Migros Lucerne
Managing Director Migros Aare
Member since 2022, elected until 2024
Committees: Migros Retail
Federally certified marketing manager
Major mandates
LFS AG (Chairman Board of Directors); Culinart AG (Chairman Board of Directors); Capricorn Holding AG (Vice Chairman Board of Directors); Kilcher Transporte AG (Chairman Board of Directors), MISENSO AG (Vice Chairman Board of Directors); Fachmarkt AG (Board of Directors), Migros Online (Board of Directors); MA Ventures AG (Chairman Board of Directors); VOI AG (Chairman Board of Directors); Casa Interio AG (Chairman Board of Directors); cha cha AG (Chairman Board of Directors); Flower Power Fitness & Wellness AG (Chairman Board of Directors); Shoppyland Shoppy AG (Chairman Board of Directors); Shopping-Center Brünnen AG (Chairman Board of Directors); Time-Out AG (Chairman Board of Directors); Geiser agro.com AG (Vice Chairman Board of Directors; Terralog AG (Board of Directors)
Professional experience/career path
1995 – 2009
Various roles at Migros Aare
2010 – 2013
Head of Specialist Markets Migros Aare
2013 – 2017
Head of Supermarkets and Catering Migros Aare
2017 – 2021
Head of Supermarkets Migros Aare, most recently Head of Retail
Since 01.04.2022 – present
Managing Director Migros Aare
Managing Director Migros Basel
Member since 2022, elected until 2024
Committees: Migros Retail
Master of Arts in Business Administration, University of Zurich
Major mandates
Migros Fachmarkt AG (Board of Directors); Park “Im Grünen” Foundation Münchenstein (Board of Trustees); Adele Duttweiler Prize Foundation (Board of Trustees)
Professional experience/career path
2008 – 2017
Various roles at LIDL Schweiz AG, lastly as Head of Sales
2017 – 2019
Change Transformation Officer, Magazine zum Globus AG
2020 – 2021
Chief Sales Officer and member of the Executive Board, Magazine zum Globus AG
01.12.2021 – present
Managing Director Migros Basel
Members who retired in 2023
Managing Director Migros Valais (until 2022)
Committees: Migros Retail (until 2022)
Swiss Federal Diploma in Marketing Management, EMBA Business School Lausanne
Managing Director Migros Eastern Switzerland (until 06.2023)
Committees: Migros Retail, Governance, Finance (until 06.2023)
Engineer HTL dairy industry
Managing Director Migros Geneva (until 06.2023)
Committees: Migros Retail (until 06.2023)
Diploma in hotel and restaurant management (EHL),
Stanford Executive Program
Project Manager FMC Communications & Media Division (until 05.2023)
Member (employee representative) until 05.2023
Lic. phil. English studies, Université de Paris-Sorbonne (FR)
Chief Executive Officer FMC (until 04.2023)
Committees: Migros Retail (until 04.2023)
Lic. oec. University of Neuchâtel, postgraduate course in statistics, University of Neuchâtel
Committees
The FMC Board of Directors works in liaison with a number of permanent committees. With the exception of the Migros Retail Committee (ADH), these specialist bodies consist predominantly or exclusively of external, independent members of the Board of Directors, who contribute their specific specialist knowledge.
Remuneration and Nominations Committee
The Remuneration and Nominations Committee is responsible for matters relating to staff remuneration and nomination. It prepares and submits proposals to the Board of Directors on remuneration of the Migros organs and the salary bands of Migros’ senior management. It determines the salary of the Chief Executive Officer, as well as the salaries of the Executive Board members based on the CEO’s recommendations. The Chair of the Board of Directors can also request the Committee’s input on other remuneration- and salary-related issues.
The Committee is responsible for ensuring that an appropriate Chair of the FMC Board of Directors and CEO are elected, taking into account the voting regulations, and submits nominations to the Board of Directors. In addition, it supports the Board of Directors in reviewing the proposal for members of the Executive Board, submitted by the CEO. The Committee also submits a proposal to the Board of Directors for external board members of Federation of Migros Cooperatives (FMC) subsidiaries that have permanent external boards of directors.
Where there is a conflict of interests, the members concerned do not participate. The Committee consists exclusively of external, independent members. In the case of impending nominations, two additional members may join the Committee. The Committee met four times in 2023.
- Ursula Nold (Chairwoman, external, independent)
- Jean-René Germanier (external, independent)
- Marianne Janik (external, independent)
Audit Committee
The Audit Committee supports the Board of Directors in the supervision and review of the accounting and financial reporting of the FMC and the Migros Group, the Board of Control and risk and compliance management within FMC and the Migros Group. The duties and powers assigned to the Board of Directors in accordance with the law, the statutes and the rules of organisation remain the Board of Directors’ responsibility. The Audit Committee has no decision-making powers, except for those related to the audit plan and fee budget for the external and internal auditors.
In performing its duties, the Committee has unrestricted access to the management of all group companies and their business records and documents. It operates in accordance with the rules of best practice, which are observed by large Swiss business enterprises. The Committee reports regularly to the Board of Directors on the results of its inspections and proposes appropriate measures when necessary. It consists exclusively of external, independent members. It met four times in 2023.
- Hans A. Wüthrich (Chairman, external, independent)
- Dominique Biedermann (external, independent)
- Paola Ghillani (external, independent)
- Cornelia Ritz Bossicard (external, independent)
- Hubert Weber (external, independent)
Finance Committee
The Finance Committee ensures that the available financial resources are properly deployed, taking into account the agreed strategies, plans and requirements of the Migros Group. In particular, it reviews proposals for the acquisition and sale of businesses or business units, and large investments or divestments by the FMC and its subsidiaries (provided that these fall within the remit of the Board of Directors). It also makes recommendations to the Board of Directors.
The Finance Committee consists primarily of external, independent members. It met six times in 2023.
- Martin Künzi (Chairman, external, independent)
- Joerg Blunschi (internal)
- Mario Caldelari (internal)
- Christoph Tonini (external, independent)
Migros Retail Committee (ADH)
The Migros Retail Committee (ADH) deals with all matters that are relevant to the retail business under the Migros brand – the “orange M” – especially merchandising and retail strategies, and makes the relevant applications to the Board of Directors. The Retail Committee formulates binding procedural plans, priorities and actions for the implementation of the budget.
It is also responsible for supervising and controlling budgets, and introduces appropriate measures when there are deviations from these. In addition to the Chairman, the Migros Retail Committee (ADH) includes the ten managing directors of the Cooperatives and members of the Executive Board (no voting rights). Having only internal members on the Migros Retail Committee recognises the fact that the Committee is responsible for preparing the Cooperative Retailing strategy for the Board of Directors, as well as performing operational tasks that help coordinate the core business. Close coordination of the core business is essential.
Two additional external members advise the Board on deliberations and decision making in the treatment of strategic issues. The 17 (or 19) members of the Committee met on seven occasions in 2023. The committee was dissolved at the end of 2023 as part of the transformation of the core business.
- Fabrice Zumbrunnen (Chairman, internal), until 30.04.2023
- Mario Irminger (Chairman, internal), from 01.05.2023
- Jörg Blunschi
- Jean-Marc Bovay
- Mario Caldelari, from 01.02.2023
- Anton Chatelan
- Peter Diethelm, until 30.06.2023
- Martin Lutz, from 01.07.2023
- Philippe Echenard, until 31.05.2023
- Mattia Keller
- Guido Rast
- Reto Sopranetti
- Anita Weckherlin
Strategische Themen zusätzlich:
- Paola Ghillani (external, independent)
- Hubert Weber (external, independent)
Members of the Executive Board (no voting rights, all internal).
Governance Committee
To protect the reputation of the Migros Group, the Governance Committee may, primarily as a last resort following the existing, Group-wide compliance processes and an internal audit, propose sanctions and other measures to the FMC Board of Directors. The Governance Committee is composed of two external, independent members of the FMC Board of Directors, one of whom is also a member of the Audit Committee, two internal members of the Board of Directors delegated by the respective regional Cooperative, and a member of the Board of Trustees of the G. and A. Duttweiler Foundation. It met once in 2023.
- Dominique Biedermann (Chairman, external, independent)
- Marianne Janik (external, independent)
- Peter Diethelm (internal)
- Jean-Marc Bovay (internal)
- Mario Caldelari (internal)
- Mitglied der Stiftung (external, independent)