Interview with Stefan Räbsamen

swissVR Monitor: Since 2024, you have served on a number of Boards of Directors and chaired several Audit Committees. Is there any aspect of the work of a Board that has turned out to be different from what you expected?

Stefan Räbsamen: Generally speaking, I was well prepared for serving on Boards, partly because as a long-term partner of PWC, I regularly took part in Audit Committee and Board meetings but also because the companies whose Board I was joining provided a thorough onboarding programme.

Nevertheless, there are specific differences between individual companies and individual Boards. Every company is unique in its own way and faces its own specific challenges. It is important that I’m able to commit the time I need to tackling the issues facing a Board conscientiously. I think that is essential to being able to discuss things with the management team on an equal footing and to being a genuine sparring partner for them.

And of course, there are differences between Swiss and German governance models. Switzerland operates the one-tier model, while Germany has the two-tier model. I was less familiar with the two-tier model, which is particularly geared to the role of supervision.

swissVR Monitor: The work of serving on a Board of Directors changes over time. In our survey of Board members, a majority report that the time commitment needed for their mandate has increased over the last 12 months. Why do you think that is?

Stefan Räbsamen: That has been my experience too, and I think there are a number of factors. Risk management is becoming more and more demanding and underpins a company’s resilience. If you ask Board members what they see as the most important risks, they tend to mention the evergreen issues, such as succession planning and talent management, but now set those alongside more recent challenges, such as cyber-related issues and AI. Meanwhile, geopolitical and regulatory issues have also increased in importance, including supply chains, tariffs and price monitoring. Boards need to keep their eye on all these issues – and that takes time.

Sustainability is also kind of a more recent challenge for Boards. Non-financial reporting is usually part of the terms of reference of the Audit Committee, but a company’s sustainability strategy is actually a topic that the entire Board should be responsible for, in my view.

And we shouldn’t forget all the company-specific transformation issues, such as those we faced when we reorganised Georg Fischer as a flow solutions provider. That took two years of intensive work – particularly for management.

swissVR Monitor: A majority of Board members also report greater levels of interaction with management. How do you explain this finding?

Stefan Räbsamen: As chair of the Audit Committee, I always had regular exchanges with the CFO, but of course, that is part of my role. Nevertheless, going back to the previous question, it’s also entirely natural that the Board and management work more closely together when times are tricky and interact more often and more intensively so that they can cooperate to ensure the company’s success.

swissVR Monitor: Almost one Board member in four thinks that the Board’s strategic work is insufficiently distinct from the operational work of management. What advice do you have in such cases?

Stefan Räbsamen: What is it they say? You need to lead the future while also managing the present at the very same time. My advice is not to blur the boundaries between Board responsibilities and those of management. The Chairman of the Board has a key role to play in setting the tone from the top. It is crucial that the company is not blown off its strategic course by operational disagreements.

swissVR Monitor: How do you see the work of Board members evolving over the next few years?

Stefan Räbsamen: As the body of regulation continues to expand, companies are finding it more and more demanding to comply with all the laws and regulations. The Board needs regular reporting on regulation, not just in the interests of the company but also in its own interests. Just one example here is the EU’s Cyber Resilience Act, which can hold Boards responsible if their companies do not comply with its provisions.

I would therefore recommend that the role and responsibilities of the Board and of all its committees are reviewed regularly and adapted where necessary. From my work on the Audit Committee, I can see the Board’s responsibilities growing as it increasingly has to operate as an Audit, Risk and Compliance Committee. A seat on the Board of Directors will continue to require a greater time commitment and become more demanding in future.