Executive Board
Composition of the Executive Board
The CEO and the other members of the EB are appointed and dismissed by the BoD. The BoD is supported by the NCC, which prepares all relevant decisions of the BoD in relation to the nomination of the CEO and the other members of the EB and submits proposals and recommendations to the BoD.
As at 31 December 2023, the EB was composed as follows:
The following table provides an overview of SoftwareOne’s EB:
|
|
|
|
|
|
External mandates |
|
Name |
Nationality |
Born |
Function |
Appointment |
Education |
listed |
non-listed |
|
|
|
|
|
|
|
|
Brian Duffy 1) |
Irish |
1980 |
Chief Executive Officer |
2023 |
Law, LL.M. |
0 |
0 |
Rodolfo J. Savitzky |
Mexican, Swiss |
1962 |
Chief Financial Officer |
2022 |
Engineering, finance and economics, MBA |
1 |
0 |
Bernd Schlotter |
American |
1964 |
President Software&Cloud |
2021 |
Mechanical Engineering, MBA |
0 |
0 |
Julia Braun |
Austrian |
1973 |
Chief Human Resources Officer |
2022 |
Human Resources, MBA |
0 |
0 |
Dieter Schlosser 2) |
German |
1966 |
Chief Executive Officer |
2019 |
Business management |
0 |
0 |
Neil Lomax 3) |
British |
1979 |
President of Sales |
2019 |
Business administration |
0 |
0 |
1) Since May 2023.
2) Until May 2023.
3) Until October 2023.
Management changes
SoftwareOne welcomed Brian Duffy as CEO in May 2023, who succeeded Dieter Schlosser. Brian has extensive experience from various leadership positions he held at SAP, notably as SAP President of Cloud and as President of Northern Europe. Brian will drive SoftwareOne’s objective of helping clients unlock opportunities that are fuelled by technology.
Neil Lomax, who was Member of the EB and held various positions in sales and business development, including Regional President North America, left the company in October 2023.
Compensation of the Executive Board
The shareholders’ meeting shall approve annually and separately the proposals of the BoD in relation to the maximum aggregate compensation of the EB for the next business year (see art. 19 of the AoI). More details on compensation and post-employment benefits of the EB can be found in the Compensation Report.
The members of the EB may only be granted loans and credits up to a maximum amount of CHF 1,000,000 at market-based conditions and in compliance with the applicable rules of abstention.
Responsibilities
The BoD has delegated the operational management of the company entirely to the CEO within the limits permitted by law and subject to the powers and duties remaining with the BoD pursuant to the OrgR.
Within the operational management delegated to the CEO pursuant to OrgR, the CEO is responsible for SoftwareOne’s daily business operations and represents the company in these matters, all in accordance with the law, the AoI, the OrgR as well as the strategies, policies and guidelines set by the BoD. The CEO is responsible for the implementation of BoD resolutions and the supervision of all management levels at the company. The CEO acts as the head of the EB.
Within the EB, the CEO is the primary point of contact for the Chair and the other members of the BoD. The CEO represents and coordinates the positions of the EB vis-à-vis the BoD. In case of matters requiring approval by the BoD as a matter of law, the AoI or the OrgR, the CEO submits corresponding proposals to the BoD. The CEO provides information to the other members of the EB concerning the resolutions and suggestions of the BoD. The CEO ensures that resolutions are implemented and that suggestions are considered. The CEO represents the group, both internally and externally.
Statutory provisions regarding external mandates
According to Art. 21 of the AoI, no member of the EB may hold more than one mandate in a listed company and more than three mandates in non-listed companies. For a description of how SoftwareOne defines mandates and for transitional provisions of newly appointed EB members, please refer to the section Availability and statutory provisions regarding external mandates above.
Any mandate of a member of the EB in a legal entity outside of SoftwareOne shall be subject to prior approval by the BoD, or the NCC, where delegated.
All members of the EB remained within the statutory maximum number of outside mandates in listed and non-listed companies and organisations.
Management contracts
As at 31 December 2023, the company has not entered into any management contracts with third parties.
Composition of the EB
The EB meets the legal representation requirements as both genders are duly represented with at least 20% representation.