Board of directors’ duties

Directors’ duties set the standard for board conduct. In Switzerland, the board of a corporation has non-transferable core responsibilities for overall direction, organization, accounting, financial control, supervision of management and insolvency-related action. Directors must act with due care and loyalty, avoid or manage conflicts of interest, protect confidential information and treat shareholders appropriately within the legal framework. Liability may arise for breaches causing damage to the company, shareholders or creditors. Duties vary with delegation, expertise, crisis situations and whether the company is listed or regulated.