The Delegate Meeting is the highest body of Raiffeisen Switzerland. Each regional union appoints two delegates. In addition, further delegate places are allocated depending on the number of Raiffeisen banks in each regional union, the number of cooperative members and the total assets of all the Raiffeisen banks in each regional union. There are currently 164 delegates in the Delegate Meeting. Each delegate can cast one vote at the Delegate Meeting. Delegates may only be represented by an elected substitute delegate. The Delegate Meeting passes its resolutions and conducts its elections on the basis of the absolute majority of the votes cast, except where the law or Articles of Association provide otherwise. In the event of a tied vote, the matter will be debated further and a second vote held. If not enough candidates receive an absolute majority in an election, there is then a second round of voting in which a relative majority is sufficient. The Delegate Meeting elects the Board of Directors and its Chairman. The members of the committees of the Board of Directors and the Vice Chairman are elected by the Board of Directors. A resolution to amend the Articles of Association requires a two-thirds majority of the votes cast. To call an Ordinary Delegate Meeting, the date, location and time of the meeting and the dates of all stages in the procedure must be announced five months before the meeting. Applications to add items to the agenda must be submitted twelve weeks before the meeting. The agenda agreed by the Board of Directors, the documents supporting resolutions and any nominations must be sent out at least four weeks before the meeting. Shorter deadlines are permissible when calling an Extraordinary Delegate Meeting.
In particular, the Delegate Meeting is responsible for the following:
- –Changes to the Raiffeisen Switzerland Articles of Association
- –Drawing up model articles of association for Raiffeisen banks
- –Defining the Raiffeisen Group's mission statement and long-term policy principles
- –Approving the annual financial statements of Raiffeisen Switzerland, the appropriation of net earnings of Raiffeisen Switzerland, approving the consolidated financial statements of the Raiffeisen Group, approving the management report of the Raiffeisen Group, and ratifying the actions of the Board of Directors and the Executive Board
- –Appointing and dismissing the members of the Board of Directors, its Chairman and the auditor for the purposes of the Swiss Code of Obligations for Raiffeisen Switzerland, and designating the auditor to be elected for the purposes of the Swiss Code of Obligations for Raiffeisen banks
In the reference year, an Ordinary Delegate Meeting was held on 16 June 2018, and an Extraordinary Delegate Meeting was held on 10 November 2018. The ratification of the actions of the Board of Directors and the Executive Board for the financial year 2017 was not put on the agenda due to unresolved matters relating to the past.