Sustainable and ethical corporate governance

This social responsibility includes Galenica’s compliance with applicable laws at all times, respect for fundamental values and commitment to ethically sustainable action. A commitment to abiding by the law and guidelines and acting with integrity is a fundamental part of Galenica’s corporate culture and a consistent focus of its corporate governance. The obligation to comply with the law applies to all employees and is part of day-to-day business. This is how we contribute to a peaceful and inclusive society.

Sustainability is an integral part of Galenica’s corporate management. This is based on the steadfast belief that proactive and responsible action contributes significantly to the long-term economic success of a company and has an impact both inside and outside the company.

Management of the material topic (GRI 2-23, 2-24, 2-25, 2-26, 3-3)

Galenica attaches great importance to conducting its business activities in an ethical and legal manner. All business activities are carried out in accordance with the applicable legislation. Compliance refers to compliance with legislation, standards (such as ISO 14001 or good distribution practice, GDP) as well as in-house and industry codes. Specifically, for Galenica this means, for example, compliance with its own Code of Conduct, the laws on therapeutic products, data protection, health insurance, employment, antitrust, tax and criminal law as well as respect for human rights in all business activities. As Switzerland’s largest healthcare network, combating corruption and preventing anti-competitive behaviour are key topics for Galenica. Respect for human rights and other legislation is central to sustainable development, peace, security and prosperity. To this end, we train our employees in the area of compliance in a target group-specific manner several times a year.

Responsibilities

The Legal Department of the Galenica Group advises all companies and divisions on the correct interpretation and application of legal provisions. It also assists with the implementation of new legal requirements within the company. Current challenges for Galenica relate to the additional implementation of the new provisions of the revised Therapeutic Products Act (TPA) as well as the Swiss Data Protection Act (nFADP), which entered into force on 1 September 2023, the provisions of the revised Information Security Act (ISA) applicable to Galenica in the area of cybersecurity and the creation of frameworks for the safe use of AI applications.

Code of Conduct of the Galenica Group

In addition to the statutory provisions, the Code of Conduct of the Galenica Group sets out the ethical rules and standards that all employees must adhere to. It must be accepted by all employees upon taking up employment as part of the employee manual. Among other things, the Code includes provisions on conflicts of interest, insider dealing or corruption, as well as on environmental protection. The Code also contains clear commitments to human rights, such as fair working conditions, the exclusion of child or forced labour, discrimination, and the health and safety of employees. The Code of Conduct thus contributes to the removal of taboos from certain grey areas. The Code of Conduct was approved by the Audit and Risk Committee of the Board of Directors.

Managers are responsible for addressing and dealing with specific conflict situations in day-to-day business.

The Pharmacies unit also has its own specific Code of Conduct. As a binding internal operating procedure, it serves to ensure the pharmaceutical independence of pharmacists at all times and thus always prioritise the health and wishes of patients. The Code also defines how employees must behave towards third parties and which advertising measures are permitted.

Compliance with laws and regulations (GRI 2-27, 205-2, 206-1)

Galenica undertakes to comply with all relevant laws and guidelines and to conduct itself with integrity, as compliance forms the basis for trust, integrity and sustainable success for us. Galenica handles compliance matters in the areas of prevention, discovery and reaction. In particular, this includes awareness-raising measures as well as updated and new working principles. We strive to continuously improve our compliance framework to ensure transparency and accountability in our business practices.

In the year under review, Galenica employees received target group-specific training on key compliance matters such as the Ordinance on Integrity and Transparency in the Context of Therapeutic Products (OITTP), anti-corruption and anti-trust legislation.

All Galenica Group companies operated in compliance with the law in 2024. There were no fines or monetary sanctions for non-compliance with legislation and/or regulations.

Anti-corruption (GRI 205-3)

The Anti-Corruption Policy sets out the principles and guidelines for combating corruption and regulates their implementation by the employees and business partners of the Galenica Group. Any form of corrupt conduct towards or bribery of public officials and private individuals, whether directly or via third parties, is prohibited. Galenica has a zero-tolerance approach to corruption and bribery on the part of employees, partners, suppliers and representatives of third parties. The policy applies to all employees and works in conjunction with the Group’s Code of Conduct and the Supplier Code of Conduct.

The Galenica Group was not aware of any incidents of corruption in the reporting year. There were therefore no confirmed incidents of corruption.

Whistleblower Reporting Office (GRI 2-16)

Internal and external stakeholders may raise concerns about Galenica’s business activities through the external Whistleblower Reporting Office. This offers all employees and business partners the opportunity to anonymously report suspected breaches of the rules. All reports are investigated. One incident was reported in 2024. The report came from an external supplier. As the necessary internal clarifications were carried out immediately and measures taken, the incident was resolved.

Reports of corruption and bribery must also be reported to the committee appointed by the Board of Directors. Various channels and points of contact are available to employees through which they can report concerns or matters of key importance. These include the People & Culture department, the staff committees, the employee survey and the annual performance reviews. The Executive Committee deals with key and critical points from the employee survey or the staff committee and derives effective measures.

In 2024, various awareness-raising measures and training sessions on the topic of compliance were carried out and the goal was thus achieved.

Evaluation of the management approach and measures

• Reporting: Suspected breaches of the rules by employees indicate potential for improvement and possible misconduct. All reports are investigated.
• Audit and Risk Committee: The Audit and Risk Committee of the Board of Directors reviews the company’s compliance and risk management process.
• ISO audits: The ISO-certified companies of the Group are regularly audited.
• Audit and Risk Committee: The Audit and Risk Committee supports the Board of Directors in fulfilling its duties with regard to accounting, financial reporting, risk management, compliance as well as internal and external auditing.
• Audits: Internal Audit carries out audits of operational and strategic risk management and the internal control system (ICS) in accordance with the audit plan determined by the Audit and Risk Committee. In addition, the external auditor audits the consolidated financial statements of Galenica Ltd. and the companies under its ownership on an annual basis.
• Ratings: The Galenica Group is regularly assessed by external rating agencies for its environmental, social and economic (ESG) performance. Galenica has received a credit rating of BBB (investment grade) from ZKB and CS.

Comprehensive quality management

All Galenica Group companies have an extensive quality management system (QMS) in place. Alloga, Medifilm, Mediservice, UFD and HCI Solutions are certified to ISO 9001 (quality management system). Verfora, Bichsel and HCI Solutions are certified to ISO 13485 (quality management systems of medical device manufacturers). The Bichsel Group’s QMS is also structured in accordance with the ICH-Q10 standard (pharmaceutical quality assurance system) of the European Medicines Agency. The manufacture of sterile, biological medicinal products filled in an aseptic environment places the highest demands on the implementation and maintenance of a QMS. Due to the critical relevance of the manufactured products, Bichsel generally carries out a major review of compliance with ISO 13485 and the statutory Good Manufacturing Practice (GMP) and Good Distribution Practice (GDP) requirements every two years.

The process management systems of Galexis and the companies in the Pharmacies unit also meet the requirements of the ISO 9001 standard. However, they are not currently certified. Alloga, Galexis, G-Pharma, Mediservice and Verfora are periodically inspected by the regional therapeutic products inspectorates as part of GDP reviews.

The Amavita, Sun Store and Coop Vitality pharmacies maintain a QMS that covers all the key processes of a public pharmacy as well as environmental factors. In 2024, Galenica launched an important quality assurance measure in pharmacies by establishing a new quality management system. Compliance with internal and external standards is monitored by means of regular quality audits, inspections by cantonal pharmacists and test purchases.

Economic performance

As Switzerland’s largest healthcare network, Galenica makes an important contribution to the Swiss economy, as an employer and taxpayer. Galenica firmly believes that the Group can achieve long-term economic success only if it bears social responsibility and uses natural resources efficiently and respectfully. Economic performance thus forms the basis for long-term and sustainable business development.

Direct economic value generated and distributed (GRI 201-1)

Galenica discloses information on direct economic value generated and distributed in its Financial Report. The economic value is generated in Switzerland and is mainly distributed in Switzerland. Exceptions are employees who are cross-border commuters and certain investors, partners and suppliers abroad.