External mandates of members of the Board of Directors and the Executive Board

Mandates outside SoftwareOne of the members
of the Board of Directors

SoftwareOne’s Articles of Incorporation (AoI) provide that the company’s Board of Directors (BoD) be composed of at least three and not more than 12 members, including the Chair of the BoD. No member of the BoD may hold more than four additional mandates at listed companies and more than six mandates at non-listed companies. Mandates within the meaning of this provision are mandates of comparable functions at other companies with an economic purpose. Mandates at different legal entities under common control or owned by the same beneficial owner are deemed to constitute a single mandate.

The following mandates are not subject to these limitations:

1. Mandates at companies which are controlled by the company or which control the company;
2. Mandates held at the request of the company or companies it controls. No member of the BoD or the EB may hold more than 10 such mandates;
3. Mandates at associations, charitable organizations, foundations, trusts, and employee welfare foundations. No member of the BoD or the EB may hold more than six such mandates.

All members of the BoD remained within the statutory maximum numbers of outside mandates at listed and non-listed companies and organizations.

The following listing shows all material external mandates (audited):

Till Spillmann

• Current directorships and management positions: Chair of the BoD of PMT Management AG, Actium AG, and ImmoMentum AG, and Member of the BoD of Argon Management AG
• Previous directorships and management positions in the last five years: Partner at Niederer Kraft Frey AG and Managing Partner at Bär & Karrer AG.

Andrea Sieber

• Current directorships and management positions: Vice Chair of the BoD of Allreal Holding AG and Chair of its Nomination and Compensation Committee. Member of the BoD of Calida Holding AG and Member of its Risk & Audit and Nomination and Compensation Committees, Member of the BoD of PCS Holding AG, and Member of the BoD of Global-e Switzerland CH AG, InErgies Capital AG, and Borderfree PayCo Switzerland GmbH.
• Previous directorships and management positions in the last five years: Member of the Executive Management of MLL Legal AG and Member of the BoD of JJF-Gemma Capital AG.

Daniel von Stockar

• Current directorships and management positions: Chair of the BoD of von Stockar Holding AG, von Stockar Immobilien AG, and von Stockar Services AG, and Member of the BoD of oneservice AG
• Previous directorships and management positions in the last five years: Member of the BoD of Pro Domi AG and member of the BoD of Agilentia AG.

René Gilli

• Current directorships and management positions: Chair of the BoD at RRB Classics AG, and Member of the BoD at Alivant AG
• Previous directorships and management positions in the last five years: none.

Jörg Riboni

• Current directorships and management positions: Chair of the BoD of Rothorn Group AG, Member of the BoD of Glas Trösch Holding AG, and Dr. Pirmin Hotz Vermögensverwaltungen AG
• Previous directorships and management positions in the last five years: Member of the BoD of HERITAGE B B.V, Aryzta AG, Hochdorf Holding AG, Erni Group Holding AG, and Raiffeisenbank Cham-Steinhausen.

Jens Rugseth

• Current directorships and management positions: Chair of the BoD of Ecura AS, Sprell AS, Karbon Invest AS and Rugz AS, and Member of the BoD of Link Mobility Group Holding ASA, Spir Group ASA, and Techstep ASA
• Previous directorships and management positions in the last five years: CEO, Chair, and Member of the BoD of Crayon Group Holding ASA.

Rune Syversen

• Current directorships and management positions: Chair of the BoD of Cyviz ASA and Member of the BoD of Sevencs AS, Calusa AS, Camp 1 Kvitfjell AS, and Mailundveien 23 AS. Also serving as Chair of Karbon Invest AS and as Chair and Member of the BoD of entities within the Karbon Invest Group
• Previous directorships and management positions in the last five years: Chair of the BoD Crayon Group Holding AS.

Mandates outside SoftwareOne of the members
of the Executive Board 

According to Art. 21 of the AoI, no member of the EB may hold more than one mandate at a listed company and more than three mandates at non-listed companies. For a description of how SoftwareOne defines mandates and for transitional provisions for newly appointed EB members, please refer to the section Availability and statutory provisions regarding external mandates in the Corporate governance report.

Any mandate of a member of the EB at a legal entity outside of SoftwareOne is subject to prior approval by the BoD, or the NCC, where delegated.

The following listing shows all external mandates (audited):

Raphael Erb

• Current directorships and management positions: none
• Previous directorships and management positions in the last five years: none.

Melissa Mulholland

• Current directorships and management positions: none
• Previous directorships and management positions in the last five years: CEO of Crayon Group Holding ASA.

Hanspeter Schraner

• Current directorships and management positions: none
• Previous directorships and management positions in the last five years: Group CFO at Heritage B Group and at Bucherer Holding.

Oliver Berchtold

• Current directorships and management positions: Chair of the BoD of WEB care GmbH
• Previous directorships and management positions in the last five years: none.

Julia Braun

• Current directorships and management positions: none
• Previous directorships and management positions in the last five years: Member of the Management Board at ISS Facility Services AG and CHRO at Conzzeta AG.