Valued shareholders, ladies and gentlemen, I warmly welcome you to the annual general meeting of UBS Group AG here in Basel. I also welcome the viewers who are following the AGM live on the internet. In accordance with Article 13 of the Articles of Association of UBS Group AG, I formally open this AGM, take the chair, and introduce the participants who will support me here on the stage today. Starting on your far left, Todd Tuckner, our Group Chief Financial Officer, Barbara Levi, our Group General Counsel, Sergio Ermotti, our Group Chief Executive Officer, Lukas Gähwiler, your Vice Chairman, and on my right, Markus Baumann , our Group Company Secretary. I nominate Markus Baumann as the secretary. I welcome the members of the Board of Directors.
I also welcome BDO AG Solothurn, which is responsible for the counting of votes, and I welcome the independent proxy, Altorfer Duss & Beilstein AG Zurich, represented by Dr. Urs Zeltner. Finally, I would like to welcome the representatives of the statutory auditors, Ernst & Young Limited, in particular, the lead auditors for the 2023 financial year, and the notary, Karolina Dobry Oesch , from the Ludwig und Partner AG Basel, who will publicly certify certain resolutions of this AGM. On the 25th of January, 2024, we published a notice in the Swiss Official Gazette of Commerce and on our website, inviting qualifying shareholders to submit their written requests for items to be placed on the agenda or motions to agenda items by the 5th of March of 2024. No requests were submitted.
The invitation for today's AGM was published in the Swiss Official Gazette of Commerce on the 28th of March, 2024, and is also available on our website. A personal invitation was sent to the shareholders entered in our share register. I stated that the convening of the annual general meeting was duly conducted in accordance with the Articles of Association, and that the annual general meeting therefore has a quorum. As usual, we will keep a list of speakers. I ask shareholders who wish to take the floor to register at the speaking desk at your front left of the hall. You will then be called for the agenda item you wish to speak on. In accordance with Article 17, Paragraph 1 of the Articles of Association of UBS Group AG, at today's AGM votes will be decided by a majority of votes represented, excluding blank and invalid votes.
Finally, I would like to call to your attention to the fact that an audio and video recording of the AGM will be made and used as the basis for the minutes and broadcast live on the internet. Ladies and gentlemen, valued shareholders, today we are looking back on one of the most defining years in our firm's history, a year marked by our acquisition of Credit Suisse. The acquisition stabilized the financial system here in our home country and abroad. It reinforced Switzerland's position as a leader in wealth management, and it represents the first merger of two globally, systemically important banks. We firmly believe this transaction serves the best interests of all our shareholders, especially yours, our esteemed shareholders. It adds client assets equivalent to 7-10 years of organic growth.
It cements our status as the preeminent global wealth manager and as this leading Swiss universal bank, and it bolsters our asset management and investment banking franchises. Moving forward, a successful integration is key to realizing the full benefits of this acquisition. We have already made significant progress, but there is still a long way to go. I assure you, we are committed to working transparently and with speed throughout the integration. Our Chief Executive Officer, Sergio Ermotti, will provide more details about our integration efforts and what lies ahead. Balancing the interests of our stakeholders is essential for success. We must remain humble and not take anything for granted. Complacency has no place at UBS. Naturally, our acquisition of Credit Suisse has given rise to a renewed debate within Switzerland about how banks should be regulated in order to guard against similar situations in the future.
The various post-mortems by regulators and expert bodies have formulated specific recommendations in the areas of supervision, stress testing, liquidity, and accountability. We endorse many of these recommendations, including those contained in the Federal Council's recently published report on banking stability. However, let me be clear, we are seriously concerned about some of the discussions related to additional capital requirements. Additional capital is the wrong remedy. Let me explain why. Our own observation of Credit Suisse's predicament leads to two main conclusions. First, there can be no regulatory solution for a broken business model.... That is the remit of management and the board of directors held to account by their shareholders. And secondly, trust just cannot be regulated. It was not too low capital requirements that forced Credit Suisse into the historic weekend rescue. Capital requirements for globally systemically important banks have significantly increased over the past 15 years.
They have boasted the resilience of the world's largest banks and the safety of the financial system. Effective loss-absorbing capacity increased around 20 times since the global financial crisis of 2008. At our firm, it now exceeds $200 billion. Both UBS and Credit Suisse operated under the same regulatory framework. Our ability to acquire Credit Suisse underscores that the regulatory framework was not the problem. This view is supported by various experts, both international and domestic. I've seen how countries large and small succeed. Both Ireland, my home country, and Switzerland have thrived in global competition through hard work and sensible and pragmatic politics. The solution found for Credit Suisse in March last year is a testament to Switzerland's sensible and pragmatic approach. On March 15th, Switzerland posed a problem for the global financial system.
On March the 19th, Switzerland presented a homegrown solution to this problem and averted a global financial crisis. I sincerely believe that this is something Switzerland should be proud of. In the global arena, financial centers are fiercely competitive. The U.S. stands out with robust regulation and the deepest financial markets. New York is the world's top financial center. Meanwhile, Asia is rapidly advancing. In contrast, Europe lags due to regulatory fragmentation. While the U.S. and Asia attract capital through effective regulation, the lack of deep capital markets in Europe poses challenges for both its economy and banks. Using sensible and pragmatic policies, Swiss regulators and the Swiss Financial Center must aim to match the best. It is crucial to understand that regulation is not a win-lose proposition, where one party's gain is another's loss.
Rather, sound regulation is beneficial for both the financial system and the public, while poor regulation is detrimental to both. Switzerland boasts exemplary financial market regulation and a formidable financial sector. Both Zurich and Geneva rank in the top 20 global financial centers. The Swiss financial sector generates 9.3% of GDP and accounts for 5.4% of total employment, both twice as high as the EU average. The sector is a pivotal driver of growth and prosperity in Switzerland. UBS is a structural pillar of Switzerland's financial system. It is the country's third-largest private employer. It offers thousands of training positions to young people, and UBS and its employees are important taxpayers. As with other successful Swiss exporters, we carry Swissness to the global stage. However, to maintain this competitive edge, it is imperative that our regulatory policies ensure a level playing field.
In other words, Switzerland's regulation must remain broadly aligned with global standards. Let me add a concluding thought. UBS is not too big to fail. UBS is one of the best capitalized banks in Europe, with a sustainable business model and a corresponding low-risk balance sheet. In addition, we have an effective resolution mechanism that we will further strengthen in the future. Now, let's turn to our financial performance. Our full-year profit before tax reached $29.9 billion, including $28.9 billion of negative goodwill. More importantly, despite the fact that Credit Suisse was and remains structurally loss-making, UBS achieved underlying profitability in 2023. The acquisition of Credit Suisse has accelerated, not changed, our strategy. The integration further shifts our focus towards global wealth management, asset management, and the Swiss personal and corporate banking business.
Over a third of our risk-weighted assets are allocated to our global wealth management and asset management businesses. These are attractive from a risk, growth, and capital perspective. Roughly another third of our risk-weighted assets are in personal and corporate banking in Switzerland, a prosperous, stable, and well-diversified economy with low historic credit losses. In the investment bank, we now have a broader and more diversified business, while having reduced its share to no more than 25% of our group risk-weighted assets. Our complementary footprints in Asia Pacific have reinforced our leading position in the fastest-growing wealth market.... In the U.S., our other key wealth manager growth market, we have a scope to improve our profitability. Over the next three years, we will build out our core banking infrastructure to provide clients with a more comprehensive loan and deposit offering.
Also, we will roll out more products and services to the ultra-high net worth family and institutional wealth clients. These actions, among others, will help to further narrow the gap to our peers. Switzerland is and shall always be a cornerstone of our strategy. We are and will remain a Swiss bank, deeply rooted in Switzerland and guided by Swiss values. Switzerland gives us stability, and Swiss qualities and values helps us to succeed abroad. In a challenging geopolitical and macroeconomic environment, these qualities and values are more in demand than ever. My aspiration for UBS is to be a trusted partner in Switzerland and the bank of choice for the wealthy around the globe. The most telling indicator of our progress is our market valuation. Our valuation, as measured by the price-to-book ratio, should mirror that of our top global competitors.
While we have closed some of that gap since summer last year, we are not there yet and have much to do. In the long term, the success of a bank hinges on its corporate culture. Culture defines institutions. A positive culture fosters the right actions. A negative one can lead to its downfall. For banks where trust is the currency, culture is paramount. Trust is hard-earned and is easily lost. In turbulent times, culture is even more critical, shaping how banks react to external and internal challenges. It is no coincidence that those financial firms that weathered the global financial crisis and came out ahead had robust corporate cultures. Indeed, a strong corporate culture is perhaps the most vital ingredient for a financial institution's success. That is why at UBS, culture is of the highest priority. A sound corporate culture promotes accountability, integrity, and collaboration.
They are the standards that each of us, including myself, the rest of the board, the management, and all our employees, are held to. Despite some cultural variances between UBS and Credit Suisse, there is much that unites us. As the integration progresses, my vision is for UBS to emerge as one firm with a robust, vibrant, and cohesive culture at its core, and a workforce that takes pride in being part of UBS. I seize this moment to honor our employees for their exceptional performance in trying times. I recognize that the uncertainties of integration can put strain on them. We are working hard to provide clarity as quickly as possible. My deepest gratitude goes to our employees, who continue to serve our clients around the world while driving the integration forward. Clients are at the heart of everything we do.
Our clients are our raison d'être, and we are grateful to them for the trust they have placed in us over the past year. Our commitment to our clients is unwavering, and we will strive for their benefit every single day. Sustainability has remained high on our list of priorities. Today, you will vote on our non-financial reporting. You will have read that we remain steadfast in our ambition to be a global leader in sustainability. We are committed to supporting our clients in the transition to a low-carbon world, leading by example in our own operations and sharing our lessons learned along the way. We have already made significant progress in aligning the sustainability frameworks of UBS and Credit Suisse, and we will persist in this endeavor throughout 2024 and beyond. Let me give you some examples.
Our revised sustainability and climate framework already covers the combined business and ensures a consistent approach. We have also moved swiftly to transition portfolios in carbon-intensive sectors that do not align with our approach and risk appetite into the non-core and legacy unit, where they will be managed off our balance sheet. Our ambition remains to achieve net zero greenhouse gas emissions across our Scope 1, 2, and specified Scope 3 activities by 2050. Scope 1 emissions are our direct emissions from our gas, oil, and fuel consumption. Scope 2 emissions are our indirect emissions via our electricity and heating consumption. We will minimize both, in particular, through energy efficiencies and switching to more sustainable energy sources. Scope 3 emissions are other indirect emissions that occur in our bank's value chain, including, for instance, financed emissions.
Here, we have set clear 2030 targets for decarbonization for our leading activities to carbon-intensive sectors. As in past years, you will also vote on the compensation report and the compensation for the members of the board of directors and the group executive board. What stands out last year, that it was important to balance like-for-like pay outcomes for comparable roles and performance across the combined bank? We also considered factors such as the need to retain key talent and stabilize the CS franchise, as well as pay fairly across the two subgroups. I will provide more comments ahead of the respective votes, but I am convinced that we have found the right balance in the interests of our shareholders. Valued shareholders, we remain committed to distributing excess capital to you via dividends and share repurchases. We propose a dividend of CHF 0.70 per share, up 27% year-over-year.
After the completion of the merger of UBS AG and CS AG, we plan on commencing share repurchases of up to $1 billion in the second half of this year. We remain committed to progressive dividends. For 2024, we plan to increase dividends by a mid-teens % amount. Our ambition is that capital returns to exceed pre-acquisition levels by 2026. As I conclude, let me return to our starting point, the combination of UBS and Credit Suisse. The end of Credit Suisse is undoubtedly a tragedy for many of its stakeholders, but I'm convinced that in the long run, history will put this tragedy into perspective. Dating back to its founding as the Bank in Winterthur in 1862, UBS can claim a heritage of consolidation, encompassing more than 500 different firms, from cantonal and regional banks to wealth managers and Wall Street brokerages.
Credit Suisse is the latest addition, adding its own legacy brands such as SKA , First Boston, Bank Leu, and Swiss Volksbank to a list of UBS's historic franchises, including S.G. Warburg, Union Bank of Switzerland, PaineWebber, and Swiss Bank Corporation, to name just a few. Consolidation has always been and will remain an economic reality in our business. Before closing, I extend my heartfelt thanks also on behalf of the board of directors, to our longstanding and new clients for their trust in our bank. To our employees, also new and longstanding, who are the face of UBS and whose commitment and service is the backbone of our success. To Sergio Ermotti and the group executive board for their exceptional leadership. To my fellow board members for their unwavering dedication. And to all of you, our valued shareholders, for your ongoing support. Thank you for your attention.
Thank you for your presence today. I will now pass the microphone to our CEO, Sergio Ermotti.
Grazie, Colm. Meine Damen-
Vielen Dank, Colm. Thank you very much, Colm. Ladies and gentlemen, esteemed shareholders, a warm welcome to all of you here in Basel, but also to everyone joining us virtually. Although unexpected, I am pleased to be here again with you as we execute this next chapter in the history of UBS. Over the last decade, UBS has stood out amongst its global systemically important banking peers for its favorable mix of businesses and unique model, which leverages our cost discipline and risk management capabilities. The fact that we were asked to step in last March to be part of the solution and to stabilize the Swiss and global financial system was, and is, the ultimate testament to our strength. As mentioned previously, the Credit Suisse acquisition provides UBS with a complementary client base and regional presence, more products and services, as well as many talented people.
Our clients now have access to enhanced capabilities and expertise, a wider range of products. Our people have a even better platform to grow their careers, and you, our dear shareholders, today own an even stronger franchise. I am convinced that all of our stakeholders and the communities in which we operate will benefit from the value that we create, especially here in Switzerland. The past 12 months have been very intense. However, we have already made great progress because all of our colleagues have worked very, very hard, despite many changes and uncertainties. Uncertainties that have also been real for our clients because of geopolitical and macroeconomic turbulences, and we have always been right there by your side and supported you. At the same time, we have made good progress with our integration plans.
As you can see on this slide, ever since we concluded the transaction in June, we have stabilized the client business with inflow of net income and assets of $77 billion, and we have reached a level of financing that is comparable to the one before the acquisition, and we have quite expeditiously decreased costs, and that means that the combined bank now has become even more secure and stable. In this quarter, as a combined company, we have been profitable despite substantial losses of Credit Suisse, and we have been able to achieve costs reduction of $4 billion. By the end of 2026, we achieve to reduce a total of $13 billion in cost reduction.
Combined with the strong capital and liquidity positions of UBS, we have been able to actually not make use of the liquidity support that we have been provided with and offered, and at the same time, we also ended the contract of financial support with the government, Swiss government. Our corporate structure for the future has been defined. This also takes into account the decision to fully integrate Credit Suisse Switzerland AG. However, this integration is a marathon. It's not a sprint. Credit Suisse was, structurally speaking, deficient. That is why significant restructuring measures and optimization measures are required before we can actually take advantage of all the benefits of this merger.
2024 is going to be a very decisive year for us to be able to achieve our goals, to have about 15% of yield on our CET1 capital, and we want to have a value below 70% by the end of the year 2026 when it comes to the P&L. Our goals and ambitions are clear, and to reach that, the things you can see here on this slide, we expect to have, in the short term, dips in profitability and growth. However, we are convinced that the quality and stability of our income-generating potential will increase in the long term. One of the most important priorities for the first half of 2024 is the merger of both core houses to be able to lead the corporation into one holding.
Combining our Swiss banks, well, that should be—that process should be concluded before the end of the third quarter. After the merger of these two corporations, we will be able to implement our goals in terms of costs and capital generation, and that is also a prerequisite for the first wave of account migrations, and we will do this with great care to make sure that our clients will have a seamless experience. As of the second of November of 2024, we will then continually decommission legacy platforms in the second half of 2022, and this process will continue into 2025 before we begin the transition towards our target state in 2026. Even if this journey and the progress will not be done and carried out in a straight line, our strategy is crystal clear, and we remain realistic.
We know that there are certainly large and complex tasks that lie ahead of us. I share the point of view of our chairman regarding too big to fail, and I trust the results of our parliamentary investigation commission and of the Federal Council's proposal. I'm convinced that the investigation commission and the results thereof will contribute to fully understanding what happened and that will be duly considered instead of jumping to conclusions. The future of the regulatory framework for Switzerland's financial sector is an important discussion for the nation. However, this discussion must be based on facts, on comprehensive analysis, and full transparency.
For example, some insights about the specificities of Credit Suisse capital situation, which have been analyzed by the Swiss Expert Commission and Banking Stability, and highlighted by the Federal Council's Too Big to Fail Review report, are not yet properly reflected in the public discussion. And while some modifications to the regulatory regime may be necessary, the phasing out of regulatory concessions previously granted to Credit Suisse already leads to a significant increase of UBS's capital requirements. This has to be taken into consideration when calibrating potential new requirements. Against this background, I would like to focus on one critical point, which is often mentioned in the public discourse, and which is a source of great concern. The factually inaccurate claim that UBS enjoys an implicit state guarantee. The facts are very clear.
With a going concern capital of $93 billion, and loss-absorbing debt of $107 billion, we have a total loss-absorbing capacity at UBS of $200 billion. UBS's risks are borne by shareholders and the owners of our AT1 instrument owners and our subordinate debt, not the taxpayer. That is also reflected in the additional financing costs that you, dear shareholders, pay every year as a substitute for the state guarantee, and this amounts to about $3 billion, or about 250 basis points over the interest rate for Swiss bonds. As you can see on this slide, rating agencies do not factor in government support in UBS's rating, whether implicitly neither explicitly. In this respect, UBS differs from most state-owned banks.
That is why the ratings of UBS received from those agencies are lower than those of banks that benefit from an explicit or implicit state guarantee. As a result, UBS's funding costs are structurally much higher compared to banks that have a state guarantee. The absence of such a guarantee becomes clearly evident in the fluctuation when funding costs of funding costs during moments of stress. That was plain to see during the COVID pandemic, as well as before and after the rescue of Credit Suisse, when our funding spreads temporarily spiked. However, we should also talk about the many benefits that UBS contributes to our country as a healthy, thriving, globally competitive bank and central pillar of the financial center, Switzerland. I'd like to mention a few things that you can also see here on this slide.
The financial sector pays about 40% of all corporate taxes in Switzerland, and UBS is a substantial contributor. When adding corporate taxes to those paid by our combined staff, over the past decade, UBS and Credit Suisse paid around CHF 25 billion in Swiss taxes. In the year 2023 alone, that amounted to CHF 2.6 billion, which is about the estimated cost of the second Gotthard Tunnel. UBS contributes to a booming economy, where in Switzerland you can buy goods and services in 2023, or have bought goods and services in 2023, amounting to CHF 3.9 billion. That also generates additional tax money. What we contribute to the Swiss labor market, well, yes, due to the necessary restructuring of Credit Suisse, we have to take tough decisions, and some of these decisions have yet to be made....
In the medium and short term, I'm sorry, we will need to part ways with some of our colleagues. However, we will continue to do our best to mitigate the impact of this headcount reduction as well as we can. I'm also convinced that our long-term plans to grow will create even more high-quality jobs in Switzerland in the future. This is why we have maintained a robust apprentice and internship programs. That means that collectively, UBS and Credit Suisse have hired over 2,300 young people last year. And I'm pleased to see that the next generation has a positive view of UBS. We are now the preferred employer of university business graduates in Switzerland. There are also other ways in which UBS and its employees substantially contribute to the places where we live and work.
Last August, we announced that we will maintain all educational, sports, and cultural sponsorship commitments in Switzerland undertaken by both UBS and Credit Suisse until at least the end of 2025. Examples here are the partnership with the Swiss National Football Association, Swiss Skills, or the UBS Kids Cup, just to name a few. All this... All of this is made possible by the strengths derived from an internationally competitive bank, with a diversified business model and a balance sheet that is robust and stable for all seasons. When it comes to the integration of Credit Suisse and the future of UBS, we will continue to work with our highest care and prudence, and ensure that UBS remains the well-managed bank that you know, with a strong culture and a sustainably profitable business model.
Just over a year since my coming back, I am even more convinced that UBS and Switzerland have an opportunity here to turn a very difficult situation into something valuable and sustainable, something that our financial center and the nation as a whole will benefit from. The financial sector is an important driver and growth engine for the economy. We must do everything we can to preserve and strengthen this powerful combination for the next generation. Before closing, I would like to thank our board of directors, and in particular, our chairman, Colm Kelleher, and our vice chairman, Lukas Gähwiler, for their strong collaboration and partnership. Thank you. I would also like to thank our clients for their continued trust that they place in us, and our employees for their hard work and dedication, particularly in this challenging time over the past 18 months.
Last but not least, I extend a big thank you to you, our esteemed shareholders, for your ongoing support of our ambition to remain a globally leading player. It has allowed us since 2012 to generate over $50 billion in capital for you, dear shareholders, nearly equal to our average market capitalization over that period, while also investing in enduring long-term growth. Our commitment is to do everything in our power to continue this journey for many years to come. Thank you.
Thank you, Sergio. Thank you, Sergio. I now ask Marcus Baumann to provide information on the attendance.
Good morning, and a cordial welcome to Basel. Check-in of admission cards has produced the following results. We have 1,538 shareholders present, as well as the independent proxy you have elected. In total, they represent 1,949,666,893 votes, which corresponds to 77.99% of all votes, of all shares entitled to voting. Pursuant to Article 689F, Paragraph 2 of the Swiss Code of Obligations, I would like to announce the following: The independent proxy represents 1,939,988,556 votes, and shareholders in the hall represent 9,678,437 votes. We are going to keep a constant tally of attendance.
Before we start with the discussion of the individual agenda items, I would like to inform you on behalf of Mr. Zeltner, the independent proxy, that he informed the board of directors last Monday in aggregated form about the voting instructions received. This brings us to discussion of the individual agenda items. We start with agenda Item 1, the approval of the UBS Group AG management report and consolidated and standalone financial statements for the 2023 financial year. As usual, the detailed annual report for 2023 is available on our website.
The reports of the statutory auditors, Ernst & Young Limited, for the 2023 financial year, are included in the financial information and do not contain any reservations, and we will open the discussion for agenda items one, two, and three after agenda Item 3, before the vote on all three items together. We continue with Agenda item 10.2 , the advisory vote on the UBS Group AG compensation report for 2023. Dear shareholders, 2023 was a complicated year from a compensation point of view. We have reviewed our total award reward principles and confirmed that they remain fully aligned with our purpose and support our strategic objectives. In the short to medium term, they also enabled UBS to drive the economic and cultural integration of Credit Suisse and the long-term value creation of the combined firm.
To further support the integration of Credit Suisse into UBS, we have then applied an integrated year-end process with all employees subject to one unified system, leveraging the long-standing UBS approach to performance, promotion, and compensation. This is a significant milestone and has helped greatly to accelerate our cultural journey. We are convinced that our compensation framework remains best in class for our industry, therefore, it remains broadly unchanged for 2023. In line with our commitment to fair pay and diversity, equity, and inclusion, we take great care to support fairness across the organization. In 2023, this meant, in particular, a focus on like-for-like outcomes for comparable roles and performances across the group. I will provide further comments on the compensation topics ahead of the respective agenda items, but let me address one aspect already now, the CEO compensation.
In his decision, the board has recognized the excellent performance of Sergio Ermotti during a defining year in UBS's history. He arguably has the toughest job in the financial services industry globally, and he has delivered. He was instrumental in stabilizing the client franchise, in managing the risks, in bringing operational stability to Credit Suisse, and indeed, to Switzerland as a financial center. He led to closure of the M&A transaction in a record three months. He led the early repayment of the public liquidity backstop, as well as the Emergency Liquidity Assistance Plus, the ELA+, and he voluntarily returned the Loss Protection Agreement, the LPA. This allowed both the Swiss National Bank and the Swiss Confederation to get out of the government facilities in record time, and as a side note, earning more than CHF 700 million for that support.
Considering his outstanding contribution, the board and I personally believe he deserved to be paid roughly 10% more compared to his predecessor. Furthermore, let me also be clear, we will never pay what U.S. banks pay, but the board and I are responsible to do everything to make UBS successful. This does include the long-term, ensuring the long-term competitiveness and attractiveness, including for our CEO position going forward. We continue with agenda Item 3, the advisory vote on the UBS Group AG sustainability report. Dear shareholders, the acquisition of Credit Suisse Group created formidable challenges in the areas of sustainability and culture, including providing meaningful disclosures and targets for the combined firm. We are tackling these challenges based on our ambition to be a global leader in sustainability, supported by our strong UBS culture, which is anchored by high ethical standards and accountability with integrity.
We are proud of the results achieved and as evidenced by selected facts and figures which are displayed behind me. We remain committed to our ambition to achieve net zero greenhouse gas emissions by 2050, with decarbonization targets for 2025, 2030, and 2035. The Say on Pay non-financial reporting brochure that was attached to the AGM invitation provides you with a summary of non-financial matters, including environmental matters, social concerns, employee-related issues, the respect for human rights, and anti-corruption measures. More information can be found in the UBS Group AG Sustainability Report for 2023, which can also be accessed online on our website. Dear shareholders, I now open the discussion on agenda items 1, 2, and 3. I would ask speakers, if possible, to keep to a maximum speaking time of five minutes.
Timepieces are installed to help you with that endeavor. The first speaker is Herr Vincent Kaufmann.
Say the next should be prepared, so the next one is.
And then the next speaker after that will be Herr Fritz Peter, so they can get ready, yeah. Okay, Herr Kaufmann.
Dear Mr. Chairman, dear members of the board, dear shareholders. My name is Vincent Kaufmann, and I am the CEO of the Ethos Foundation, which today represent a large number of Swiss pension fund and other private shareholders. First of all, I would like to thank all the employees of UBS and Credit Suisse for the enormous effort they have put into the merger of the two banks. A special thought goes to those employees who have been affected by the integration of Credit Suisse. We are aware of the many difficulties involved in such an operation and of the desperate financial situation in which Credit Suisse found itself. The board of directors and management of UBS have succeeded in stabilizing the situation and certainly saving Credit Suisse from bankruptcy. It is therefore essential that the mistake of the past are not repeated.
In this context, Ethos would like to make a few remarks and ask a few questions on compensation, capital structure, and sustainability. Regarding executive remuneration, Ethos has serious concerns about the significant increase in the remuneration of the executive committee. Ethos is of the opinion that the high potential variable remuneration can create perverse incentives. Ethos is concerned by the decision to increase the cap on the variable pay of the CEO from 5 times to 7 times the base salary as from 2024, sorry, 2024. The current remuneration of $14 million for 9 months already makes Mr. Ermotti the highest paid CEO of a European bank. Ethos is also concerned about the sudden change in the valuation of the share-based remuneration.
The decision to value the shares at 50% of the market value, while reducing the performance condition on return on equity, seems very counterintuitive. As a result, the annual bonus of CHF 108 million for the management team, voted under item 9.3, does not represent the maximum amount. The maximum amount is CHF 162 million, depending on future performance. The agenda is misleading, and we ask the board to be much more transparent next year. My Mr. Chairman, my question are as follows: Can you provide today the fair value of the shares granted as part of the 2023 annual bonus, based on the valuation model used in the past, and explain why the board decided to change the approach compared to previous years?
Can you confirm that based on the fair value of the shares, the existing variable pay cap of 5 times the base salary for the CEO in 2023 has not been exceeded? Dear shareholders, while we understand the complexity and the new size of the bank, we believe that the remuneration package proposed today is not in our long-term interest and the long-term interest of stakeholders. We therefore recommend that you reject all remuneration proposal made today. On capital and strategy, when I saw the agenda, on the agenda a request for conversion capital representing 20% of the issue capital, and almost on the same day, the announcement of a CHF 2 billion buyback program, I scratched my few remaining hair. I'd ask you today, why?
What is the rationale for reducing core capital through a share buyback, while at the same time issuing 81 bonds with a coupon of 9.9%? And has the board considered an alternative solution of further reducing the risk-weighted asset of the investment bank, which currently still represent 20% of total risk-weighted asset and have been the cause of so many problems for Credit Suisse and also UBS in the past? Finally, I would like to mention sustainability. This year, the vote on the sustainability report is mandatory, and it is governed by Article 964 of the Swiss Code of Obligations. The law is crystal clear; the report must be approved by shareholders. We therefore disagree with the board's interpretation that the vote is advisory. As regards the report itself, we have taken good note of the progress made this year.
However, we regret that very important indicators, such as the number of breaches of the code of conduct or data security breaches or gender pay gap ratio, are not disclosed. Regarding the climate strategy, given the higher exposure of Credit Suisse to climate sensitive sector, we expect UBS to strengthen its lending policy and introduce phase out of high emission sectors, such as, for instance, thermal coal. Dear Mr. Chairman, is it true that UBS has decided to remove from the lending policies the phase out of thermal coal, oil sand, and Arctic drilling financing introduced by Credit Suisse in the past? And does this mean that UBS is not prepared to withdraw from these high emission sectors, as most of the European competitors have already done?
Dear shareholders, Ethos believes that UBS already holds the cards to become a leading sustainable bank, creating long-term value for all the stakeholders. However, this will require a much more reasonable remuneration policy, a further reduction of the investment bank, which has caused so many problems in the past, and a much more ambitious sustainability strategy. I thank you for the attention.
Thank you, Herr Calvin. I will answer your questions individually, and then after that we will try and bundle the answers together for the sake of efficiency. For your first question on comp, as you know, we have been transparent in the communication of the valuation and reviewed it annually. The value was determined by an independent third party in the same way as in previous years, using a well-established valuation methodology. This valuation resulted in 54%. Management rounded it to 50% to support communication, and is aligned with the stretching nature of our integration targets. The payouts will reflect actual performance, and I stress this, may be 0% or up to 100%. We believe this instrument is in the best interest of the shareholders.
As explained in our compensation report, the variable pay cap refers to awarded pay and has not been exceeded. The valuation percentage reflects our best estimate of value, and determines the potential number of shares to be received, which is transparent and aligned with our framework on awarded compensation. Realized pay will ultimately be determined based on the company performance and share price development. As regards to sustainability, the shift to a low-carbon future is a priority for UBS. It is a key focus of our sustainability strategy, and we remain committed to supporting our clients in the transition to a low-carbon world. This remains unchanged as we continue with the integration of Credit Suisse. We have made great progress, as I said, in 2023, both in terms of integration and sustainability, and we will substantially complete the sustainability integration in 2024.
In doing so, we also enhanced our framework. We have defined combined standards for the combined firm, aimed in particular at de-risking the joint risk profile. UBS's approach was chosen as the blueprint for the combined risk appetite because of its broader scope of application across sectors, and its generally stronger risk mitigants. Former Credit Suisse standards were adopted in areas where UBS did not have a large business footprint before the acquisition. Our framework includes stringent criteria on transactions relating to unconventional oil and gas, and to coal. Our coal policy has been effective in restricting UBS's exposure to coal. Above all, we have also set ambitious decarbonization targets for carbon-intensive sectors to reflect the activities of the combined organization. We have an ambitious decarbonization target of 70% by 2030. In total, our decarbonization pathways now cover 81% of our total estimated financed emissions.
We are proud of the progress we've made so far, and we remain committed to our ambition to achieve net zero greenhouse gas emissions across Scope 1 and 2, as well as like Scope 3 activities by 2050. Thank you. Herr Peter. And then he'll be followed by Herr Haberstich , and Herr, and Frau Dacanay . Thank you.
...
Sorry, Frau Landolt, after Herr Peter, excuse me, yeah.
Ladies and gentlemen, my name is Fritz Peter from Winkel. I speak for the Shareholders Association, Actares, Shareholders for More Corporate Responsibility. We are the advisor for shareholders from all over Switzerland who pursue an ethical approach. By the way, it's happy, a happy coincidence, I, the number eight here, because in the Chinese culture, that is a very positive number.
Mr. Chairman?
Mr. Chairman, ladies and gentlemen.
Ladies and gentlemen.
Last year, my colleague spoke in French to you here, which was certainly a nice change of pace. Unfortunately, he is indisposed today. I hope you get well soon, dear Nicolas. In 2023, UBS has taken on a major task with the integration of Credit Suisse. This appears to be well on track. Of course, there are some question marks regarding the forthcoming headcount reduction. Actares particularly welcomes the will to reduce excessive risks. CEO Sergio Ermotti has been successful according to the information available so far. However, and in spite of the positive words that we've heard before from the chairman, the compensation of about CHF 14 million reported for nine months of work here go well beyond the usual scope and are grossly exaggerated. 14 million, yes. I seem to have misspoken in German.
I was just testing your attention. No, no. I misspoke, but okay, CHF 14 million. The responsibility here is very clear. The board of directors has made a blatant mistake here. In view of the events of the now infamous weekend, mid-March 2023, and the strong commitment of the federal government, and potentially of us taxpayers, these CHF 14 million are completely out of line. They are absolutely incomprehensible and an insult to Swiss shareholders, Swiss government, and our financial system. Admittedly, it is only in Switzerland that there is a public outcry, and I should also mention that this compensation is good for the state treasury and the Old Age and Survivors' Insurance . It's. Well, we have our chairman, who today spoke of Swiss values, and we have a remuneration committee of Anglo-Saxon background.
Well, there seems to be no ear for Swiss sensibilities, and this is obviously hardly surprising. The CEO should have given you a little hint. Moderation and some humility would have been appropriate. Actares does not take a stand on political issues, so I'll take the liberty to make a personal comment. The comparison with the unsuccessful letter issued by some former heads of government before the vote on the thirteenth Old Age and Survivors' Insurance installment, well, it seems obvious that trust, a lot of trust, was lost there, and this makes me somewhat emotional. Ladies and gentlemen of the board of directors and CEO, this wrong decision is a painful reminder of past Credit Suisse sins that led to a loss of reputation and, in a way, to a déjà vu. I think, and I take the liberty of saying, you should be ashamed of yourselves.
In the annual report available online, Mr. Ermotti is quoted as follows, "One of the lessons drawn from the Credit Suisse," well, we've heard that from Mr. Chairman today, "Trust cannot be regulated." That's the quote. Well, well said, one might say. Esteemed Mr. Ermotti, wouldn't it be much more valuable a few years from now, as double the savior of UBS, to have the undivided attention and appreciation of the Swiss people instead of having just CHF a few million more in the bank account? Well, in the past weeks, a lot has been said and written. However, there's one aspect that has been missing so far. Will the public, 10 years from now, look back on this compensation decision and maybe then recognize that that was one of many mistakes that then led to a downfall of UBS, a déjà vu, maybe?
Actares does not expect this in a way, but however, we do demand insight and then also a course correction. Another detail: What are the top communication managers at UBS doing, that they allow their company to run in such a storm of negative publicity, to not say shit storm? Actares assesses the current climate strategy as inadequate and rejects the board of directors' motion to approve the sustainability report. For instance, there's no commitment to phase out fossil fuels, and targets should be validated externally, if possible, and as soon as possible, especially because that would strengthen credibility and comparability. Due to the importance of the climate issues, Actares also recommends to reject the management report and opposes also the discharge of the board of directors and the executive, the Group Executive Board.
It is probably a novelty that Actares has to recommend here a "no" vote on more than half of these proposals by the board of directors, including, of course, all the compensation items. Chairman, how is it possible for UBS to accept such a loss of reputation and trust with its decision on the CEO compensation, and what lessons will you draw from this? Does UBS have a specific timetable to carry out this external validation of the reduction targets, and up until when will that take place? And the votes, yes, we've heard about this, from Mr. Kaufmann. The sustainability report, well, that vote is merely consultative, an advisory vote. And why not binding? What are the reasons for that? Well, thank you very much in advance for your answers, and ladies and gentlemen, thank you for your attention.
Could we have Frau Landolt asking her question, please? I'll come back with answers. And if Herr Haberstich could get ready thereafter, then I'll answer the questions in order.
Ladies and gentlemen, good morning. My name is Kathrin-
... I'm from Zurich, and I have one UBS share. This does not underline my deep belief in the company, no. My bank account would have been strong enough for at least two shares. But first, I will have a word with the people to my left. Hello, Colm. You are a brave Irishman, and we are glad having you. Sergio,
You will probably be surprised to see me here today, but of course, those are excellent news also for you.
Precious time. I will come straight to the point. It's there for decades, best-kept secret of the UBS and other Swiss banks, too. I found out about the secret existence by chance when I was researching a previously existing account of a Holocaust victim. But I'm not the only one who knows about. Also, Federal Councillor Keller-Sutter knows the facts. I'll explain to you. During the compensation negotiations with the World Jewish Congress, this window was forgotten to close, what ought to happen with the countless legacies that were left behind in the Swiss banks. By the way, this speech will be shared on social media. There are thousands and thousands of items that no one should know about. I am talking about warehouses which hide the belongings from innocent victims. Maybe you are now thinking, "Stop! Who cares?" Now, I have lost my thread. Just a moment, please.
Who cares? The public is no longer interested in that. Move on. Don't keep thinking like this, please. I would like to express my concern here emphatically. These storehouses must no longer be denied. Let's create, let's create an exhibition that travels around the world, telling the people stories that touch their hearts deeply, and prove that UBS is run by really good people. Colm and Sergio, I knocked on your bank door for now 29 years, and it was always slammed into my face. This has to end now. I can no longer remain silent, no matter how high the pressure against me will be again. My moral obligation to the victims has always been my highest authority. There is no better song than The Long and Winding Road by The Beatles, which describes my path as it has been. Colm, Sergio, thank you.
You have proven that no challenge seems too big for you. This could be a milestone in your career. You will skyrocket the UBS reputation. You will become the Saint Patricks of global banking, the two most famous bankers in the world. We all here in the Jakobshalle know that you are not only smart, Sergio, but as well, visionaries and focused on the well-being of UBS like no one else. Jump as high as you can, so you can see far, and open those damn cellar vaults, and revive past lives that have been deliberately erased. These most loved or valuable items must be brought to light, so that they can finally illuminate the world. I see many faces here that I cannot read, but I hope that you, or maybe you, sympathize with me.
I would be grateful for, otherwise, I wouldn't have had to get up this morning. Please follow me on my personal social media channel, Kathelijne 29 years.... Sergio, do you have a moment for me after the Generalversammlung, before I talk to the press? Just
Just a brief moment, because we need to talk. I will be relentless, I will not stop.
Thank you, Frau Landolt . Thank you very much.
Just one last sentence, come. Okay, this day should be the day of honor for those souls who did not survive the Holocaust. I see it as my duty to bow to them, namely to all victims of war, regardless of which side. Many people are currently having bullets flying around their ears. We need more space. I was told... and now it's important for me. I was told to present my case here emotionless as possible, not to come across as gaga or publicity hungry. But now I realize that I can fail, because I am emotional. Please excuse me. I hope you still take me seriously. Thank you very much for allowing me to speak, and all the best to you.
I wish everyone in this room all the best. Thank you.
Thank you, Frau Landolt . Thank you. Herr Haberstich , please.
Dear owners of UBS, members of the Board of Directors, Mr. Ermotti, I represent the shares of Greenpeace Switzerland, and I'm speaking on behalf of people who have made a house of cards outside. The house of cards stands for the fragile ecosystem which our society is based on, and our prosperity is based on, our legal system, everything that we are benefiting from. This ecosystem forms the basis for our livelihood, for our prosperity, and it is in danger. It is at risk. UBS, for decades, has been benefiting from stakes in companies that use the natural resources and exploit them for profit, that send their emissions into the atmosphere without paying for them. UBS invests in these companies, it's the owner of these companies, and we believe that ownership is a commitment.
We believe the ones who benefit are accountable and responsible for the emissions created in the process. UBS wants to achieve net zero by 2050, which is to be praised, it's great, but it's not specific enough as an objective, and there is a lack of many intermediate steps to be able to assess whether UBS is going to achieve it. These objectives do not apply to all business segments from which UBS extracts profit, putting the ecosystem at risk. In the funding business, for instance, UBS has decarbonization objectives only in certain sectors. There's a lack of objectives in sectors such as agriculture, or automotive, manufacturing, or aluminum. And in the capital market business, we have no effective decarbonization objectives.
UBS, in such a big area as asset management, only has a medium term of only 20% of assets under management by 2030. If UBS, as announced, wants to use stewardship and active ownership to make sure in the real economy to bring down emissions, it will have to apply to all assets under management, and there have to be decarbonization objectives, and they have to issue guidelines that commits companies UBS invests in to reduce their emissions so that the critical 1.5-degree threshold is not met, is not surpassed. UBS can have an impact on these companies, but it's not doing it sufficiently well. We carried out a sample. We looked into the voting behavior of UBS in companies that create major damage to our environment and to our livelihood. For instance, UBS...
At the ExxonMobil AGM, confirmed the chairman of the board, and thus confirmed its harmful climate strategy. With TotalEnergies, UBS confirmed an insufficient sustainability strategy, confirming it. This sustainability strategy, in inverted commas, enables the company to carry out oil drillings in protected habitats in Uganda and for the pipeline to destroy woods. Meat-producing business JBS, one of the largest contributor to deforestation of the Amazon region, UBS didn't even use their voting right, to our knowledge. So I would like to know from the persons responsible, from when will UBS, in its lending business, pursue decarbonization objectives in all sectors? From which point in time will UBS pursue decarbonization objectives in capital markets business? From when will UBS expose all assets it invests in, to decarbonization objectives? From which moment will UBS no longer finance coal energy?
From which moment will UBS publish a stewardship policy and pursue and implement it that makes it clear to companies it benefits from, and that commits those companies to lower their emissions to such an extent that we can achieve the one-degree aim? There's no other way for UBS to achieve its objectives and to live up to its responsibility. I would like to ask you to turn down the insufficient sustainability report, and I'm looking forward to receiving answers from the chairman. Thank you very much.
Thank you very much. A few questions to go through there. Going back to Actares, clearly, while I recognize the emotion and the charges of our speaker, I disagree with those charges. We are a global firm. I believe that the board has... the directors, has recognized Sergio Ermotti's excellent performance in a defining year, and a strong progress in delivering on integration priorities. He was instrumental in quickly stabilizing the client franchise, managing risks, and bringing operational stability to Credit Suisse. We achieved underlying profitability, which was not expected following the closing of the acquisition. I think that compensation reflects the achievements and results of Sergio Ermotti in 2023 on our status as a Swiss global leading institution. We will continuously engage with shareholders on matters such as compensation and maintain our pay-for-performance philosophy, and we will understand the objections that arise around compensation framework.
As regards his questions on sustainability, as we state in our sustainability report, our current targets are science-based. For that, we have utilized a number of science-based trajectories. These include, at times, guidance from the Science Based Targets Initiative, or the SBTi. We consider it, however, premature to commit to this, given SBTi guidance for financial services, as some of you know, is going through a comprehensive revision. We will continue to assess evolving options for target validation, and assurance, and improvement. Additionally, a substantial number of metrics have gone through an assurance process and have been either assured on a limited or reasonable basis. On the approval of the sustainability report, the Swiss law does not specify the actual requirement.
Please also note that the sustainability report is part of UBS's overall strategy, and is therefore one of the non-transferable tasks of the Board of Directors, and accordingly, lies within its approval authority. Key for us is the feedback we receive from our investors on our sustainability activities via the vote. That is why, in fact, we already table voluntary a voting on non-financial reporting for a number of years. Frau Lanchamp, we hear what you say. Your speech was very eloquent. We take it very seriously, and have engaged and will engage further. And as regards our green speaker, as I emphasized before, and I'm just doing a little bit of repetition here, we are convinced that we have set ambitious decarbonization targets for carbon-intensive sectors, including not just fossil fuels, but also key sectors such as power generation and real estate.
These reflect the profile of the combined firm and evolving regulatory and data standards. On facilitated emissions, we are proud to have disclosed for the first time for those sectors where data and methodology are available. Fundamentally, we will continue to regularly review our policies and processes as methodologies of market practice and standards evolve. This also includes our aspirations and targets, and again, to restate to our questioner, we want to be a leader in that space. On our asset management, let me highlight that it has a dedicated climate engagement program in place. It's had to do so for five years to address climate-related risks with measurable progress and to attract. We are proud of what has already been achieved in this area, as set out in our report, and again, more broadly across our sustainability activities.
With that, could I now ask the following speakers in order to come up, please? Frau Dacanay, Frau Shields, and Herr Katz. First of all, Frau Dacanay, please. I hope I've got that right.
Good day. My name is Angelica Dacanay from the Philippines. UBS is one of the largest financiers and investor of San Miguel Corporation, which is the largest developer of fossil gas in the Philippines. San Miguel's proposals of fossil gas power plants in the Philippines have sparked widespread opposition because they do not want gas, and we want renewable energy. Local communities have fiercely resisted the project, leading San Miguel to withdraw environmental compliance certificates and applications. However, San Miguel is forging ahead with construction of fossil gas power plant along the Verde Island Passage, which is the center of marine biodiversity in the world. This project is destroying delicate ecosystems and livelihoods of countless Filipinos that depend on it. With UBS investments in San Miguel, UBS is also responsible for the destruction of the Verde Island Passage.
I want to ask you, what steps are UBS taking to assess environmental and social risks associated with financing San Miguel's project? When will UBS divest from San Miguel because of the harm it poses to the Verde Island Passage and to the communities? Thank you.
Frau Shields?
Hello to the board and to shareholders. My name is Kelly, and I'm asking this question on behalf of ShareAction, a responsible investment NGO. We welcome the publication of UBS's sustainability report and the climate and nature report, which provides the first comprehensive update on its sustainability strategy since completing the acquisition of Credit Suisse. Overall, we assess that UBS's climate strategy remains broadly unchanged, and the bank has only taken limited steps to address previous weaknesses. We also acknowledge the significant undertaking of integrating Credit Suisse, a globally systemically important bank, and appreciate there is more work to do on your sustainability strategy going forward, and we do trust that you are committed to do this. Therefore, we want to outline four priority areas where ShareAction would like to see progress ahead of your next AGM.
Firstly, it is positive that UBS has started to report on its facilitated emissions. You've spoken a lot about your financed emissions, but facilitated emissions are also incredibly important. However, because your facilitated emissions are reported as a single aggregate figure covering multiple sectors and only reflect 33% of UBS's capital markets activity, it does not give enough transparency to shareholders of UBS's true climate impact. Therefore, we ask that the bank will provide a sectoral breakdown of its facilitated emissions and set sectoral facilitated emissions targets using a 100% weighting. Secondly, UBS has retired Credit Suisse's sustainable finance target and framework, but has not set one for the combined entity. With a short dated target to underwrite 100 GSSS bonds in 2024, UBS is now lagging European leading practice in this area.
We encourage the bank to set an ambitious green finance target and also publish a methodology for how it has quantified this target. Thirdly, we think that UBS needs to take immediate action on coal. The bank's thermal coal policy was already one of the weakest in Europe, and it has now dropped important commitments that Credit Suisse had made. Although UBS and Credit Suisse combined financing of coal power and mining has fallen significantly in recent years, the combined entity would still have been Europe's second largest financer of coal mining and the largest financer of thermal coal power in 2022. We urge UBS to implement financing restrictions for coal expansion and set a phase-out date for the sector in line with peers. Finally, many of UBS's peers are tightening their oil and gas policies, and UBS is falling behind.
The bank's latest disclosures provide little clarity on how the bank intends to address oil and gas expansion and assess its clients' transition plans. The acquisition of Credit Suisse adds significant fossil fuel financing, to the portfolio, as well as unconventional and high-risk oil and gas financing. Notably, Credit Suisse was the second largest European financer of fracking, which is known to cause increased environmental and social risks. UBS said it has moved certain parts of Credit Suisse's portfolio to the non-core and legacy division, but has failed to clarify how it intends to address any remaining exposure. We ask that UBS urgently updates its oil and gas policy, ensuring that it restricts finance to fracking projects, as well as companies significantly exposed to these activities.
We think that these areas will also be of key importance to your shareholders to allow them to trust that the significant fossil fuel business brought over from Credit Suisse will be handled appropriately, and to ensure that UBS is on track to meet its net zero commitment, and also play its role in financing the transition. So my question for you is, will UBS commit to update its policies and targets related to the four areas I have discussed ahead of its 2025 AGM? Thank you.
Thank you very much. Herr Katz , please.
... Mr. Katz?
Dear Mr. Ermotti, dear board, and dear shareholders, my name is Marcus Katz, and I've been absolutely fascinated and obsessed with the ocean ever since I've been born. I'm a marine biologist and a dive master, and today, I'm here to represent the Geneva Ocean Academy, where I'm head of marine biology. We are an association focusing on educating the Swiss public on marine ecosystems, but mostly the threats our oceans face. In my work, I get to witness the incredible fascination Swiss people have for the ocean, despite living in a landlocked country. The truth is, we depend on the ocean much more than we might think. This is why I was shocked to find out how largely UBS is supporting fossil fuel companies that are destroying exactly this, the health of our oceans. The ocean isn't only a beautiful getaway for the weekend.
It stabilizes and regulates our global climate with its ancient and primordial currents. It redistributes heat across our whole planet and decreases thermic differentials worldwide. Marine primary producers, such as seagrass, corals, and algae, produce over half of the oxygen we breathe and absorb about a quarter of all the carbon we emit. The oceans are truly the life support system of the Earth, and UBS is putting these vital services at risk. The bank is one of the largest financiers and investors in companies like Shell, BP, the Filipino company, San Miguel, and the Australian company, Woodside, just to name a few. All of these companies have massive gas expansion plans along the coast that are directly endangering ocean integrity. These companies are also emitting colossal amounts of carbon into the atmosphere. This presents an existential threat to coral reefs, more than any other ecosystem.
Their abundance has already halved in the past 70 years, and as we speak, the largest mass bleaching event ever recorded is taking place. All over the world, corals are losing their corals, their colors, turning white, and eventually starving to death. This is a direct consequence of carbon emissions. Heat waves are getting longer, more frequent, and more intense, killing coral reefs. Additionally, oceans absorb the excess carbon in our atmosphere, making them more acidic. This makes corals more brittle and more sensitive. With its support to fossil fuel companies, UBS is directly contributing to the worsening state of our oceans and dooming coral reefs. I have no words, no words to describe the incredible beauty of coral reefs. Incredible art pieces, which have taken hundreds of thousands of years to complete, truly nature's Van Gogh paintings.
Their beauty, however, is nothing in comparison to their key importance to marine life and marine biodiversity. Corals support over a quarter of marine species, although they cover less than 1% of the sea floor. Dolphins, whales, turtles, sharks, and many other fascinating species rely on coral reefs. Areas like the Verde Island Passage in the Philippines are a perfect example of that, harboring the highest diversity of fish species and supplying millions of people with food and income. When harming coral reefs, we are hurting the global ecosystems of our oceans. We are harming coastal communities that directly rely on coral reefs, and ultimately, we all rely on a healthy ocean, however disconnected we might think we are. Mr.
Ermotti, from 2020- 2022, UBS has channeled $9.5 billion into fossil fuel companies, companies that are destroying the very basis of our existence, and this doesn't include Credit Suisse's support for fossil fuel companies. This doesn't seem to align with Swiss values, does it? I'm a diver and a marine biologist. I am witnessing the worsening state of coral reefs and oceans, and today, I am partly ashamed to be a Swiss citizen. I have two questions for you. First of all, why, while they aren't strong enough, UBS had at least some exclusion criteria for key biodiversity areas? I wonder, though, why do these criteria only cover terrestrial biodiversity and not marine biodiversity? When will you finally take the long overdue step to include our oceans in your biodiversity policy? Thank you.
Thank you. Frau De Kenne, let me assure you that UBS applies a stringent sustainability and climate risk policy framework to identify and manage potential adverse impacts on the climate, environment, and human rights. Obviously, we don't comment on individual client relationships, but this is core to our philosophy and our strategy. I understand that you have a meeting tomorrow with our dedicated experts on this matter. That shows that we take this seriously. Hopefully, we can satisfy some of your questions then, and this helps to inform our internal discussions. Frau Shields, thank you about your observations about our plans and your appreciation of some of our sustainability report. I've already addressed a number of these key points.
What I did say, or what we have—can say, is that we've noted in our sustainability report is that we're currently reassessing some of our prior aspirations in light of the integration. Well, we've already made great strides in 2023 based on our strong sustainability strategy, and as you also identify, we have put a significant amount of this business into our non-core unit, where it is being decommissioned. So we therefore politely disagree with your negative assessment of such areas as our standards, targets, and activities on fossil fuels. We will continue to enhance our sustainability and climate risk policy framework, and the sort of suggestions you give us are very important for us to incorporate. We do, we believe, have ambitious decarbonization lending targets.
Some of those do not align, some of the positions we took over from Credit Suisse, I said, did not align with our approach and are being decommissioned. For us, the transition is key. Finally, for the last speaker, Herr Katz, we do take the topic of nature seriously, which is why, for instance, we have become an early adopter of the key financial disclosure frameworks on nature. For our financing clients, we include nature considerations alongside other topics as part of our ambition to be a sustainable finance partner of choice. Our UBS Optimus network of foundations, it has been exploring the use of blended finance structures to mobilize capital for nature, including on supporting marine protected area governance and sustainable fisheries and ecotourism.
On our sustainability and climate risk standards, we disagree with you in that marine biodiversity, including oceans, is fully covered by these. To provide you with examples, we have standards on World Heritage sites as classified by the UNESCO, which includes ocean ecosystems like the Great Barrier Reef. We also have standards on deep sea mining and also endangered species. All are relevant to the important area of marine biodiversity. Thank you. With that, can we go to the next set of questions, please, which will be Frau Moser-Harber, Herr Fischer, and Frau Frühwald ?
Well, I was just saying we should have no clue.
Esteemed shareholders, my name is Britta Moser-Harber . In our worlds, money rules and not ethics. That's what Oswald Grübel once said. He used to be CEO at Credit Suisse and UBS at the time. And this statement on the 57-page compensation report that foresees $ millions in bonuses, well, it couldn't be any more apt. The rules that were defined by the Federal Council and FINMA still have gaps in terms of compensation. It is absolutely necessary that bonuses have a maximum, a limit, as was already done in 2014 at European level, EU level. The bonus may only be as high as the fixed salary or twice that if the shareholders agree. So far, we've had the 5 times, fivefold or sevenfold even, in terms of compensation and the bonus. Mr.
Ermotti, CEO, has received or will receive for nine months, CHF 14.4 million, containing a mega bonus of CHF 12.3 million, so six times his fixed salary. Of course, managers should be properly compensated. However, to have these incredibly high salaries, millions and millions, well, that has turned out to be a disaster. It was precisely these highly paid people in 2008 that have led to the bankruptcy at UBS, now with Credit Suisse, and at the time, it was avoided to really implement these rules defined for top management. And I think these bonuses must be repaid. This regulation must be more strict and applied more strictly. These exorbitant compensations are also an insult to thousands that have lost their jobs after a bank merger. And ever since UBS in 2000...
In 2000, bought U.S. broker PaineWebber. Well, apparently, the goal is to achieve these obscene amounts of American banks, and that is why the compensation committee should not be taking that as an example, but be more oriented towards the European banking salaries. Compared overall, Mr. Ermotti receives a salary of $15.9 million, which is still the highest salary in Europe, and we see the largest bank of Europe, the HSBC, has a balance sheet that's twice the size of UBS, and it's number one. And their CEO receives $13.5 million, so $2.4 million less than Mr. Ermotti.
The example of from the U.S., we see that with a comparable balance sheet as the UBS, the CEO of the American bank, Morgan Stanley, receives $37 million, so $21.1 million more than Mr. Ermotti, which is incredible and is just absolutely unbelievable.... wrong, and apparently one is trying to copy the American example. However, we see that in the year 2000, the UBS wanted to be number one with their investment banks in the U.S., but that was a miserable fail, and the bank had to be saved by the government.
If UBS now again would go bankrupt, the Swiss government alone couldn't save it anymore, because with the acquisition of UBS—I'm sorry, for, of Credit Suisse, UBS has turned into a mega bank with a balance sheet that is twice the size of the Swiss gross domestic, gross domestic product. Shareholders, dear shareholders, I recommend to reject all items on the agenda that regard compensation, and also reject the re-election of the Compensation Committee. Thank you very much. But just one more thing, one question: Was the emergency merger that was announced on March 19th, twenty twenty-three, not something that was already decided in 2022 because FINMA missed the window to intervene to save Credit Suisse from their demise? Thank you very much.
Herr Fischer?
Dear shareholders, my name is Roman Fischer. I'm from central Switzerland. I have a number of UBS shares, but I've never bought any. I was one of the victims of the Credit Suisse takeover and lost about 80% of my investment overnight. The financial sector in Switzerland is important, but it's not as rosy in reality as it is being portrayed by the board of directors. So let me say a few words from the point of view of a small shareholder. A few days ago, it was announced that the Parliamentary Inquiry Commission is subject to a 50-year secrecy, which I think is absolutely unworthy in a democracy. The last secrecy agreement that I can think of is the one when John F. Kennedy died. The records were opened a number of years ago.
A lot of it was blackened, and I would recommend to the board of directors to do without this secrecy. As far as the Credit Suisse takeover is concerned, UBS is making huge profit, five or seven times more reported than a number of years ago, and this is due to the fact that the bondholders and shareholders of Credit Suisse were robbed of $50 million-$100 million. Handelszeitung has calculated $51 billion of book profit in the first year, and they pressed it down. Well, Mr. Ermotti, as you know, is making $14 billion, the speaker says, for 9 months work... four- $14 million. I've made the same mistake as one of the previous speakers.
But he's probably, forced to be the bad man this this day, because that was well known when he got out of bed this morning, and I'm not asking as to whether anyone wants to give a franc back. Axel Lehmann at the, annual general meeting with Credit Suisse was also asked about, clawbacks, and, well, in this position, people believe that they are worth more, and that the final franc that they got is mine and was, deserved, well deserved. The takeover of Credit Suisse, in my eyes, was a scandal. The U.S. and the U.K. made phone calls with our, minister, Mrs. Keller-Sutter, and they were really painting a very, gloomy picture, which, impressed this young and fresh, government minister.
Janet Yellen, the Finance Minister of the United States, had up until recently been the boss of the Federal Reserve and had a, a say in that matter. She could be the aunt of all of us. Now, whether the global financial system would have collapsed otherwise, I would doubt very much. Two weeks later, after the takeover of Credit Suisse had been resolved on or announced, Janet Yellen had to announce that the U.S. was bankrupt again and had to raise the debt ceiling, which didn't cause a great deal of harm to the world economy. So I think it was all a choreographed, choreographed thing, orchestrated thing against Switzerland to have the financial center. So the question only was, which one's going to be the victim, Credit Suisse or UBS?
Maybe Credit Suisse was closer to the United States of America. Now, today, everyone's calling for more regulation... but what's the point of regulation? I'm actually an enemy of regulation, because when you're in a crisis, suddenly everyone would resort to emergency law and forget about regulation anyway. The next financial scandal will certainly be there one day. Earlier on, perpetrators were quartered. That would perhaps be a way for UBS to overcome the next financial crisis, to... I'm talking about quartering all the business areas. If you don't do it, you have to find out which ones yourselves, but if you don't do it, the next financial scandal will catch up with you. There are always states who introduce measures. We heard today that TikTok, within a year, has to be sold. This is intervention into commercial freedom. Well, I expect that you would make sure that the federal inquiry, that the secrecy agreement regarding the Federal Inquiry Commission does not apply. This concludes my statement.
Thank you. Frau Frühwald, please. Thank you, sir.
Mr. Ermotti, board of directors, esteemed shareholders. My name is Johanna Frühwald. I today speak on behalf of the human rights organization, Urgewald. It is the year 2024, the decisive decade when it comes to the climate crisis. And just a quick reality check for all of those who do not, on a regular basis, read up on climate reports. Currently, globally speaking, we are on a path that that science calls the worst-case scenario. We now see all around the world, climate disasters of unprecedented scale. Every week, we see records in terms of heat, temperatures, and each month we see that there is a list of, like, record figures in terms of temperature. The climate crisis is here, and you, and I, and, well, we all in this space, will have to live with this. But what can the UBS do?
Well, banks are, well, not the climate police, and from what I heard today, apparently, they just refuse to acknowledge, acknowledge reality. They are a machine that's actively destroying the climate. The UBS is one of the largest financers of fossil fuel corporations in Europe. Ever since I've been 17 years old, the UBS has invested a total of $45 billion in fossil fuel. $45 billion. Ever since the signing of the Paris Agreement, that is, and even though the Paris Agreement is not just an contract, an agreement, an international one, however, it is also a promise to the future generations, and apparently, the UBS does not care about that and just doesn't take care of the rights and the future of the youth.
If we look at the investment portfolio of UBS, investing in the climate crisis, as we can see, well, it's a business case here, basically, because if we look at that list, it's a who is who of the most the dirtiest corporations in the world. Top 1 on the list, ExxonMobil. So far, we see that ever since the 1970s, this company has contributed to the greenhouse gas effect and is also fostering misinformation. On rank 3, we find Shell, a fossil fuel corporation that is or has been actually, by a court, taken or held responsible to do more for climate protection. Rank 5, TotalEnergies, a corporation that really has made the headlines with climate killer projects in East Africa, crude oil pipeline, with that pipeline, and, well, 100,000 people have been displaced because of that.
But to be very honest, well, what should the UBS—what should UBS do if that is not enough to—no, there are not enough incentives to decarbonize? Well, to take your words, Mr. Ermotti, what... Is there enough incentive? What do you offer as incentive to keep the planet intact, to keep up the foundation for all people to be able to live? UBS says they support climate neutrality 2025. At the same time, UBS, with its money invested in fossil fuels, makes it very clear that this cannot be reached, this goal. And actually, it would be very easy to be part of the solution and not be part of the problem. So my question is, do you agree with the International Energy Agency that to reach the climate neutrality 2050, there should—must not be any new oil and natural gas plants?
Should be no more of that, no developments in that sense, to be able to reach those goals, and will you withdraw from that business? Thank you.
Thank you very much. Going through the answers, Frau Moser-Harder, I welcome your exposition of the globe-
... pressures, you yourself show how much more bankers are paid in the United States than in Switzerland. Switzerland is not in isolation. We are part of a global financial ecosystem. I think we play fairly as a global brand. The board has supported its payment of Herr Ermotti for what he has done, and I think it's fair to say that there is a huge disparity in that, but we stand by our issues. Secondly, I take issue with you on the potential collapse of UBS. I said in my speech that UBS has an effective resolution mechanism, and we'll continue to strengthen that. And thirdly, I do think we understand our obligations to all our stakeholders, including on the issue of compensation.
As regards what happened in 2022, I cannot speak for what happened in those years, or why the regulators and policy makers made the decisions we did. We cannot speak for FINMA. What we can say is that UBS, with the partnership of the Swiss National Bank and the Swiss government and the Swiss regulator, came to a very effective rescue of what was truly, and this is for Herr Fischer's benefit, a crisis that was global. Now, Herr Fischer, I don't want to get into details with you, but let me just explain to you, Credit Suisse is structurally loss-making. Credit Suisse was bust. So I don't understand what the proposals are that you are suggesting we would have done otherwise than step in and effectively resolve Credit Suisse and stabilize the situation.
As you know, the Parliamentary Commission will present its inquiry report at the end of 2024. That report will focus on the role of the authorities and the institutional issues relating to the responsibilities and processes. UBS supports the PUKS investigation, and it will investigate how the government, Swiss Central Bank, and the financial market regulator acted in the run-up to the emergency rescue. The secrecy obligations are applied by authorities. They are not applied by UBS. We will be as open as we possibly can be, since we have no interest in hiding any of the facts. We are not in a position to comment beyond this, and we will review the report once publicly available.
And finally, Frau Thruvald , our ambition is to achieve net zero greenhouse gas emissions across our Scope 1, 2, and specified Scope 3 activities with the targets we've given for the relevant dates. Our decarbonization targets do use the latest science-based pathways available to us. It reflects evolving industry standards and regulatory requirements as net zero target-setting methodologies for many sectors are still being developed. Fundamentally, the decarbonization of the global economy, emission reductions by clients, and the realization of our own targets and ambitions all depend on a variety of factors, some of which are beyond our direct influence. It will require governments, regulators, and all industries and consumers to move in the right same direction. We firmly see our bank as part of that solution by supporting our clients in what is a transition. Thank you.
With that, can we go to our next three questioners, please? Herr Roeters , Herr Rothlisberger, and Herr Albrecht. Herr Roete rs, please.
Good afternoon, everyone. I think we're all on a level footing, and I wouldn't welcome anyone in particular. It's already a little bit of a chaos here. First of all, I would like to say a big thank you to all Credit Suisse investors. Without the investors in Credit Suisse, UBS wouldn't have achieved what it wants to present today. But, me being as a Swiss, an investor in Credit Suisse, of course, feel a little, defrauded. I think I've been cheated, I've been fooled.
Well, I think these investors would deserve an out-of-court settlement, compensation, and I invite you to take care of that as rapidly as possible and to pay due compensation to these investors, because it's clear to everyone, to everyone who has the slightest understanding of how to manage money, it's clear how many billions UBS has cashed in by this emergency decision. Now, this emergency decision, of course, cannot be canceled anymore. We cannot go back, but in my opinion, this emergency decision and everything that followed it was a mistake. UBS, thank you. Sergio Ermotti, you're doing a good job, but we mustn't forget, there would have been other solutions. And since there was only a bottleneck Credit Suisse was faced with, it would have been an easy job to recover it within three months.
Well, I have a specific question for the auditors. What was the cost in 2023 for the litigation, litigations with all Credit Suisse investors, and what's the amount in Swiss francs or U.S. dollars? After all, we can do our math. Reported as liabilities in 2024. Well, I'll be coming back later on. I don't want to waste too much time. Thank you for, I hope, what's going to be an honest answer.
I'm assuming this is Herr Roeters now, yes? Thank you.
I'm the real Mr. Roeters.
Members of the board of directors and the executive board, dear shareholders, I'm Sebastian Roeters of the human rights organization, Urgewald, and I'm speaking on behalf of an association of critical-minded shareholders. Some of the matters have already been addressed. I want to be more specific in my questions, and hope that we are getting specific answers. I find it astonishing, particularly here in Switzerland. UBS is embedded in Switzerland and, after all, and we can clearly see in Switzerland how the climate crisis progresses. Look at the glaciers that are receding at high speed, and UBS is proud of net zero by 2050. I've been at many AGMs, and I've heard net zero 2050, we're going to make it, especially from energy companies. That's 26 years from now. Imagine that.
I don't know how many of us, including myself, will live to experience it 26 years from now. That's unspecific. And then reference to SBTi, Science Based Targeted initiative, that's non-specific. Well, within a few years, we would like to reduce emissions to such and such extent. This is not concrete measures. What UBS ought to do is to give a specific timetable and specific measures. At the same time, I'm getting the feeling that you're turning back some clocks. We had the example of Credit Suisse and the differences in policies. If I rightly interpret certain media coverage, UBS wants to not define an exit date for the funding of coal, which Credit Suisse had done before. They said, "By the end of 2030, we're going to exit, and they had an intermediate, a milestone goal of 2025." If I'm wrong, I stand to...
I will be interested to hear your specific answer of when you're going to exit from coal funding coal. Well, someone referred to climate police. There was this Bloomberg article quoting Mr. Ermotti saying that we cannot have any climate police force. Of course, policy politicians take priority there, but UBS, as a matter of fact, is one of the systemically relevant banks with a plethora, a great deal of power that many states don't even have. So shifting responsibility to the politicians doesn't seem to be appropriate to me. We've seen many European financial institutions that there are much more progressive policies for oil and gas, not only in Europe. Look at Unibanco from Brazil, they're much further than UBS, and I think UBS ought to have a different claim there.
However, at the moment, and the previous speakers mentioned that or alluded to it, UBS seems to be a long way from being a climate police, but keeps financing criminals in this field like ExxonMobil, Chevron. We saw it in your sustainability report, and you mentioned it, I don't know whether on several occasions, but it's—you're saying it's important for you to support clients in the transition, and I would really like to know what kind of support that is in the case of the companies mentioned before. I cannot really see a transformation that would be compatible with the Paris Agreement, and would like to know what UBS demands from its clients, the clients they are investing in. Currently, in these companies, I'm seeing a move back to the currently profitable oil and gas business.
The question is, what UBS's take is on it? Or maybe you can give me a specific answer to the question of these companies, these lendings are part of the 54% of the lending commitment in the fossil sector that you want to phase out. Perhaps these companies go into that segment, and it would be good for shareholders to be told specifically. Let me briefly get back to the concept of coal. According to our information, UBS is still a part of, or its portfolio still includes the largest coal mining business in the world. I don't know who in the world knows them. You don't have to travel too far. Here in Switzerland, in Zug, Glencore has its headquarters. That's the largest coal mining company, privately-owned coal mining company, and UBS, I think, has been in business with Glencore for a long time.
The reasons not to invest or lend to Glencore, there are many. The, you know, the number of corruption cases that Glencore is fighting or the ig-
Well, I'll have a question. I would just like to put everything into the context, and then I would put a question. The rights of indigenous peoples in Colombia and Peru are disregarded, and there is planned expansion of various coal mining operations in Australia by Glencore. And should the Teck Resources takeover come about, the biggest, by far biggest, coal mining company in the world, privately owned, would be generated. Now, Glencore, if I read your policy properly, is still investable. You can still lend to Glencore because given its total size, it's not exposed to your coal policy. That says companies with more than 20% of their revenues generating in the field of coal can no longer be funded. Glencore is not part of that because they do so many other things. Is that the case?
Is UBS still in business with Glencore? Are you still willing to lend to Glencore? I would like to know from you.
Thank you. Thank you very much. Can we have the next speaker, please?
Can I...? You wanted questions. Can I ask my questions?
I certainly want questions, sir, but we did have a five-minute timeline. You've taken eight already. Please.
I would simply like to ask questions. I think others have spoken for longer than five minutes. I would like to know from you whether you're ready to change your, update your coal policy, that expansion of current coal mining business is excluded, and when will you lower the 20% threshold to make your portfolio compatible with the Paris Agreement? Thank you very much, Mr. Kelleher , for your patience.
Herr Albrecht, please.
Ladies and gentlemen, around more than one year ago, Credit Suisse was sold off to UBS. At the last annual general meeting of Credit Suisse, I referred to the excessive compensation without success. The excesses go on, and in March 2023, Credit Suisse, as a result of mismanagement and excessive compensation, was driven into bankruptcy, and the bank was saved by giving away Credit Suisse shares to UBS. The shares were taken over under the blessing of Karin Keller-Sutter, who referred to this as being capitalism, and I only know that from the socialist system. Now, is this government minister in the wrong party, a member of the wrong party? What will FINMA do if UBS is going to go down the drain? The bank had to be rescued once before.
If you believe, anyone who believes that lessons are being learned is on the wrong track. Compensation is going back up again, and the example of Mr. Ermotti's compensation is a case in point. He cashes in more than CHF 20 million per annum. If you bear in mind that the median salary in Switzerland is CHF 6,788 per month, Mr. Ermotti is getting CHF 54,795 per day, eight times as much per day as the average Swiss person earns a month. Now, no one can deserve that, but only be given it with the blessing of the board of directors. If you think that the maximum compensation in the executive board is CHF 141,268,300, then the mismanagement has reached another climate, climax.
No wonder that the board of directors is helping themselves to the financial pot. They're receiving CHF 16.5 million. The chairman of the board receives CHF 5.5 million of that. I do not follow. I cannot understand that. The board of directors has not lived up to its responsibilities. It would have been their duty to reject the wildly excessive bonuses and compensation. In Germany, this body is called the supervisory board rather than board of directors. The example of Credit Suisse clearly shown that excessive compensation does not improve quality, otherwise the bank would still be independent, making profit today. What concerns me is that we, customers of Credit Suisse, have still not been informed about what's happening to the relationship managers and what the new fee structure will be.
The only information I have received is a new email address. At the Credit Suisse AGM, I said that those who do not want to be clients of UBS can leave the bank without paying anything, and I made a proposal for resolution of my relationship. I had to check back several times to get an unsatisfactory answer, which was that the current agreement was retained. I can hardly build up any trust in UBS because the management of this company is greedy, and it's not composed of bankers who take their clients seriously. I recommend to say no to the compensation report, to say no to discharge to the executive board and the board of directors, and to reject all the elections. This board of directors, who has not lived up to their responsibilities, does not deserve your vote.
I would like to call upon you, Mr. Ermotti, to terminate all contracts with me that I have with Credit Suisse, without any charges, and I will give you my IBAN numbers to resolve those accounts, and I'll be ready, as a result of that, to sell my UBS shares. For the reasons I outlined here, I can no longer trust your bank. My address and the IBAN numbers, I've announced to the speaker's desk. This closes my remarks.
Thank you very much, sir. Herr Rothenberger, a quick comment. If there were other solutions to the UBS acquisition of Credit Suisse, this will come out in the parliamentary commission. We seriously doubt that is the case. As I've said before, Credit Suisse was in a structurally loss-making and non-viable position, and we should be grateful that there was a Swiss solution involving UBS for that solution. As regards to the auditors, I think that will be taken up separately in terms of disclosure to you. I'm sure they will disclose that. Herr Albrecht, you clearly are entitled to your opinion, and we respect those opinions. And Herr Rodters, I can't really add much to what I said. I can't comment on individual clients.
What I can say is I do genuinely believe that UBS has enhanced its policy framework post Credit Suisse, and I also think swift sound bites do not help us in what is a strong transition to a better world for decarbonization. The one last point I'd like to make to you, sir, and I'm sorry if I cut you short, but we are somewhat short of time, is that Herr Ermotti was misquoted on the issue of climate policy. What he said, quite rightly, as you referred to, is that it is the remit of policymakers and politicians to dictate strategy. It is for us to represent our stakeholders and reflect those opinions back and try and do the right things ethically. With that, can we go to the next questions, please? Herr Greuter, Herr Thurnherr , and then Herr Zürfluh, please.
Distinguished chairman, members of the Board of Directors, Mr. Ermotti, esteemed shareholders. I would like to talk about the compensation report. Mr. Kelleher, you, without a doubt, have made a good choice when you got Mr. Ermotti back to UBS and gave him the complex task to make Credit Suisse compatible for it to be possible to be integrated into UBS and its strategy. Mr. Ermotti, without a doubt, you are highly competent. You have the necessary experience and motivation to take on this very difficult task and to be successful. However, do you really need a yearly salary in the two figures, in the millions to do that? I seriously doubt that. And another thing, Mr. Ermotti, you are Swiss, and have a history of decades of being here in Switzerland.
You have a great network, and I think you can gauge quite well what political damage excessive bonuses can do in Switzerland. Unfortunately, the compensation report is leading us in the wrong direction. Mr. Kelleher, Mr. Ermotti, I would like to ask of you, when it comes to these excessive compensations, please do something brave. Thank you. Thank you for your attention.
Herr Thurnherr?
My name is Daniel Thurnherr. I am from the eastern part of Switzerland. I like coming to Basel. And my English isn't the best. I've only gone to high school, and 25 years ago English was elective. French was mandatory. And of course, the grades I took, people didn't value education that much. Or I didn't. I preferred playing football, soccer. I also like the FC St. Gallen, of course, our soccer club. And well, at the time, our sports teacher, PE teacher, was an English teacher, but maybe he was neither. Well, in the end, I basically dove in headfirst. I took that step. And after an apprenticeship, after having collected some money. Well, I'll get there. I'll get there. I went to Vancouver for three months to learn English.
I think it's an easy solution to just let people go. That seems to be the path of least resistance, just like water, that just takes the path of least resistance, and you're doing the same thing. It's just the easiest thing to do, just letting people go. I'm asking you, be more creative. There's a Mexican billionaire who said, "There is enough work if only everyone just worked 80% FTE for 80% of the salary, then everyone would have work." And during the pandemic, during COVID, people had to band together, and the people from the soccer club, St. Gallen, they definitely banded together. They went and did groceries for the elderly, because that was a dangerous thing at the time for the people, these people. Am I already over the allotted time? Well, I have a little bit left. Okay.
I just recently was in Vevey at the Charlie Chaplin Museum. He had eight children and had to feed them all, and I'm sure he didn't get a salary of CHF 16 million. And you, Mr. Ermotti , you need that much money to really make ends meet and to feed your son? Well, yeah, that's it from me. Thank you. Bye.
Herr Zürfluh, please, then we'll answer the questions. Thank you. Us, excuse me.
Yeah. Hello, ladies and gentlemen, I hope we can manage to hold ourselves together until we get to the snacks and refreshments. Well, I actually wrote a new song, and I think, well, many people will harshly criticize to point out a social problem, but, well, here it is. The interpreter will attempt a loose translation. Public space, we must dare, creating humanity, mutual care. Limit private ownership might when they seize our fundamental rights. The security personnel is distraught, and the police, they have been bought. We, as people, are the biggest plus. We won't let them take the world from us. Profit must be submissive, otherwise, it will be excessive.
Public space, and I like to quote here because I know my singing talent isn't that much, but well, free access to temples of consumption instead of branding us as an aberration, humanity means meeting each other more, moving freely along the lake shore. Public space, that's why we demand equal rights, for fair participation are these fights. 'Cause those who exclude people like me do not exactly radiate decency. For the rich to understand all that we have in hand, should all our claims fade, their entitlement will be made. Well, I've made some requests. Everything was rejected. I asked at UBS: What's the situation with the Trafo in Baden? Who's the owner? It seems hide and seek. I wrote a letter. I didn't get an answer. I had some criticism. Well, there's a company that owns Trafo. It's the STW Baden, whatever that is.
And then you do your research, you do your research, you find Zurimo B as a company. You keep doing research, and then you get to UBS. Well, is it really necessary for you to have to hide your assets? If you think about what in all of Switzerland belongs to UBS, well, you're shareholders, all of you, and you basically are paying your-... slave masters. There are millions and millions of salaries that are being paid out, and you just hide behind your walls. You reject requests from singer-songwriters like me. We haven't-- You haven't clarified the case of Mozambique. What about crypto? Why is there silence? And the financial markets are just excessive and intransparent. Is there a solution? I'm sorry. Well, I think that people should make decisions, not just experts, financial experts, and highly paid members of the board of directors.
We need people for the people. These people should be elected via a lottery, and each and every one should be able to participate in that lottery, each and every one. Then there is a draft, and then there's a reasonable salary, maybe CHF 60,000, median salary, and then people decide on the policy of UBS for the future, for the people. What do you think? As UBS, how could you implement such an idea with such a lottery? Thank you.
Herr Greuter, Herr Zurfluh, I think we've answered questions on compensation, and I can't really add to what I've said. I think for Herr Tonda, there was an issue of employment within Switzerland, which I would ask, Sergio Ermotti, just to have a few words on, if that's okay. Yeah?
Yeah. Yes, of course, we do our best to navigate this very difficult situation. As our chairman has noted, the merger of these two banks, it's not just about synergies. We still have to restructure Credit Suisse to a large extent, and unfortunately, that will lead to some redundancies, not just with Credit Suisse, but also with UBS. We do everything in our power to take advantage of attrition. There is quite a large number of retirements coming up, and we also invest a lot to be able to prepare our employees for this transition, also reskill them, upskill them. We also want to make sure that the impact on our people is as small as possible in Switzerland, but also internationally speaking.
In that sense, as I said, I think we do everything we can to have a solution that is sustainable and that is in the best interest of the Swiss economy and the Swiss people.
Thank you very much. Can we have the next set of questions, please? Herr Suter, Frau Rüfli , and Herr Domke , please.
I'm Otmar Suter from Speicher in the canton of Appenzell. In the last weeks, in Appenzell newspaper and probably in other newspapers, there was something interesting. Usually, the facts are correct in that newspaper, and it's more a piece of humor. It said, "Size does not spare you any errors. The UBS and Credit Suisse have shown that in recent years, and now that they're united, it's in the interest of the taxpayers to make sure the new bank avoids risk." Handelszeitung carried out a survey, and UBS employees get their cup of coffee for free. At first glance, this seems to be a nice gesture, but as a matter of fact, it's a ticking time bomb. The 25,000 employees, if they drink three cups of coffee on 240 days, that will add up to more than CHF 7 million.
You can't imagine what would happen in the next financial crisis if that entailed an increase in the price of coffee. So FINMA and Karin Keller-Sutter clearly have a job to do. They have to have a close look, even at coffees. At the price of CHF 1.20 per cup, the employees would already be getting Mr. Ermotti's compensation if you add up all the cups of coffee. Of course, this is just a joke. Great. But we have hundreds of thousands of people paying into the lottery every year. This week, the jackpot is 14 million CHF in Switzerland and 140 million EUR in EuroLotto. You at least have to put in a stake of CHF 2.50. You, Mr. Ermotti, and your colleagues have-...
are using part of your valuable lifetime to work for the success of this big bank and facing all those extremely difficult challenges. So keep your gross salaries, you deserve it. That's my opinion, and I think most of us would be taking those compensations anyway. At least I would do that. Perhaps I'm a selfish person. Now, those who benefit and win the lotteries or win the millions in the lottery, well, you've got an advantage over those people because these people are not really faced with people envying them. But what I'm talking about is not people like me, but people who've invested billions in your bank through mortgages. One year ago, after the AGM, I wrote to you, Mr. Kelleher, I wrote a letter to you, and your assistants did an excellent job.
In this letter, it was about the experience of a retired person, myself, in relation to the financial management of retired persons after the sale of property, sale of real estate. It was about a lot of money, and in the management, about the management of retired persons by HR UBS. For private clients and mortgage competence centers, the experience there shows a high degree of professionalism. Contacts were taken up within 4-5 days, and for management of retired persons, relationships with retired persons, well, so and so, I didn't hear for a long time. It was about information on events for retired persons. That's 16,000 persons in Switzerland, and these events are highly appreciated, such as New Year's dinners or information events about new things, new developments at UBS.
So it's about emotional ties to employees or former employees of our bank who have... were loyal for many years working for UBS. After what felt like months, Mrs. Manuela Gerber called me, and she then was an HR assistant in HR administration, and hope she still is. As she said, my letter arrived at her desk, and she pointed out all the things that were done for retired persons. The group of two for the management of retired persons had been canceled many years ago, and the management of the relationship or administrative management was referred to Poland. Poland is very nice, and the then assistants, Pascal Wright and Angelika, had to relocate a lot of their work to Poland. Secondly, the management of the relation was transferred to the marketing department.
Six years ago, we retired persons got a card, a Christmas card, just like any Christmas card that we get from any company, which we had a small or major business relationship with, and apart from that, nothing happened anymore. Of course, there have been two years of COVID-19 pandemic in between, but even following 2022, nothing ever happened. As people working for HR, in the field of relations with retired persons, told me that there are a lot of retired persons requesting information with your bank, and... but a lot of them or all of the requests remain unanswered. So we ask ourselves, what kind of people are these in UBS, who are in charge of human beings who worked there, worked with UBS?
Now, we don't want to have social workers, but perhaps commercial people dealing with these relationships. But everything, management of relationships includes the factor of human beings and ethics. You were referring to, Mr. Kelleher, you were referring to corporate culture. That's what we are expecting. This—There is about 16,000 retired UBS persons, and together with the retired employees from Credit Suisse, it would be 23,000, and an event for everyone costs less than CHF 1 million, as not all of them can participate. So the people working for... in the management of relationship with retired persons told me-
Please, sorry.
Well, be honest and tell us what's happening. What's happening about relationships with retired persons?
... I will address that. Thank you.
Okay, but two more seconds. This, we also are the citizens who vote in the political system in Switzerland, and I think it's worth doing something. Please allocate some money, and I'll get you organized, an event as the former, head of, human resources in the eastern part of Switzerland. Thank you very much.
Thank you, Mr. Suder. Frau Rüfli, please.
Mrs. Rüfli, please.
Ah, excuse me.
Je suis Mélanie Rüfli, et je parle pour la Jeunesse socialiste suisse.
I'm Mélanie Rüfli, a young socialist. Last year, Credit Suisse broke down, and the question is: when will it be UBS's turn? One thing is sure, the next financial crisis will be there one day. A crisis may be the result of mistakes that could have been avoided. Crises are the engine of a capitalist economy. We've got the UBS balance sheet that is larger than GDP in Switzerland, and if UBS collapses, it's Switzerland that will collapse. UBS is not too big to fail, it's too big to be saved, actually. Maybe we would have to decompose UBS, but it's not the Swiss government wants to do that, and the Swiss government doesn't have the possibility of saving the Swiss people from the next crisis. Mr.
Ermotti gets his compensation, and certainly, he doesn't want to reduce the size of UBS. So we've got the Swiss population here, who was taken over by UBS, as it were, and there is radical transformation of the Swiss financial sector happening as a result.
Thank you very much. Domke, please.
Guten Tag, meine Damen und Herren. Ich bin der Präsident der Arbeitnehmervertretung UBS, Friedrich Domke. Ich halte, wie jedes Jahr, hier meine Rede. Sehr geehrter Verwaltungsratspräsident, sehr geehrte Geschäftsleitung, sehr geehrte Aktionärinnen und Aktionäre, sehr geehrte Mitarbeitende von UBS.
The financial world in Switzerland has looked different since March 19, 2023. That's how I started my speech last year. The past 12 months have been very intense and busy for our employees. In addition to their usual tasks, employees also had to deal with all the integration-related activities. In addition to the workload, emotional stress was palpable. For some, new opportunities have arisen, while others are wondering what the future will hold for them. Careers are changing. Those affected by restructuring measures need to deal with the prospect of losing their jobs from one day to the next. Our employees are walking many extra miles, and I keep seeing tired and worried faces. The speed of change in the past year has changed. Depending on the area we're talking about, it's slowed down or increased, without the complexity of the integration process having reduced.
With care and good planning, mistakes are and should be avoided, and cultural integration into the joint UBS corporate culture is given space and focus. As one single bank, all of us want to be successful together. This merger, which is taking place in the years to come, will continue, will change UBS. The integration of Credit Suisse will also bring with it excellently trained and loyal employees with great expertise and know-how. Bringing together culturally diverse employees from UBS and Credit Suisse is a challenging assignment, and it's not happening overnight. Restructuring affects all of us, and this process will dynamically change us and the bank. Such processes of change require support.
This is why, in addition to UBS's good redundancy program, which is valid until the end of 2026, sufficient employees are required to carry out the work ahead, as well as responsible and social support for all employees. The transfer of operations of first Credit Suisse companies will soon take place, and the employer has duly consulted the UBS employee association and the Credit Suisse staff committee. As part of the consultation process, we were able to make demands aimed in particular at the transfer of certain Credit Suisse benefits to UBS. It is regrettable that this was not possible to the desired extent. However, we shall continue to campaign for the expansion of benefits, particularly in the areas of families, recreation, and health. Over the past year, we've worked well together with the Credit Suisse Staff Committee.
Both associations have worked hard to represent the interests of their employees, the employees of the two banks. We are now in consultation with the employer in the process of organizing the future employee representation, and we want to ensure that the concerns and interests of UBS employees are well represented. I would like to take this opportunity to personally thank the chairman of the Credit Suisse Staff Association for his commitment and what we have achieved together. Thank you very much. Ladies and gentlemen, the ability to cooperate, reliability, and trust are important properties, important qualities. They enable good solutions appropriate to situations. Good social partnership is a key factor in this. I very much appreciated the many discussions with the HR department. Together, they made it possible to focus on the employees as people, as human beings.
In most cases, we found good, suitable solutions for the employees, and we found them together. We also greatly appreciate the dialogue with representatives of the Group Executive Board. In our external social partnership, we maintain good working relationships with the Swiss Bank Employees Association and the Association of Commercial Employees. Together with the Employers' Association of Banks, these organizations have supported us closely over the past year. Many thanks for this. Ladies and gentlemen, our main concerns on the part of the employees' association can be summarized as follows: maintaining the employability of all employees by maintaining and developing further training opportunities and creating sustainable jobs at UBS in Switzerland, especially in view of the new and major challenges, such as artificial intelligence. Dealing responsibly with restructuring measures as part of the integration process. Every job lost is painful.
Restructuring and associated job cuts must continue to be carried out with caution, with respect, and only in favor of long-term needs, long-term necessities. The valuable knowledge of employees must be retained at all costs, also in the interests of entrepreneurial thinking. Equal opportunities for all employees at all levels, and support for families, an open culture of discussion and trust, and focus and further expansion of measures for the benefit of the health of our employees, because only a healthy working environment can ensure that all employees can deliver top performance for our customers, for you, esteemed shareholders, and for our company, and this on a daily basis. All of us are aware that banking is people, so let's take care of our employees, especially in these enormously challenging times. Let's say a big thank you to the employees.
Thank you for your attention.
Herr Demke, thank you for your continued partnership. We look further to collaborating with you on our ongoing and all related topics. Herr Suter, we're taking the advice and care of our retired employees very seriously, as we value all our current and former employees. We have a professional advisory team addressing the needs of our retired workforce. We have a strong and stable pension fund, which ensures good and stable support for all our employees as well as pensioners today and in the future. There's a differentiated and transparently communicated mechanism. If we failed in some of these, we will put those right. Our pensioner advisory team, which is waiting for your reach out, can address your concerns and needs in a more personalized way. But we take these points very seriously and appreciate those points.
Frau Rüfli, I did say before, I note your comments, UBS is not too big to fail. UBS has a robust resolution framework, but more importantly, UBS has a very differentiated business model from Credit Suisse and much lower risk. So with that, can I go to the next set of questions, please? Herr Siegenthaler, Frau Siegrist, and then Herr Dallmann.
Ladies and gentlemen, Mr. Chairman. UBS has acquired Credit Suisse at a reasonably cheap price... and from others, from also small shareholders. However, UBS has done good work. I think that needs to be acknowledged. However, the first thing the former Credit Suisse CEO said is that compensation needs to be increased, and I think that is just a sign of disrespect. It seems opportunistic. Also, when it comes to the federal government, I think you could have seen that come, that coming. I would like to call upon the entire crew of UBS to, in favor of the smaller shareholders and their own employees, to renounce, as a one-time thing, two-thirds of their compensation. A bloodletting, so to speak. That might hurt, be a little painful, but I think it will bring success and generate a good image. Now, the climate topic.
I think Switzerland is doing quite well, maybe also thanks to UBS and your efforts. It is possible to buy carbon certificates in Switzerland. Well, plants and the plants that are cultivated in Switzerland absorb every year 28 million tons of carbon dioxide. If we look at agriculture in that sense, it's climate neutral. In Ireland, there are very good and motivated farmers. They're, I think, more content than the Swiss ones, if I may say so. I have a question. Are investments into a circular economy not sustainable? I think one of the big issues is the deforestation in third world countries, with +30% of CO2 emissions. So my question regarding the circular economy, and then I have a motto, "Do one thing without not doing another." I hope you have a very successful AGM, and thank you very much.
Thank you very much, Herr Siegenthaler. Frau Siegrist, please.
Well, I take this quite laid back, in a laid back attitude, but... Well, Mr. Chairman, Mr. Ermotti, Mr. Kelleher, I actually don't have a question. I think the answers are just management speak, you know, management speak 101. But I have actually a call that I would like to make upon our shareholders here at the end of my presentation. But first of all, I'd like to congratulate the both of you on your courage. I actually think it's quite brave to take over Credit Suisse and actually be proud of that. What's even braver, however, is the compensation. Brave that you, Mr. Ermotti, especially, accept that salary, $14 million for nine months, cash in hand. Up to $20 million as the cherry on top, if you achieve the goals that are somewhat ambitious.
After the financial crisis, the global crisis, society has talked about excessive compensation and bonuses, and I think people agreed that, to a certain extent, somehow compensation needs to be in relation to the work done. Today, 2024, we have to ask ourselves, has anything changed? Is that based on actual performance? No. Of course, today, UBS has a de facto state guarantee, and of course, it's then able to offer very appealing conditions and compensation, and then Credit Suisse has been taken over as, you know, for cheap, and then it is sold to us as a Swiss solution. This situation is also being supported by taxpayers, and management will get up to CHF 162 million. Ladies and gentlemen, that is just a theft, a rip-off. Ladies and gentlemen, CHF 14 million-CHF 20 million for Mr. Ermotti alone.
Just to make this a little more tangible for you, out there at the... in the foyer, in the entrance, people have been cleaning the floors. On average, median salary, CHF 45,000 a year. To get to those CHF 14 million, these people, the cleaning crew, would have to work for 330 years. Of course, Mr. Ermotti is important for UBS, but ladies and gentlemen, all of us, we know we can't do it without the refreshments, without the snacks, without the people working out there. They're just as important. And now back to the serious issues. If I say rip-off, I am serious. Take this very seriously. Dear shareholders... It seems that the banks have lost all sense of proportion, and I'd like to recall what's been said in the compensation report.
We heard in the beginning here, that you will only get 0.5% of shareholder capital. That decision is not made in here, it's made somewhere where just profit, that is all that is important. Just profit counts, whether it's in the U.S., whether it's U.S. funds or Asian funds, just the money is important. What's being said here, that you count, that's just bullshit. It's just about the money. You don't count. So I'd like to call upon policymakers, finally, do what you've been promising. Just limit this. Take action, instead of just preaching water. Thank you.
Herr Dahlmann, please.
Ladies and gentlemen, my name is Ulf Dahlmann from Weinheim. I'll try to be brief, so we can get to our refreshments and snacks quite quickly, but I do have some specific questions. The integration of Credit Suisse... Well, what about the reduction of branches? I think that for us as shareholders, but also for the clients in general, I think that's important. It's important. What's the plan here? In this context, a few years ago, I tested something. I went to the bank, I said, "Well, I am a German citizen. I have a deadline here, and what can you offer?" UBS and Credit Suisse are active at an international level. However, they say, "Well, we are very discreet.
No one will say anything." But I told them, "Well, the tax authorities know everything." So I mean, how quickly can we change our attitude, our mentality towards a society that's more open, more transparent? What's being done here? Because we have to be able to get that out of our heads, that secrecy. I think that's otherwise a risk that's too big to take with UBS, now that it has taken on Credit Suisse. I hope not, but what can we do to change this mentality? Well, another thing, we distribute over $1 billion in dividends, and for me, it doesn't really matter whether someone makes $20 million, $15 million. It's just a fraction, and it doesn't change anything when it comes to the dividends.
But I do see an issue here in society, that maybe we get a second Minder initiative to limit salaries, maybe up to—limit them up to CHF 1 million, and what happens then? I think it makes sense to now take action and to now show that we're being responsible, that there's—society is being treated responsibly, and that maybe some would be willing to renounce part of their salaries, their compensation. And another thing, Mr. Ermotti, if I'm correct, he has shares amounting to about CHF 2 million, and he also receives dividends, and that dividend is not figuring in the salary and compensation report for him. I think I'm happy with the result, with the work, but overall, we need to have a look at how this fits into society at large. Then, global wealth management cost-income ratio. A bit more technical.
The cost-income ratio is around 72%-73%, and it went up to 98%. We have to invest $0.98 to get $1 back. So we've heard just now that up until 2026, that should be reduced down to 70%, but what does 2024 look like? What can we expect for the next AGM? Will there be some results that you can show us, or will it get way worse first, due to the integration, restructuring, before we will—when will it be the time? When will we get the results? And then, I also would like to talk about the environment. We now don't get the annual report in printed form, but maybe you can give that to us on a USB stick. It would serve as merchandise.
You can make, you know, as it serves as a marketing instrument, so you can link that with the annual report. Maybe you could distribute that to make sure that we get those 500 pages and can actually read them. And then another thing, a last point I'd like to make, I just saw that we soon want to reach the threshold of 96% of energy, getting that from renewable resources. Why not 100%? Why not go for 100%? I think it's possible to adapt the contracts accordingly. I think we can do that. We can achieve that. I think that would be a good goal, then we would be doing something good for the environment. Thank you.
Thank you very much for those comments. Herr Siegenthaler, I think we've spoken about compensation and have discussed it, and where we stand on that. Your climate questions, I think we've addressed. For the alternate second speaker, just factually correct you, UBS does not have an implicit state guarantee. Our CEO spoke about that in his speech, and the taxpayers are not on the hook. Indeed, as we explained to you, UBS and our employees are significant tax givers to the Swiss economy. And Mr. Dahlmann, you know, a key element of our commitment to contribute towards a low-carbon future is minimizing our own operational footprint. I applaud the aims you propose. We will look to reduce paper consumption and waste. Your idea of the USB stick being a profit generator for us is interesting.
I'm not sure it's particularly effective, but we'll look at that. And in fact, on the branches, UBS is represented with 192 branches, Credit Suisse is 95. At 85 locations, there are duplications. At these locations, we will adjust the branch network accordingly and decide on one location. Therefore, we will continue to be represented at the locations, and around 190 branches will continue to exist, if that answers your question. I think we're down to the last three speakers, although it is changing. So we have Herr Bühler, Frau Hostettmann, and Herr Bayubay , please. Herr Bühler?
Good afternoon, dear shareholders of UBS, members of the board of directors, and the group executive board. Just a piece of information to Mr. Kelleher. At home, I practiced my speech. I will need less than five minutes. One year of UBS together with Credit Suisse, does it make UBS better? Well, first of all, we need to appreciate the work of all employees and everyone who contributed to integrate Credit Suisse in UBS. It's a major assignment and painful for some of them. A year ago, at the last AGM, I said a word of warning. From April 2023, I would make him, Mr. Ermotti, responsible for solving this Credit Suisse scandal and to penalize those in charge of it. Money makes the world go round. Unfortunately, not only in a positive sense. Too much money spoils the character.
These are truisms. The dangerous bonus systems have to be adjusted, eventually adjusted to human needs. Now, the financial and insurance world, can it contribute to society and appreciate its contribution so badly? Well, they haven't built a house, they haven't produced, they haven't made any products. They haven't made any food, or they haven't taken care of any plants. They haven't even built a single road or cleared a single road. But now their bonuses, their compensation, and other allowances, are they really justified? The Minister of Finance said more or less, that there is no law to govern decency. Now, the homework to be done is well known for financial people to return to a decent society. Even the centrist parties include voices that are critical of bonuses. Since April 2024, we've known a little more.
Karin Keller-Sutter, the Minister of Finance, who also contributed to overcoming the financial crisis with Credit Suisse, introduced the new report—the newest report, the government. 37 measures are being proposed to close gaps in the too-big-to-fail concept, and there is criticism of current policies on pay and bonuses. Now, to save the honors of the former top managers insofar as bonus is concerned, the early introduction of the multi-year bonus deferral, which goes back to ideas held by shareholders, I would like to mention that at this point. But Thomas Minder's initiative about excessive compensation was approved by 67.9%. Maybe we're going to have a new initiative on stopping bonus payments, or is it that we, shareholders of UBS, are motivated and willing... Not only the 0.5% here in this hall, but many others.
Are we motivated and willing to stop the bonuses in the $ billions and/or adjust them? Well, Sergio Ermotti and Colm Kelleher and their team have a historical opportunity in future to go ahead as a role model of a change of times in the financial industry. I wish you a lot of courage, and humility, and farsightedness, and persistence in implementing it. Thank you very much.
Thank you very much. Thank you indeed. Frau Hostettmann, please.
This is not a bailout," was probably the biggest lie of Karin Keller-Sutter's more than a year ago... she prepared a super deal for this bank, CHF 3 billion for Credit Suisse, liquidity of up to CHF 200 billion, and a loss guarantee of CHF 9 billion. And then, one had to save again, but of course, to the detriment of us. Profits go to the private persons, and the risks are borne by the state. We know that. And then there were some promises, and, that one would make sure that this would never happen again, blah, blah, blah. Two weeks ago, Karin Keller-Sutter announced the big measures to get stabilized the financial industry. No more stringent requirements, no restriction of size, and we're not even talking about bonuses and compensation.
KKS didn't want to learn where the trust comes from, to the detriment of us, the population. I have my trust issues. Slowly but surely, the government and the big banks are in a toxic relationships. UBS and Credit Suisse have defrauded the Swiss population, have ripped them off, but no matter what's happening, the government supports them, keeps supporting them. You, Mr. Ermotti , Mr. Kelleher are shamelessly exploiting your position. You know that you can threaten Switzerland of cutting jobs here and withdrawing tax substrate, and you know that the monster bank of UBS is too big and too dangerous for, for Switzerland. You are using this to obtain the best possible terms. You have taken hostage Karin Keller-Sutter and the Swiss population.
Karin Keller-Sutter, it's not our state's job to pay for all the misery, for all the crises, and it's an illusion to think that this was the last time. The next crisis will be yet more expenses. It's time to make decisions. Thank you very much.
Thank you, Herr Bayubay. Mr. Bayubay?
Thank you that I bridge, I bridge this place peacefully. Thank you for meeting you, European, American, European, Swiss European. I am glad to meet you. I am Mr. Maximo Bayubay from the Philippines. I traveled very far, very far from here, just to discuss some important matters that I think we must do something about it. It is very important reason, and first of all, regarding my whereabouts, I will say it to you. I am Mr. Maximo Bayubay from the Philippines, and Vice President of the Provincial Federation of Farm, Fishermen from the Organization of Buklurang Manggisda sa Batangas, representing four big islands in the province, in the surrounding Verde Island Passage. You know that Verde Island Passage is the center of the center of marine biodiversity. You know that it is in peril now.
Now, what are the action we must do with it? It is in peril. It is said that to be the center of the center. Now, what is it, if it will perish under the sky? I think we must, we must do something about it. This is not a simple fact that I mention to you. I say this because I experience... I am fishing, I go fishing in the in the vicinity of the passage, but I catch no more. When I'm, when I am in my younger age, I catch, more than five kilos. Nowadays, the the fishing ground in the Philippines reaches its maximum yield, maximum sustainable yield in 2004. You can just imagine, we are suffering now, and they, and you are continuing funding, financing fossil gas? It's a big question for me. Why? What is the importance of life?
You have all, we are all have life, and what is the life of the future generation? What will we promise to them if we continue financing this kind of very dirty... Oh, when I land at Istanbul, and I rode on a plane, when I see that flying, I see the enormous cloud, so very dirty, so very dark, and it is scattered in the air. What will happen? What will, what we are doing? We are doing something. We have a certain benefits, I think. Now, focus! We have lots of sources of energy. We have heat. We have water, the hydroelectric plant. We can do it. We can use the wind blow. If we just think the cleanest energy that we think ...
We have modern technology as of now, and you can just imagine I traveled so far just to mention it, this important matter to you, sir. I respected you all. I am from the lowest sector, and I am representing five big provinces surrounding the Verde Island Passage, which is the center of the center of the marine corridor. Now, what is this use of that marine corridor if there is no peace at all? Think of it. Sir, with all my respect to you, forgiveness, I am asking for it. If I am wrong, correct me, but it is my sentiment. It is my dilemma. What will happen in the next future if we do not engage with it, if we do not do something with it? Useless.
If we just talk and talk, and we don't know, we don't have action, it is useless, sir.
I respect your-
Sorry, sorry, sir, for being emotionally-
No, it's perfectly fine.
Okay, okay. Thank you. Thank you, sir. Okay, go on, on your comment.
No, I, I think that we spoke to Frau Dekaney before. My understanding is there is a meeting tomorrow with our dedicated experts on this matter, and hopefully we will make progress.
Yes, sir
... and alleviate some of your fears.
Yeah.
Yeah?
I understand your perspective. I agree with you, and I hope... And I don't understand on how you, the UBS are still funding a fossil gas plant in the Philippines or not, or how it will end, where it... when is the year it will end? That's what I want to know because I will deliver your message to the fisherfolk there in the Philippines, sir. I will deliver. I will go to my, to the federation of fishermen and tell them, "This is the words of Mr. Colm Kelleher." Sorry if I, if I'm-
That's pretty close.
... find harder in pronouncing your surname. I'm sorry, sir.
No, you haven't. Look, we, we are aligned. This, we need to get more specific, but we need your guidance, and we need to work together. So let us work together on this.
Okay.
We have a shared interest.
Okay, sir. Thank you.
Thank you.
Thank you. I admire that, your answer to me.
Thank you.
I will relate it to the organization which I represented to you.
Thank you very much, sir.
Okay.
I think, the other two questioners, we have dealt with those answers already. With that, I would now propose there are no further speakers on agenda items one, two, and three, so I'm asking Markus Baumann to briefly explain our voting device before we our first electronic vote. Markus?
Thank you. Liebe Aktionärinnen—Dear shareholders, as soon as a vote is open, your screen will automatically be switched on. The colored touch screen will automatically be dimmed after three minutes, and then it be extinguished completely. However, you can switch the device back on at any time by touching the touch screen or pressing the red button on the side. Under the language, Sprache, symbol, you can change languages. Under the Meine Wahl, my vote, symbol, you can see how you voted on the individual items on the agenda, and under the info symbol, you can view your personal shareholder information and see how many votes you are representing. Shortly before a vote, the agenda item will be displayed on your televoting system. If you touch the green area on the screen, you'll be voting yes.
The red area is for voting no, and the amber area is for abstention. As soon as you have made your choice, this will be confirmed by vibration of the device. The selected area will be marked with a tick, and the unselected areas will be dimmed. If you have inadvertently pressed the wrong button, you can correct your vote within the voting time by selecting another button, the button of your choice. As soon as voting time has expired, it will no longer be possible to correct your vote. Once the voting time has expired, the screen will show which choice you've made.
We proceed to the vote on agenda Item 1, two, and three? Shall I take all three together?
Yes.
Okay. Item 1, the board of directors proposes that the management report for the 2023 financial year and the UBS Group AG consolidated and standalone financial statements for the 2023 financial year be approved. Item 2, the board of directors proposes that the UBS Group AG compensation report 2023 be ratified in an advisory vote. And Item 3, the board of directors proposes that the UBS Group AG sustainability report 2023 be ratified in an advisory vote.
I herewith open the floor, open the first vote on items one through three. We're going to do that in one go. The voting time of 12 seconds is running from now. Time is up. Bear with me for a few seconds until the results will be shown on screen. As you can see from the results here, 99.22% of the vote have approved the annual report 2023, 83.5% have approved the 2023 compensation report, and 93.37% have approved the 2023 sustainability report.
So the AGM approved all three motions of the board of directors. We continue with agenda Item 4, the appropriation of total profit and distribution of ordinary dividend out of total profit and capital contribution reserve. The course of the business for 2023 is described in detail in our annual report, and the appropriation of profits proposed by the board of directors can be found in the invitation to the AGM. On this basis, the board of directors proposes an ordinary dividend of $0.70 in cash per share. This distribution is to be made in equal parts from the total profit and from the capital contribution reserve. There are no speakers for Item 4. So, given that, I close the discussion, which didn't take place, and we proceed to the vote on agenda Item 4.
You have to repeat the text.
The board of directors proposes to allocate $5.448 billion of the total profit of UBS Group AG for 2023 of $6.66 billion to the voluntary earnings reserve. The board of directors proposes, in addition, the distribution of an ordinary dividend of $0.70 in cash per share of $0.10 nominal value half from the total profit and half from the capital contribution reserve. Can we have a vote, please?
I now open the voting time. Voting time of 10 seconds starts now. The result is going to be displayed on the screen shortly. As you can see from the results on the screen, 99.39% of votes voted in favor of approving this proposal of the board of directors for the-
The AGM approved the motion of the Board of Directors.
payment of dividends.
We proceed to agenda Item 5, the creation of conversion capital and the amendments to the articles of association. Following the write-down of Credit Suisse's AT1 instruments in March 2023, AT1 investors expect that new issuances of AT1 capital instruments should provide for the possibility of a conversion rather than a pure write-down. In November 2023, UBS Group AG has issued AT1 instruments that, subject to today's shareholder approval for the creation of conversion capital, will foresee a conversion into UBS Group AG shares upon occurrence of a trigger or a viability event. In case of a positive vote today, the board of directors will, out of the maximum amount of 700 million UBS Group AG shares, reserve around 217 million shares to previously issued Tier One capital notes.
The remaining 483 million shares shall cover our AT1 requirement for the medium term. I'm opening the discussion on agenda Item 5. The first speaker is Herr Röthlisberger , and then the second speaker is Frau Baumann.
... Ja, guten Tag.
Good afternoon. My name is Guido Röthlisberger. I live in Goldau, Rigi .
It's kind of critique, everything.
I hadn't mentioned my name in my first intervention. That doesn't mean I'm criticizing that I wasn't mentioned. So this issuing of shares is basically just a dilution, dilution of our shares.
This is capital. So the-
This capital should be earned, I think. This capital is used in case one isn't that successful. Of course, it might seem convenient to water down, dilute these shares via the shareholders, and to find security in that. The Executive Board and the Board of Directors, of course, can then just sit back without having to take responsibility and work seriously, and take it seriously, and then the shareholder will be left to foot the bill. I think here we need to reject this proposal. I think as it is in life in general, one should always go at one's own pace, and then you would never require or have to ask for this issuing of shares. I recommend a no.
Thank you. Frau Baumann ?
Ladies and gentlemen, I want to say something regarding Item 5 on the agenda, but I'd like to add something that I've just noticed now, towards the end of this discussion that we heard. Chairman, the chairman said several times that the acquisition of Credit Suisse by UBS was something that had to be done because there were no alternatives, but I don't think that's correct. Two weeks ago, we saw a report by Ms. Federal Councillor Karin Keller-Sutter, and apparently, that deal took place against the recommendations made by FINMA. So apparently, there must have been alternatives. Then, now on Item 5, first of all, I'd like to say the translation into German here, I think, is not very good because it says in English conversion of the capital and the creation of conversion capital and amendments to the articles of association.
That's what it says in English. According to what I understand, it's about increasing equity capital. Just last week we saw in the media that that's something that federal government would like to see, to make sure there is some security vis-à-vis the branches of UBS abroad. I'm wondering, if federal government has mentioned that that should be the case, how can we just today vote on this proposal?
Yeah, just to clarify, Frau Baumann , I did not say there were no alternatives. I said there were no practical alternatives, which is clearly an interpretation, and we'll find out more when we look at it. You could have looked at a temporary public ownership and other routes which would have been highly disruptive to the Swiss and global economy. Specifically on this issue of AT1 instruments, going back to the first speaker, a conversion of AT1 instruments leading to a dilution of shareholdings can only occur at the occurrence of predefined events as defined terms of conversion. Conversion capital is to be used exclusively for the issuance of UBS Group AG AT1 instruments with contingent equity conversion feature. In case of a conversion, shares must be delivered to respective AT1 bondholders. As per the proposed provision in the articles of association, shareholder subscription rights are therefore excluded.
Such exclusion is, however, subject to predefined conditions as outlined in the articles of association. With that, with no more further discussion, I close the discussion, and we proceed to the votes on agenda Item 5. The Board of Directors proposes the creation of conversion capital in a maximum amount of $70 million, equivalent to a maximum of 700 million registered shares, with a par value of $0.10 each, and the respective addition of a new Article 4B in the articles of association. I refer to the MG, AGM invitation behind me for the wording of the new Article 4B that is also displayed on the screen behind me.
I now open the vote. Voting time is 10 seconds and is running now.
The result will be on the next-
The result is going to be displayed on the screen behind me shortly.
... As you can see on the screen, 90.88% of votes have spoken in favor of the creation of conversion capital and the corresponding changes to the articles of association.
Thank you. The AGM has approved the motion of the board of directors. I ask the notary, Mrs. Dobry , to kindly certify the result of agenda Item 5. Thank you. Okay. We proceed to agenda Item 6, the discharge of the members of the board of directors and the group executive board for the 2023 financial year. The board of directors proposes that the discharge be granted to the members of the board of directors and the group executive board for the 2023 financial year, excluding all members of the board of directors and the executive board of Credit Suisse Group AG for conduct having occurred prior to the 12th of June, 2023.
Why do we exclude all members of the board of directors and the executive board of Credit Suisse Group AG for conduct having occurred prior to the 12th of June, 2023, from today's discharge? Conduct of these members in matters having occurred prior to the merger on the 12th of June, 2023, would otherwise be included in today's discharge due to the concept of universal succession. This decision takes into account uncertainties surrounding the Credit Suisse crises and ongoing reviews. On the other hand, we will not, as we have done in previous years, exclude the so-called French cross-border matter. Why? On the 15th of November, 2023, the French Supreme Court delivered its final ruling on the legacy matter related to UBS's cross-border business activities in France between 2004 and 2012.
The court upheld the previous court's decision regarding unlawful solicitation and aggravated laundering of the proceeds of tax fraud, and provided clarity in this regard. However, the Supreme Court annulled the confiscation of EUR 1 billion, the fine of EUR 3.75 million, and EUR 800 million in civil damages awarded to the French state, and returned these elements to the Paris Court of Appeal, which will deliver its judgment after a new trial. Further appeals to the Supreme Court are possible before the financial implications of the case are finally determined. However, the confirmation of the convictions and the annulation of the financial penalties and damages by the Supreme Court should give shareholders sufficient clarity, including validating the approach taken by management and the board of directors. Accordingly, we request that discharge be granted, including the French cross-border matter.
The names of the persons who sat on the board of directors or the group executive board of UBS Group AG in the 2023 financial year, and whose discharge will therefore be voted, are now displayed.
It was displayed before.
Oh, it was displayed before.
There's one speaker.
Okay. Okay, I open the discussion on agenda Item 6. We have one speaker, Herr Lüthi, please.
Ladies and gentlemen, members of the board of directors, dear shareholders, if the chairman of the board, Mr. Kelleher, writes in his information to shareholders that UBS had a proven compensation system, then that is the business joke of the year. And yet, despite this proven compensation system, they're still adjusting it. The recalibration of the compensation system with lower values for target achievement and increased leverage acts like a big turbocharger. According to an article in NZZ, published yesterday on the 23rd of April, the CEO might be getting CHF 22 million for this year. The compensation committee drafting such a package and submitting it to the entire board of directors, and the board of directors approving that, produces or clears the path for a second initiative against excessive compensation. So clearing the path for political motions in parliament.
My recommendation is reject all items related to compensation. Secondly, reject all members of the board of directors. Thirdly, reject all members of the compensation committee, and reject, fourthly, discharge. By rejecting discharge, the board of directors, as a result of that, the board of directors will see, will appreciate how serious the situation is and what the situation for Swiss shareholders is, even if we only account for 0.5% of the total votes. If you say no in the votes... We can also raise our devices expressing our opinion to the board of directors without saying any words. I hope the politicians will be hearing those signals and will pass stricter laws and regulations with binding objectives with regard to variable compensation, as Mrs. Moser, an earlier speaker, reminded us of.
In the financial crisis, the relationship was 1 to 1, and only 1 to 2 if shareholders had approved. Thank you very much for your kind attention.
Thank you, Herr Luthi. Since no further speakers have registered, I close the discussion, and we proceed to the vote on agenda Item 6. The effective members of the Board of Directors of the Group Executive Board of UBS Group AG are excluded from this vote. The Board of Directors proposes that discharge of the members of the Board of Directors of the Group Executive Board for the 2023 financial year be granted, excluding all members of the Board of Directors and the Executive Board of Credit Suisse Group AG for conduct having occurred prior to the 12th of June, 2023.
The vote is open. Voting time is 10 seconds, running from now. Bear with me for the results to be shown on screen any minute. 94.81% have said yes to the board's motion.
The AGM approved the motion of the Board of Directors. We now proceed to agenda Item 7, the re-elections and election of the members of the Board of Directors. Because the term of office of members of the Board of Directors is one year, all members who make themselves available for a further term of office must be re-elected. I would like to thank all my colleagues who are standing for re-election. Before we get to the re-elections, I would like to say goodbye to a trusted colleague. Dieter Wemmer was elected to the Board of Directors eight years ago and is not standing for re-election today. On behalf of the entire Board of Directors, I would like to thank him for his invaluable collaboration and distinguished service to our firm.
During his tenure on the board of UBS, Dieter was a member of the Risk Committee, the Governance and Nominating Committee, the Compensation Committee, and Audit Committee. He has contributed strongly to the strong governance at UBS. We will now briefly present all members of the Board of Directors who are standing for re-election. The detailed CVs and mandates in listed and unlisted companies held by members of the Board of Directors standing for re-election can be found in the corporate governance section of our annual report 2023. We will then proceed directly to agenda item eight, and then open the joint discussion on agenda Item 7 and eight. Let's begin with agenda item 7-1. I ask Lukas Gähwiler, our vice chairman, to conduct the procedure for my re-election as member of the Board of Directors, and at the same time, as chairman of the Board of Directors.
Dear shareholders, ladies and gentlemen, Colm Kelleher's term of office is expiring at today's annual general meeting. He's willing to continue to stand for office and as the Chairman of the Board of Directors. Colm was elected as Chairman of the Board of Directors of UBS Group AG two years ago. If re-elected, he would remain Chairman of the Governance and Nominating Committee and the Corporate Culture and Responsibility Committee. The Board of Directors is delighted, very delighted, that Mr. Colm, Mr. Kelleher, is willing to continue in his role as Chairman. He has done an excellent job over the past two years, and we therefore recommend his re-election. At this point, I would like to briefly anticipate something and point out that under item 9-2, we're proposing to increase the fixed fee from CHF 4.7 million to CHF 5.5 million.
This, in view of the significant expansion of his remit, the responsibility and complexity of his mandate following the takeover of Credit Suisse Group, and his outstanding performance. In this context, I would like to point out that this new fee will still be lower than the remuneration paid to his predecessor during most of his term of office.
Thank you, Lukas. We herewith proceed to agenda item 7.2. I will go through all of these. First, the re-election of Lukas Gähwiler. Lukas was elected to the Board of Directors of UBS Group AG two years ago. After his re-election, he would be reappointed as Vice Chairman and remain member of the Risk Committee and the Governance and Nominating Committee.... Agenda item 7.3, the re-election of Jeremy Anderson. Jeremy was elected to the Board of Directors of UBS Group AG six years ago. After his re-election, he would remain Chairperson of the Audit Committee and member of the Governance and Nominating Committee. Agenda item 7.4, the re-election of Claudia Böckstiegel. Claudia was elected to the Board of Directors of UBS Group AG three years ago. After her re-election, she would remain a member of the Corporate Culture and Responsibility Committee.
Agenda item 75, the re-election of William Dudley. William was elected to the Board of Directors of UBS Group AG five years ago. After his re-election, he would remain a member of the Corporate Culture and Responsibility Committee and the Risk Committee. Agenda item 76, the re-election of Patrick Firmenich. Patrick was elected to the Board of Directors of UBS Group AG three years ago. After his re-election, he would remain a member of the Corporate Culture and Responsibility Committee and the Audit Committee. Agenda item 77, the re-election of Fred Hu. Fred was elected to the Board of Directors of UBS Group AG six years ago. After his re-election, he would remain a member of the Governance and Nominating Committee and be newly appointed as a member of the Compensation Committee. His election to the Compensation Committee is on the agenda under item 83.
Agenda item 7.8, the re-election of Mark Hughes. Mark was elected to the Board of Directors of UBS Group AG 4 years ago. After his re-election, he would remain Chairperson of the Risk Committee and a member of the Corporate Culture and Responsibility Committee. Agenda item 7.9, the re-election of Nathalie Rachou. Nathalie was elected to the Board of Directors of UBS Group AG 4 years ago. After her re-election, she would remain a member of the Governance and Nominating Committee and be newly appointed as a member of the Audit Committee. Agenda item 7.10, the re-election of Julie Richardson. Julie was elected to the Board of Directors of UBS Group AG 7 years ago. After her re-election, she would remain Chairperson of the Compensation Committee and a member of the Risk Committee. Her re-election to the Compensation Committee is on the agenda under item 8.1.
Agenda item 7.11, the re-election of Jeanette Wong. Jeanette was elected to the Board of Directors of UBS Group AG 5 years ago. After her re-election, she would remain a member of the Audit and the Compensation Committee. Her re-election to the Compensation Committee is on the agenda under item 8.2. The Board of Directors is pleased that the persons just introduced have agreed to continue in their function as board members. We finally proceed to items, agenda item 7.12, the election of Gail Kelly. I would like to briefly introduce you to Gail Kelly. Gail Kelly was born 1956 and is an Australian citizen. She holds a new bachelor's degree from the University of Cape Town and an MBA from the University of Witwatersrand, South Africa. She began her banking career in 1980 with Nedbank Group, South Africa.
In 1997, she moved to the Commonwealth Bank of Australia, holding various senior management positions. In 2002, she became the Group CEO and Managing Director of St. George Bank, and in 2008, she moved to Westpac Banking Corporation to lead as Group CEO and Managing Director until 2015. She was a senior global advisor for UBS from 2016 to 2023. Currently, she is an adjunct professor at the University of New South Wales and serves as a senior advisor to McKinsey & Company, and she's a board member of the listed company, Singtel Communications. We are very pleased and proud to nominate Gail, who will bring very valuable experience as a long-term CEO of a major bank. She has also successfully managed a large-scale integration and knows our key APAC markets very well.
I would now like to hand over to Gail Kelly, so she can briefly introduce herself to you. Gail?
Thanks very much, Chairman, and, good afternoon, ladies and gentlemen, and valued shareholders. I'm extremely honored to be here today, extremely honored to be up for election for the board of UBS Group AG. UBS is a company that I've long admired. In recent years, I've worked as a senior advisor for the company, and I have a very high regard for the leadership of the company, for the values of the company, and for the professional way in which it sets about its business. In the years to come, we clearly have a very big task ahead, such an important period for the company and for its shareholders. They're going to be exciting years, but certainly, as we know, there'll be their fair share of challenge and of complexity as well.
If elected today, I hope to play my part in this future and, and bring the skills and, and expertise and experience that I have to bear. So let me say a little bit about myself. My career is in banking. From a point of view of my executive banking career, that commenced in 1980 in South Africa. For the first 17 years, I worked primarily for the Nedbank Banking Corporation. In 1997, we moved to Australia, where the rest of my banking, executive banking career took place. I've been the CEO and the Managing Director of two Australian banks, St. George Bank from 2002-2007, and then Westpac Banking Corporation from 2008-2015. Those 7 years when I was the CEO of Westpac Banking Corporation were very important years, and I learned a lot in that period, earned valuable experience that's relevant for today's situation.
We navigated the challenges of the 2008-2009 global financial crisis and also initiated and executed on the largest in-market merger of major banks within Australia. In my post-executive career, so since leaving Westpac in 2015, I've held a portfolio of roles. Between 2016 and 2023, I've been a senior advisor for UBS. In current roles, I'm on the board of Singtel Communications, and I'm the chair of the Compensation Committee. I'm on the board of the Bretton Woods Committee, and I'm a member of the Group of Thirty. I'm a senior advisor to McKinsey, and in Australia, I'm an adjunct professor for the University of New South Wales. I'd like to conclude my remarks by saying I have the energy and the capacity to bring to this role.
In addition to the financial management skills and risk management skills that I acquired through my banking career, I also have leadership experience and skills and an ability to understand what it takes to execute on large-scale transformation or integration programs. I'd like to thank you very much for your consideration, and, again, may I say it's an honor to be here today. Thank you very much.
Thank you, Gail. We now proceed to agenda item eight, the reelections and election of the members of the Compensation Committee, the Board of Directors.
If it's too deep-
Sorry?
Oh, yeah. No, go on. It's fine. It's okay. Go on.
The board of directors proposes that Julie Richardson and Jeanette Wong be reelected, and Fred Hu be elected as members of the Compensation Committee for a term of office of one year. We have no speakers for this. So with that, I close the discussion, and we proceed to the votes on agenda Item 7 and eight, and start with the votes on agenda item 7.1 to 7.12. So the board of directors proposes that Colm Kelleher, Lukas Gähwiler, Jeremy Anderson, Claudia Böckstiegel, William C. Dudley, Patrick Firmenich, Fred Hu, Mark Hughes, Nathalie Rachou, Julie Richardson, and Jeanette Wong, each of whose term of office expires with the conclusion of the 2024 AGM, be reelected, and Gail Kelly be elected for a one-year term of office. Markus?
With the televoter, we'll carry out all new and reelections to the board of directors in one voting process. All the names of the members of the board of directors standing for election and reelection will now be displayed on your televoting screens. The 12 members of the board of directors are divided into a total of 4 screens on your televoting device. You can scroll to the next page using the arrow at the bottom right, and to the previous page with the arrow at the bottom left. These arrows will each flash until you have scrolled through all selections, the previous and the next page. As there is a total of 12 individual votes, the voting window will remain open for 40 seconds. Voting time is on now. The results will be shown on screen in a minute, as usual.
As you can see from the outcomes shown on screen, you have approved the board's motions at vast majorities.
The AGM confirmed all members of the board of directors standing for reelection, with me as chairman, and elected Gail Kelly as new member of the board of directors. I congratulate all members on their election, and I'm pleased that you will continue to support the board of directors in the future. Prior to this AGM, the reelected and new elected members of the board of directors informed me that they would accept their reelection and election in the event of a positive vote. We now proceed to the votes on agenda Items 8.1 , Item 8-1, Items 8-3. The board of directors proposes that Julie G. Richardson and Jeanette Wong be reelected, and Fred Hu be elected for a 1-year term of office as members of the Compensation Committee. At its constitutional meeting, the board of directors intends to reappoint Julie Richardson as chairperson of the Compensation Committee. Markus, please.
... Wir werden auch diese Wahl in einem Abstimmungsdurchgang durch-
This will also be taking place in one go. As soon as the time starts running, the members up for re-election or election will be displayed on your screen. The window for voting will be open for 12 seconds. Voting starts now.
Wir warten wiederum auf die Resultate, welche-
We're again waiting for the results that will be displayed in a few seconds.
Sie sind auch bei dieser Abstimmung den Anträgen des-
You, in this case, have also followed the recommendation of the Board of Directors and have elected or re-elected these members with a large, large majority.
So the AGM confirmed Julie Richardson, Jeanette Wong, and elected Fred Hu as members of the Compensation Committee. I congratulate all three members on their re-election and election, and I'm pleased that you will continue to support the Compensation Committee in the future. Prior to this AGM, the re-elected and newly elected members of the Compensation Committee informed me that they would accept their re-election and election in the event of a positive vote. We now move to agenda item nine, the approval of compensation for the members of the Board of Directors of the Group Executive Board. For the following four compensation votes, I refer to the compensation report 2023 of UBS Group AG and the supplementary brochure, Say on Pay, that was sent to you together with today's AGM invitation. In both reports, the total compensation amounts to be voted on are explained in detail.
We will first cover and discuss all four compensation votes, and only then vote individually on all four total compensations in a single vote. After these introductory remarks, we begin with item, agenda item 9.1, the retroactive approval of an incremental amount of compensation for the members of the Board of Directors from the 2023 AGM to the 2024 AGM. As a result of the integration of Credit Suisse, we expanded the roles of certain members of the Board of Directors of UBS Group AG in 2023 to take on additional responsibilities in the Boards of Directors of significant subsidiary entities. These nominations were, and remain, critical to providing strong governance and oversight of the subsidiaries.
Neither the acquisition of the Credit Suisse Group nor the appointments to subsidiary board roles were anticipated, when the maximum amount for the fees of the Board of Directors were submitted at the 2023 AGM. While the regular spend for the Board of Directors of UBS Group AG is within the approved amount, at today's AGM, we request that the shareholders approve a retroactive incremental amount of CHF 2.2 million for the period from the 2023 AGM to the 2024 AGM. I would like to note that the budgets approved at the AGMs for both CS and UBS would amount to a total of CHF 26 million . This means that we were able to achieve significant savings.
We continue with agenda Item 9.2, the approval of the maximum aggregate amount of compensation for the members of the Board of Directors from the 2024 AGM to the 2025 AGM. The proposed maximum aggregate amount of compensation for the members of the Board of Directors is CHF 16.5 million for the period from the 2024 AGM to the 2025 AGM, is higher compared with the previous periods. The total amount includes the fees of certain UBS Group AG members for their mandates, as explained in significant subsidiary entities after the Credit Suisse Group acquisition. Furthermore, the Compensation Committee reviewed the fee structure for the Board of Directors and proposes a higher fixed fee for the Chairman, as outlined by the Vice Chairman earlier.
The fees for the just re-elected and elected members of the Board of Directors, including the fee for the full-time position of vice chairman, remain the same as the previous year. We continue with agenda item 9.3, the approval of the aggregate amount of variable compensation for the members of the Group Executive Board for the 2023 financial year. I've already commented on our variable compensation decisions and proposals earlier in the discussion. Let me briefly summarize. In 2023, we added 4 GEB members to support the integration of the Credit Suisse Group. The proposed GEB performance award pool considers the changes in the GEB composition and reflects the significant progress in the integration. It also reflects that the group achieved underlying profitability following the closing of the acquisition and maintained its strong capital position.
Overall, the performance award pool for the GEB increased by 34% to CHF 108.3 million. However, on a per capita basis, the variable compensation for the GEB members decreased, fell by 6%. We proceed to agenda Item 9.4, the approval of the maximum aggregate amount of fixed compensation for the members of the Group Executive Board for the 2025 financial year. The Board of Directors proposes a maximum aggregate amount of fixed compensation for the members of the Group Executive Board of CHF 33 million for the 2025 financial year. The amount is unchanged from 2024.
It includes base salaries, which have remained unchanged since 2011, and a reserve that offers flexibility with regards to potential changes in the composition or the role of the Group Executive Board and other factors, for example, changes in exchange rates or benefits. The reserve was lowered compared to prior years. I will now open the discussion on the approval of compensation for the members of the Board of Directors of the Group Executive Board, and we have one speaker, Herr Röthlisberger.
Röthlisberger Guido, Coldrerio.
My name is Guido Röthlisberger from Coldrerio. The retroactive approval, well, I think that's sort of a ridiculous amount of CHF 2.2 million. Well, my question: I'm asking the Executive Board and the Board of Directors, don't you have entrepreneurial spirit? I think, well-
Business soll geben Verhältnis .
In my business, these kinds of things, those were just taken from the cash reserve. We're just liquidated that without any complications. It's not about asking for an additional loan or something like that. So I'm wondering, aren't you ashamed of yourselves that you have to ask for another $2 million? You deal with billions every single day. I think you can still do a lot, save some face, and you can then, I think, withdraw this proposal to avoid an embarrassing vote. I'd like to say something regarding item 9.3. I'd like to ask this annual general meeting to vote no on this item, and I'd also like to make a remark. For next year, maybe this can be adjusted. Instead of $108 million of variable compensation, you could adjust that to $33 million, same amount as for the fixed compensation.
Because no one can work more than 200% and be serious in what they do and earn decent money. I think if people do that, then that is just calling for a, asking for a burnout and taking too much risks. I think those $208 million are asking for taking too much risk.
All right, thank you very much for your comments, Mr. Röthlisberger. In the event of nobody else having anything to say, I close the discussion on the compensation votes, and we proceed to the votes on the agenda, Items 9.1- 9.4. I'll run through all concurrently. 9.1, the Board of Directors proposes that an incremental amount of CHF 2.2 million for the members of the Board of Directors for the period from the 2023 AGM to the 2024 AGM be approved. Item 9.2, the Board of Directors proposes that the maximum aggregate amount of compensation of CHF 16.5 million for the members of the Board of Directors for the period from the 2024 AGM to the 2025 AGM be approved.
Item 9.3, the Board of Directors proposes that the aggregate amount of variable compensation of CHF 108,286,300 for the members of the Group Executive Board for the 2023 financial year be approved. Finally, 9.4, the Board of Directors proposes that the maximum aggregate amount of fixed compensation of CHF 33 million for the members of the Group Executive Board for the 2025 financial year be approved. Marcus, please.
Thank you.
We will be voting on these four agenda items in one round. As soon as the time starts running, you will see these four items on one page of your screen, of your televoter. The voting window will remain open for 15 seconds. Voting starts now.
Wir warten wiederum auf die Resultate.
We're waiting for the results to come in.
... As you can see on the screen, a large majority of votes have approved the proposal of the Board of Directors.
The AGM approved the motions of the Board of Directors. We continue with agenda item ten. We start with agenda item 10.1, the re-election of the independent proxy, ADB Altorfer Duss & Beilstein AG, Zurich, for a one-year term of office, expiring after completion of the AGM in 2025. In accordance with Article 15 of the Articles of Association, the AGM elects the independent proxy. The Board of Directors proposes the re-election of ADB Altorfer Duss & Beilstein AG, Zurich, as independent proxy for a further term of office of one year. ADB Altorfer Duss & Beilstein AG, Zurich, has confirmed to the Board of Directors that it has the independence required to exercise its mandate.
Agenda Item 2, the re-election of the auditors, Ernst & Young Limited, Basel, for the 2024 financial year as auditors for the consolidated and standalone financial statements of UBS Group AG. With Ernst & Young, we have a professional and efficient partner who fully meets the high requirements of a global financial company. The long-standing partnership has a decisive advantage that Ernst & Young is familiar with the structures, products, and services of our company, and can exercise its control function in an accordingly effective manner. Ernst & Young has informed the, confirmed to the audit committee that it has the independence required to perform its mandate. Agenda item 10.3, the re-election of the special auditors, BDO AG Zurich, for a three-year term.
Article 39, paragraph three of our Articles of Association, provides that the AGM may elect a special auditor for a three-year term of office to issue audit confirmations required for capital increases. With BDO AG, we have a professional and efficient partner who fully meets the high requirements of a global financial company. I do have a question on number 10. Again, it is Herr Röthlisberger .
It's the last time I'm appearing, but the auditors are important for us. 10.3, Item 10.3. The auditors also worked for Credit Suisse, and we all know about the end of Credit Suisse. Now, I'm asking myself as to whether the board has checked alternatives, alternative providers, compared to this, these auditors. And I would also like to ask the statutory auditors with UBS, where they set their priorities. Well, they only check on samples. By samples, they do not do a full audit, a 100% audit, and that is only in line with statutory procedures. But accounting is based on an entire philosophy, which is not always easy to understand. Of course, if we're talking about a long-term relationship, there can easily be tacit agreements between the persons involved.
That is why I'm asking whether the auditors primarily represent the interests of the executive board and secondarily, the interests of the board of directors? And what's the position of shareholders, shareholders' interests? Now, if they find anything that is not quite in line with the rules, which may easily happen, and it doesn't have to be by intention, but if they find such a thing, is it always and automatically reported to the board of directors or not? Thank you for an honest and constructive answer, please.
Thank you, Herr Roethlisberger. I think I addressed those issues in terms of due diligence. Just to remind the room, pursuant to Swiss corporate law, our financial statements must be audited by an auditing firm subject to government supervision. The authority to elect the statutory auditor for a term of office of one year is with this annual general meeting. The statutory auditor may only accept such election if it meets applicable independence requirements. EY is our statutory auditor and fulfills the duties assigned it by law. BDO has been elected as UBS's special auditors for many years. It has been noted that the special auditors are responsible, providing the legally required attestations in case of capital increases, in accordance with Article 39, paragraph 3 of our Articles of Association.
Since no further speakers have registered, I close the discussion, and we proceed to the votes on the agenda items 10.1, 10.2, and 10.3. 10.1, the Board of Directors proposes that ADB Altorfer Duss & Beilstein AG, Zurich, be reelected as the independent proxy for a one-year term of office expiring after completion of the AGM in 2025. 10.2, the Board of Directors proposes that Ernst & Young Limited, Basel, be reelected for the 2024 financial year as auditors for the consolidated and standalone financial statements of UBS Group AG. 10.3, the Board of Directors proposes that BDO AG, Zurich, be reelected for a three-year term of office as special auditors. Marcus?
We shall vote on these three final items in one single round. As soon as the voting time is open, the three votes will be displayed on the screen, on one page of your screen. The voting window is now open and will be for 12 seconds. For the last time, we're waiting for the results. Bear with me for a second. As you can see from the results on the screen, 99.53% have approved the independent... the reelection of the independent proxy, 93.15%, the reelection of the subsidiary auditors, and 98.71% for the reelection of the special auditors.
Thank you. The AGM approved all three motions of the Board of Directors. I congratulate Altorfer, Duss and Beilstein AG, Ernst & Young AG, and BDO AG on their reelection. Dear shareholders, I would like to thank you for the confidence you have placed in UBS Group AG and me by approving the proposals of the Board of Directors. The detailed voting results and today's speeches will be published on our website following this AGM, and within the next two weeks, we will also upload the short minutes of today's AGM there. The next AGM of UBS Group AG will take place on the 11th of April 2025, again, here in the St. Jakobshalle in Basel. I now invite you to an apéro riche. I wish you lively conversations and then a safe return home.
Please, could I ask you to hand in your voting devices when you leave the hall? I now, ladies and gentlemen, close the AGM. Thank you very much.