Corporate Governance

3. Board of Directors

We refer to the Articles of Association and Organisational Regulations of Zehnder Group AG set out on our website www.zehndergroup.com/en/investor-relations/corporate-governance.

Skills and expertise of the Board of Directors

In accordance with the Swiss Code of Best Practice for Corporate Governance for a balanced composition of the Board of Directors, the members of the Board of Directors have a broad range of educational backgrounds, professional experience, and technical expertise from various sectors.

In addition to diversity in age, gender, and geographic origin, the Board of Directors evaluates its own level of diversity using a competence matrix drawn up by the Nomination and Compensation Committee. This matrix contains the following professional skills and expertise:

• International business management (including China and North America);
• Corporate governance/compliance/law;
• Finance/audit/risk management;
• Heating, ventilation, air conditioning (HVAC)/related industries;
• Strategy/transformation/M&A;
• Information technology/digitalisation, including new business models (driven by digitalisation);
• Personnel management and compensation;
• Sustainability – environmental, social and governance (ESG).

Evaluation of the Board of Directors’ competence is based on the three most important skills of each member of the Board of Directors. The Nomination and Compensation Committee verifies the composition and balance of the Board of Directors periodically on the basis of the features listed above and the strategy of Zehnder Group in order to obtain confirmation of whether the Board of Directors is in possession of the necessary skills and expertise to exercise its duties. The results and any resulting recommendations are discussed by the Board of Directors.

All the skills required currently are represented by the Board of Directors. Details of the professional background and education of the individual members of the Board of Directors as of 31 December 2023 are set out as biographical data under the following item 3.1 Members of the Board of Directors.

3.1 Members of the Board of Directors

Dr Hans-Peter Zehnder

Chairman of the Board of Directors

Swiss citizen, born 1954
First elected 1988
Non-executive member since 2019

Professional background and education

• 1993–31.10.2014 and 5.2.–31.12.2018: Chairman of the Group ­Executive Committee, Chief Executive Officer (CEO) of Zehnder Group, Gränichen (CH)
• 1988–1992: Vice Chairman of the Group ­Executive Committee, head of the radiator division of Zehnder Group, Gränichen (CH)
• 1985–1988: Member of the Group Executive Committee, head of the instrument division (1986–1988) of Zehnder Group, Gränichen (CH)
• 1981–1984: Head of Finance, Gebr. Bühler AG, Uzwil (CH)
• 1974–1980: Dr. oec. HSG, University of St. Gallen (CH)
• Until the end of 2018 he was part of Zehnder Group AG management.
• He retains individual directorships of subsidiaries that are being transferred to the CEO Matthias Huenerwadel. Beyond this, he has no significant business relations with Zehnder Group AG or its subsidiaries.

Other significant activities and vested interests

• Member of the Board of Directors of Lagerhäuser der Centralschweiz AG (CH)
• Chairman of the Board of Directors of Graneco AG (CH), which together with its shareholders holds 52.1% of Zehnder Group AG voting rights
• Chairman of the Board of Directors of Granarium AG (CH), which holds the majority of the capital and voting rights in Graneco AG (CH)

Jörg Walther

Vice Chairman of the Board of Directors

Swiss citizen, born 1961
First elected 2016
Non-executive member
Chairman of the Audit Committee

Professional background and education

• Since 2010: Business lawyer and partner, Schärer Attorneys at Law, Aarau (CH)
• 2010–2012: General Counsel and Head Corporate Services, member of the Executive Committee, Resun AG, Aarau (CH)
• 2001–2009: Senior Corporate Counsel, Global Head Legal M&A and Antitrust, member of the Group Legal Executive Committee, Novartis International AG, Basel (CH)
• 1999–2001: Group Vice President M&A, ABB Asea Brown Boveri AG, Zurich (CH)
• 1995–1998: Senior Corporate Counsel, ABB Schweiz AG, Baden (CH)
• 1991–1995: Legal Counsel/General Counsel and Head Legal Services, Danzas Management AG, Basel (CH)
• 1999: MBA University of Chicago (US), Booth School of Business
• 1997: Advanced Management Programme, University of Oxford (UK)
• 1993: Post-graduate certificate in European Economic Law, University of St. Gallen (CH)
• 1990: Admitted to the bar
• 1989: lic. iur., University of Zurich (CH)
• At no time has he been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• He has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• Vice Chairman and member of the Audit and Finance Committee of AEW Energie AG (CH), member of the Board of Directors and Chairman of the Audit Committee of HUBER+SUHNER AG (CH) and SFS Group AG (CH), Vice Chairman of the Board of Directors of Immobilien AEW AG (CH), member of the Board of Directors of Kraftwerk Augst AG (CH) and Pharmacy at Zurich City Hospital AG (CH) as well as Aare-Pharmacy Rombach AG (CH)
• Member of the Board of the swissVR association (CH)

Dr Urs Buchmann

Member of the Board of Directors

Swiss citizen, born 1957
First elected 2010
Non-executive member
Member of the Audit Committee

Professional background and education

• Since 1985: Long-term career at Credit Suisse in corporate and investment banking in Asia and in servicing institutional customers in the Asia-Pacific region, currently Vice Chairman of Credit Suisse (Hong Kong) Ltd.
• 1977–1984: Studied law (doctorate) at the University of Bern (CH)
• At no time has he been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• He has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• Member of the Board of Directors of Swiss Re Asia Pte. Ltd. (SG)
• Member of the Supervisory Board of ICBC Credit Suisse Asset Management in Beijing (CN)

Riet Cadonau

Member of the Board of Directors

Swiss citizen, born 1961
First elected 2013
Non-executive member
Chairman of the Nomination and Compensation Committee

Professional background and education

• 2015–2021: CEO, dormakaba Group, Rümlang (CH)
• 2011–2015: CEO, Kaba Group, Rümlang (CH)
• 2007–2011: CEO, Ascom Group, Dübendorf (CH)
• 2005–2007: Managing Director, ACS Europe + Transport Revenue (later a Xerox company), Glattbrugg (CH)
• 2001–2005: Member of the Executive Board, Ascom Group, Bern (CH), from 2002: Deputy CEO and General Manager of the Transport Revenue Division, which was acquired by ACS in 2005
• 1990–2001: Various management positions at IBM Switzerland, Zurich (CH), most recently as a member of the Management Board and Director IBM Global Services
• 2007: Advanced Management Programme at INSEAD (FR)
• 1985–1988: Master of Arts in economics and business ­administration (lic. oec. publ.), University of Zurich (CH)
• At no time has he been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• He has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• Chairman of the Board of Directors of Swiss-American Chamber of Commerce (CH)

Sandra Emme

Member of the Board of Directors

German-Swiss dual citizen, born 1972
First elected 2022
Non-executive member
Member of the Nomination and Compensation Committee

Professional background and education

• Since 2011: Google Online Marketing, Global Business Development, Digital Transformation Consulting, currently Industry Leader Cloud at Google Switzerland GmbH, Zurich (CH)
• 2008–2009: CEO, Swixpert GmbH, Zurich (CH)
• 2000–2008: Co-founder and CEO, SoftThinks SA, Lille (FR) and SoftThinks USA Inc, San Jose (US)
• 1997–2000: Co-founder and Business Development Director, AS Media, Marseille (FR) and London (UK)
• 2023: Various certifications in the field of artificial intelligence, Google, and Section School (US)
• 2022: ESG Designation Program for Board Members, Competent Boards (CA)
• 2020: Cybersecurity Program, Massachusetts Institute of Technology (US)
• 2017–2019: Corporate Governance Programme, University of St. Gallen (CH)
• 2015: Leading Digital Business Transformation, IMD Business School, Lausanne (CH) and Singapore (SG)
• 1993–1995: Ecole Supérieure de Commerce, Marseille (FR)
• 1991–1995: MA in Business and International Management, City University of Applied Sciences, Bremen (DE)
• At no time has she been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• She has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• Member of the Board of Directors of Belimo Holding AG (CH)
• Member of the Steering Committee of digitalswitzerland (CH)

Milva Inderbitzin-Zehnder

Member of the Board of Directors

Swiss citizen, born 1985
First elected 2016
Non-executive member
Member of the Nomination and Compensation Committee

Professional background and education

• Since 2013: Attorney-at-law and notary, Schweiger Attorneys at Law and Notaries, Zug (CH)
• 2010–2011: Legal intern, Schweiger Attorneys at Law and Notaries, Zug (CH)
• 2008–2009: Legal assistant at a law firm in Baden (CH)
• 2012: Admitted to the bar, attorney-at-law and notary in the canton of Zug (CH)
• 2005–2010: Law studies at University of Lucerne (CH) with a Master of Law degree
• 2009: Exchange semester at Fordham University, School of Law, New York (US)
• At no time has she been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• She has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• Representative of the Zehnder family shareholders
• Member of the Board of Directors of Granarium AG (CH), which holds the majority of the capital and voting rights in Graneco AG (CH)
• Member of the Board of Directors of martin Lenz ag (CH) (as of January 2024)

Ivo Wechsler

Member of the Board of Directors

Swiss citizen, born 1969
First elected 2019
Non-executive member
Member of the Audit Committee

Professional background and education

• Since 2010: Chief Financial Officer and member of the Executive Group Management, HUBER+SUHNER Group, Herisau (CH)
• 2008–2010: Head Corporate Controlling, HUBER+SUHNER Group, Herisau (CH)
• 2001–2007: Head Corporate Controlling and, from 2005, in addition Head Corporate Treasury, Ascom Group, Bern (CH)
• 1998–2000: Controller, from 1999 Head of Controlling & Treasury at Sunrise Communications, Rümlang (CH)
• 1995–1997: In Corporate Finance at Schweizerische Bankgesellschaft (UBS), Zurich (CH)/London (UK)
• 1989–1994: lic. oec. HSG, University of St. Gallen ­(CH)
• At no time has he been a member of the Group ­Executive Committee of Zehnder Group AG or of any of its subsidiaries.
• He has no significant business relations with Zehnder Group AG or with any of its subsidiaries.

Other significant activities and vested interests

• No other activities and vested interests

3.2 Other activities and vested interests

Other activities and vested interests are outlined in the short profiles of the members of the Board of Directors under the previous item 3.1 Members of the Board of Directors. Beyond these activities, the members of the Board of Directors do not have any dealings with important institutions, hold ongoing executive or advisory roles for interest groups, or hold any official function or political office.

3.3 Rules in the Articles of Association on the number of permitted activities

Under Article 29 (Permitted additional mandates outside the Group) of the Articles of Association
www.zehndergroup.com/en/investor-relations/corporate-governance, the members of the Board of Directors are permitted to exercise the following additional activities in comparable functions in other companies with a commercial purpose that are not controlled by the company, do not control the company, or are not occupational pension schemes that insure employees of Zehnder Group:

• A member of the Board of Directors may hold a maximum of 5 mandates in comparable functions at other listed legal entities; and additionally;

• A member of the Board of Directors may also hold a maximum of 10 mandates in comparable functions at non-listed companies with a commercial purpose.

Mandates with companies controlled by the same entity, or which are subject to the same commercial authorisation, are counted as a single mandate. The above restrictions for members of the Board of Directors do not apply to mandates in associations, charitable foundations, family foundations, employee welfare foundations, and similar organisations.

3.4 Elections and terms of office

Article 19 (Employees and term of office) of the Articles of Association stipulates that the Board of Directors is made up of at least three members elected by the Annual General Meeting for a period of one year. Re-election is permissible.

At the Annual General Meeting, a separate vote is held on the election or re-election of each candidate.

For details of the initial election of the individual members of the Board of Directors, we refer to the short profiles of the Directors under 3.1 Members of the Board of Directors.

3.5 Internal organisational structure

The Chairman (Dr Hans-Peter Zehnder) or his deputy (Jörg Walther) convenes and chairs the meetings and phone and video conferences. The Board’s duties are carried out by the entire Board. Managerial and monitoring tasks are delegated to ad hoc Board committees at regular intervals. For each meeting, all Board members receive relevant documentation one week in advance. The members of the Group Executive Committee attend the Board meetings and participate in the phone and video conferences as required. Representatives of the auditors or external consultants are called in to advise on individual items on the agenda. Board meetings are held at regular intervals at a subsidiary in a country in order to deal in depth with local strategy, market and customer issues.

In 2023, the Board held eight meetings or phone and video conferences. These lasted an average of five hours. The attendance rate averaged 95%. Milva Inderbitzin-Zehnder was absent from three meetings due to maternity leave.

The Board of Directors is supported by a Nomination and Compensation Committee and an Audit Committee.

Nomination and Compensation Committee

The Nomination and Compensation Committee is made up of at least two and not more than four members of the Board of Directors who are each elected annually by the Annual General Meeting. Members are eligible for re-election.

The Nomination and Compensation Committee comprised the following members as of 31 December 2023:

• Riet Cadonau, Chairman;
• Sandra Emme, member;
• Milva Inderbitzin-Zehnder, member.

The Nomination and Compensation Committee meets as often as the business requires, generally before the meetings of the full Board of Directors. The Chairman of the Board of Directors, the Vice Chairman of the Board of Directors, the Chief Executive Officer, and the Director Group HR attend the meetings of the Nomination and Compensation Committee as guests. However, the Chairman of the Board of Directors and the Chief Executive Officer do not attend the meetings or parts of the meetings in which their own remuneration and/or benefits are discussed. In 2023, the Committee held five meetings. These lasted one and a half hours each on average. The attendance rate was 87%. Milva Inderbitzin-Zehnder was absent from two meetings due to maternity leave.

The Nomination and Compensation Committee has its own regulations, which are approved by the Board.

The Nomination and Compensation Committee has the following specific duties pursuant to 4.3 (The Nomination and Compensation Committee) of the Organisational Regulations:

• Submission of motions to the full Board of Directors relating to the Group's remuneration system;
• Submission of motions to the full Board of Directors relating to targets set for the Group Executive Committee, the achievement of which has an impact on remuneration;
• Provision of information to the Board of Directors on all events relating to the Nomination and Compensation Committee that are not the direct responsibility of the Board of Directors;
• Submission of motions to the full Board of Directors relating to the specific remuneration paid to the Chairman of the Board of Directors and each of the other members of the Board of Directors;
• Submission of motions to the full Board of Directors relating to the specific remuneration paid to the CEO as well as the specific remuneration paid to each of the other members of the Group Executive Committee;
• Submission of proposals to the full Board of Directors relating to amendments to the Articles of Association affecting the remuneration system for compensating the members of the Group Executive Committee;
• Submission of proposals to the Board of Directors relating to the appropriate size and balanced composition of the Board of Directors, the majority of whose members should be independent, and determination of the criteria for independence;
• Development and presentation of criteria for election or re-election to the Board of Directors or appointment as a member of the Group Executive Committee;
• Assessment of potential members of the Board of Directors on the basis of the defined criteria and a statement made to the Board of Directors regarding their nomination, to the attention of the Annual General Meeting;
• Assessment of proposals from the CEO to the Board of Directors regarding the appointment or dismissal of members of the Group Executive Committee and, if necessary, submission of a statement to the Board of Directors;
• Approval of employment contracts with the CEO and the other members of the Group Executive Committee;
• Review of succession and contingency planning at the Group Executive Committee level;
• Authorisation of the acceptance of external mandates by members of the Board of Directors and members of the Group Executive Committee in accordance with the articles of association

Further details as well as a graph "Responsibility levels" can be found under item 1.2 Nomination and Compensation Committee of the Compensation Report.

Audit Committee

The Audit Committee consists of at least two members of the Board of Directors. The Board of Directors appoints the members of the Committee each year and designates the Chairperson.

The Audit Committee comprised the following members as of 31 December 2023:

• Jörg Walther, Chairman;
• Dr Urs Buchmann, member;
• Ivo Wechsler, member.

The Audit Committee convenes at the invitation of the Chairman as often as is required by business activities. Audit Committee meetings are attended as guests by the Chairman of the Board of Directors, the Chief Executive Officer, the Chief Financial Officer, the Director Group Controlling, the Head Internal Audit & Compliance, and representatives of the external auditor. Where necessary, the Audit Committee addresses certain items on the agenda solely with representatives of the external auditor and/or internal auditing staff. In 2023, the Audit Committee convened four times. The meetings lasted an average of two hours. The attendance rate was 100%.

Pursuant to 4.2 (The Audit Committee) of the Organisational Regulations, the Audit Committee has the following specific tasks and responsibilities:

• Evaluation of external auditors, taking into account the fulfilment of the necessary qualifications in accordance with the applicable legal requirements, and recommendations for the attention of the Board of Directors regarding selection of an auditor by the Annual General Meeting;
• Performance assessment of the incumbent auditor and approval of the remuneration budget upon request of the CFO for auditing submitted by the external auditor;
• Organisation of internal auditing and appointment of the internal auditor; commissioning of work to the internal auditor (if necessary upon request of the Board of Directors) and assessment of performance;
• Review, discussion with those affected, and approval of auditing plans from internal auditing and the external auditor;
• Approving and monitoring the issuing and execution of mandates for non-audit-related services provided by the external auditors;
• Consultation with the Group Executive Committee and the external and internal auditors regarding significant risks, contingencies, and other obligations of the Group, as well as evaluation of the measures taken by the Group to deal with them;
• Review and discussion of the annual and interim financial statements of the company and of the Group – including significant items not recognised in the balance sheet – with the relevant members of the Group Executive Committee;
• Discussion of the results of the annual review with the external auditor and discussion of internal audit reports, and issuance of recommendations or proposals to the Board of Directors;
• Evaluation of and ensuring cooperation between the external and internal auditors.

Chairman

The Chairman of the Board of Directors chairs the meetings of the Board of Directors and the Annual General Meeting.

Alongside membership of the Board of Directors, the Chairman's specific remit includes, in particular:

• Monitoring the planning and organisation of the Annual General Meeting;
• Monitoring the enactment of the resolutions made at the Annual General Meeting and meetings of the Board of Directors;
• Monitoring the running of the business and sustainability issues together with the Chairman of the Group Executive Committee;
• Representing the Company towards shareholders and third parties;
• Preparing the meetings of the Board of Directors.

In extraordinary situations where it is not possible to inform the Board of Directors in advance, further to consultation with the Vice Chairman or, in his absence, with another member of the Board of Directors, the Chairman has the authority to make all necessary decisions provided that such decisions are within the framework of existing business policy. The full Board of Directors must be informed of such decisions without delay.

Dr Hans-Peter Zehnder, as the Chairman of the Board of Directors, undertakes additional tasks and functions. He embodies Zehnder's values internally and externally and advocates for Zehnder Group's long-term, sustainable direction and value creation. In close coordination and cooperation with the Group Executive Committee, he performs various representative functions, e.g. in the context of strategy and background discussions with managers, visits and speeches at official events of Group companies, discussions with important customers and suppliers as well as with potential target companies for acquisitions or strategic cooperations. Overall, his time commitment is likely to be significantly higher both in terms of duration and content compared to the usual workload of mandated chairmen of the board of directors in similar companies.

Vice Chairman

The Board of Directors appoints the Vice Chairman. The Vice Chairman supports and advises the Chairman of the Board of Directors in relation to his responsibilities and powers. Together with the Chairman, he promotes balanced management and monitoring within the Group, Board of Directors and Committees. The duties of the Vice Chairman include chairing meetings of the Board of Directors during temporary absence or incapacity of the Chairman. He has the role of Lead Independent Director. Together with the Nomination and Compensation Committee, he is responsible for regular monitoring and an annual assessment of the Chairman of the Board of Directors.

Alongside membership of the Board of Directors, the Chairman's specific remit includes, in particular:

• Ensuring readiness at all times to act as deputy to the Chairman of the Board of Directors;
• Overseeing the management and development of key strategic projects;
• Acting as contact person (alternatively to the Chairman of the Board of Directors) for important shareholders, investors, and proxy advisers;
• Conducting the annual performance evaluation of the Chairman of the Board of Directors and the self-assessment of the entire Board of Directors;
• Chairing ad-hoc committees of the Board of Directors in matters that do not fall within the remit of the Chairman of the Board of Directors;
• Supporting the Chairman of the Board of Directors in the management of the company, in particular during special situations and in crisis situations;
• Approving the appointment of contact persons for external consultants who report directly to the Board of Directors;
• Conducting a preliminary review, together with or as an alternative to the Chairman of the Board of Directors, of the documents made available to the full Board of Directors;
• Attending meetings of Board committees as chair, member, or guest.

As an alternative to the Chairman of the Board of Directors, particularly in case of his absence or incapacity, the Vice Chairman is the point of contact for corporate governance and risk management, and also represents the company in respect of shareholders and other external groups of stakeholders.

3.6 Definition of areas of responsibility

The allocation of the areas of responsibility between the Board of Directors and the Group Executive Committee is based on the law (Swiss Code of Obligations), the company’s Articles of Association and its Organisational Regulations.

Insofar as no provisions to the contrary have been made by law, the Articles of Association or the Organisational Regulations, the Board of Directors delegates management of the business completely to the Group Executive Committee.

The Board of Directors is responsible for the overall management of the company, and supervision and control of the Group Executive Committee. It issues guidelines for business policy and is kept regularly informed of the course of business.

The Board of Directors is the supreme authority in the context of the management structure of the Group. Insofar as is permitted by law, the Board of Directors has the right of initiative, power of oversight, and ultimate decision-making authority over the Group companies.

3.7 Information and control instruments vis-à-vis the Group Executive Committee

The Board of Directors is regularly informed of the activities of the Group Executive Committee and business units via various channels.

Management information system (MIS)

As part of regular reporting practice, the Board of Directors receives monthly reports (income statement, key figures, commentary) and quarterly reports (expanded to include balance sheet, cash flow statement, investments, etc.). In addition, the Board members receive a quantified medium-term plan and a detailed budget analysis. The Group Executive Committee members attend the meetings of the Board of Directors and also the phone and video conferences depending on requirements, reporting to the Board of Directors.

Risk management process

Operating under the guidance of the CFO, Zehnder Group has a structured risk management process that has been approved by the Board of Directors and which systematically monitors risks to the business, including sustainability and climate risks. In this process, strategic and operational risks are identified every year, including all the sites and function areas, and analysed in terms of both probability of occurrence and severity, and key risks are defined. Appropriate measures for minimising and monitoring these risks are then set out. The Board of Directors reviews and approves the risk report once a year. Each member of the Group Executive Committee is responsible for implementation of the measures in their area of responsibility. The Audit Committee supports the Board of Directors in the monitoring of business risks and the assessment of measures introduced by the Group Executive Committee. The Board of Directors is informed periodically of significant changes to the risk assessment and is kept abreast of risk management activities.

The financial risks are monitored by the Treasury department of Zehnder Group under the guidance of the CFO. Risk management focuses on identifying, analysing, and mitigating currency, interest, liquidity and counterparty risks, in order to limit the extent to which they can impair cash flow and net profit. Information security risks are monitored by the Group’s central IT department, under the leadership of the CFO. The focus of risk management is on prevention through effective cyber security: implementing robust security policies and procedures, conducting regular risk assessments and audits, training employees on cyber security, introducing advanced security technologies, response/emergency planning as well as planning and promoting a security culture throughout the organisation. External specialists are called in at regular intervals for organisational issues and technical audits.

Internal audit

Internal audit is an independent and objective auditing and advisory activity that aims to evaluate  and improve the efficiency of the corporate management, risk management, and internal control. It is undertaken by the Head of Internal Audit & Compliance, who reports to the Chairman of the Board of Directors, and with regard to this role, reports directly to the Audit Committee.

Based on the audit plan approved by the Audit Committee, the Group companies are audited at regular intervals for general and specific issues on the basis of ongoing risk assessment. During the year under review, twelve internal audits were carried out. The audit reports agreed on with the management of the audited companies or the responsible functions are distributed to the Chairman of the Board of Directors, the Audit Committee, the Group Executive Committee, and the external auditor. The Head of Internal Audit & Compliance ensures that the points brought up are dealt with and sustainable adjustments made under the responsibility of the line organisation. He attends the meetings of the Audit Committee. Any material findings resulting from internal audits are presented and discussed.

Integrity Line

Zehnder Group pursues an integrated system approach to combat violations of its Code of Conduct, including the protection of whistleblowers. The whistleblower system can be used to report information about misconduct affecting Zehnder Group or the welfare of employees and third parties. The Integrity Line is accessible via the Group website (www.zehndergroup.com) and local company websites. Employees also have access via the Group intranet and local intranets, both internally and externally. The reports, which can also be submitted anonymously, are processed primarily by the Group’s legal department. The Audit Committee is informed about the reports received. Further information on the use of the Integrity Line and reported incidents can be found in the Sustainability Report.