Disclosures

Board of Directors

The ISP Group Supervisory Board is the corporate body responsible for the overall governance, supervision and controlling of the ISP Group as stipulated by law, by the Articles of Incorporation as well as be the regulations, policies and guidelines of the Group.

The Group Supervisory Board comprises at least three members by the general assembly for a term of office lasting one year. The term of office of each member ends with the next ordinary general assembly following their election. This does not include any resignations or dismissals that come about before this time. A new member who has been elected to replace another member during his or her term of office completes the term of office of the member being replaced. 

Members of the Group Supervisory Board can be unlimited re-elected.

The Group Supervisory Board constitutes itself and, in its first meeting of the year following the ordinary general assembly, elects one of its members as president and one as vice-president. The president or the vice-president must be resident in Switzerland.

The Group Supervisory Board can entrust committees or individual members with the preparation and execution of its decisions or with the task of monitoring its business activities. The Group Supervisory Board must ensure adequate reporting to its members.

The Group Supervisory Board delegates the management to the Group Executive Board, in as far as the law and the Articles of Association do not provide otherwise.

Group Executive Board

The Group Executive Board comprises at least two members and is appointed by the Group Supervisory Board. The Group Supervisory Board appoints a Group Chief Executive Officer from among the members of the Group Executive Board.

The Group Executive Board bears the overall responsibility for the operative management of the ISP Group. Decisions on the duties within its scope of authority are taken as a collegial body while meeting at least on a monthly basis.

The Group Chief Executive Officer appoints his deputy from the Group Executive Board to be approved by the Group Supervisory Board. The deputy takes responsibility in case of absence or unavailability of the Group CEO. 

Subject to the approval of the Group Supervisory Board, Group Executive Board members can serve in dual roles also as members of the Executive Boards of Group subsidiaries.

The Group Executive Board implements adequate internal systems and processes to ensure respective compliance, in particular with the regulations pertaining to capital resources and risk distribution (incl. notifying the stock exchange auditors and FINMA of its risk positions), as well as the publication of the consolidated annual financial statement. It takes all necessary measures to ensure the implementation and maintenance of effective control mechanisms, systems and directives.

The Group Executive Board supervises the Group subsidiaries and its Executive Boards who report directly to it. It coordinates communication with internal auditing functions and supervisory authorities.

Internal Control System

ISP Group operates with an internal control system based on the principles of Swiss legal and regulatory provisions which are defined in the risk policies, as well as in the regulations about monitoring internal control systems (ICS).

The internal control systems serve primarily to minimise risks inherent in processing business transactions (operational risks) by means of integrated controls.

Operational risks comprise losses that can occur as a result of inadequate or faulty processes, human errors, system failures or external events.

Effective internal control systems are in place for all business lines and are implemented before transactions in such businesses are conducted. The systems include, but are not limited to adequate separation of duties. Control activities are regarded as integral part of all work processes.

Risk Management

Risk assessment

The Group Supervisory Board has reviewed the material risks to which the Group is exposed. These include credit risks, market risks, operational risks, liquidity risks and strategic risks. The implemented risk reduction measures and internal controls (including reporting) are included in the evaluation. Special attention is paid to ensure on-going monitoring as well as the correct recognition of the effects of these considerable risks in the financial reporting process. Based on the risk assessment, the Group Supervisory Board agreed on responsibilities and activity schedules for each risk type.  

Risk management  

The risk policy of the ISP Group, which is reviewed periodically to ensure that it is still appropriate, forms the basis of our risk management. Clear limits are set for the individual risks and adherence to these is monitored regularly.  

At management level the responsibility for risk management is separated from the responsibility for revenue generating departments.

The Group Executive Board and the Group Supervisory Board are informed about the financial situation, the profitability and the liquidity position and the attendant risks on a monthly basis by means of a management report that is appropriate for all levels. 

Credit risks  

The risk policy of the ISP Group regulates credit risks. This includes all commitments from which a loss may arise if the counterparty is not in a position to meet its obligations. The default risk is evaluated using diversification of risks, quality requirements of the counterparties and regular reviews of the same, and is limited in the case of customer exposure with limited coverage margins. An explicit and risk-orientated allocation of competencies for credit approval is established. 

In principle, the ISP Group does not engage in credit business. Credit is only granted on a short-term basis, if collateral is provided by the customer and in connection with securities transactions. In the course of the business short-term overdrafts may arise, which are, in general, covered by an appropriate securities portfolio.  

Interest rate risks  

Interest rate risks are avoided through consistent adherence to matching maturities. The ISP Group only invests in debt securities with a short maturity.  

Market risks  

As the ISP Group does not trade in commodities or foreign exchange, no market risks in relation to this exist.  

In relation to asset and liability management the ISP Group places its liquid assets mainly in short-term bonds issued by highly-rated governments and corporates with a maturity of up to one year. In doing so, the creditworthiness, trading frequency, liquidity of the investments and the short duration are taken into account.  

All positions are regularly monitored by Risk Management (inventory and valuation) and reported to the Group Executive Board at least once a month.

Liquidity risks  

ISP Group’s liquidity risk management is monitored and secured based on rules and regulations in regards to quantitative and qualitative liquidity requirements. The ability to fulfil all liquidity obligations at all times is ensured through an active cash management process in line with ISP limits. The Group Executive Board controls the liquidity risk within the risk framework defined by the Group Supervisory Board and the provisions of rules and regulations. The Group Supervisory Board sets the counterparty limits and defines requirements for investments in securities. In order to reduce the liquidity risk, high-quality liquid assets which are attributable to the liquidity coverage ratio (HQLA) should generally be selected. In the event of a liquidity shortfall, a contingency funding plan has been established. On a regular basis, a liquidity stress test is performed, and the result is reported to the CFO and at least once a year additionally to the Group Supervisory Board. 

Operational risks  

Operational risks are defined as dangers from direct or indirect losses that arise as a result of the inappropriateness or failure of internal procedures, people or systems or from external events. They include ICT risks, cyber risks, the risks relating to critical data and the risks resulting from the design and implementation of BCM. 

They are monitored and limited by means of internal regulations and instructions regarding organisation, controls and documentation of core processes (organisation, operating procedures).  

Internal and external auditors regularly review the appropriateness of the internal control system and business processes and compile a report for the Group Supervisory Board and the Group Executive Board.  

According the revised FINMA-circular for operational risk and resilience ISP has defined its critical functions and ensures its resilience within the transition period. 

Strategic risk 

Strategic risk is defined as loss arising from the pursuit of an unsuccessful business plan and unexpected earnings fluctuations. It includes reputational risk. 

Effective management controls, including capital planning, budget comparison and monitoring of the financial situation reduce the strategic risk.

Compliance and legal risks  

Compliance is responsible for ensuring that business activities are in line with applicable regulatory requirements and obligations of due diligence for a financial intermediary. The team is also responsible for reviewing  requirements and developments from the supervisory authority, legislator or other organisations. In addition, they ensure that instructions and regulations are adapted to comply with any regulatory developments.  

The ISP Group has retained and standardised the process of opening an account through various regulations and instructions. Compliance ensures that these are also adhered to.  

Legal risks are minimised with the following measures:  

  • Use of standard documentation, 
  • Use of standardised contracts as far as possible, 
  • Non-standardised documentation / contracts or amendment of the company’s own documentation for special transactions must initially be approved by the person in charge of legal affairs at ISP Securities Ltd. and by an external legal advisor if necessary and 
  • Legal disputes are transferred to internal and external legal advisors for processing. 

 Outsourcing of business areas  

On 1 January 2011, ISP Securities Ltd. introduced the core application BEST by Best Vision (former ISYS). Best Vision SA in Carouge, Geneva, provides support for this software. At the same time, information technology outsourcing and business process outsourcing were agreed with Best Vision SA. The business process outsourcing includes the processing of cash and securities transactions. The business process outsourcing was terminated/insourced in Q4 2023.  

All service provider employees are subject to professional secrecy, which ensures confidentiality.  

Group Supervisory Board

Roy Tal - Chairman

Nationality: Italy

Residence: CH – Zurich

Initially elected: 2018

Elected until: 2024

Professional history and education
Roy is the Chairman and majority owner of ISP Group. He has been a pioneer in structured finance and CLO investing and trading since 1999 and has held various positions at global financial institutions. Prior to taking up his role at ISP Group in 2006, Roy established the CLO investing platform for Bank Leumi in Switzerland, which, under his supervision, developed to become one of the largest platforms for equity CLO in Europe. He was involved in and has managed exceptionally large transactions, the most recognised one being the unwinding of a USD 3.5 billion RMBS legacy portfolio for a leading Israeli bank. Before moving to Switzerland, Roy managed the Tamar fund, one of the largest portfolios of the Discount provident funds, an industry leader in Israel. Earlier in his career, Roy traded commodity options in London. Roy holds a degree in business administration as well as a Master’s degree from the Zicklin School of Business in New York.

 


 

Philipp Steinberger - Vice Chairman*)

Nationality: Switzerland

Residence: CH – Zurich

Initially elected: 2010

Elected until: 2024

Professional history and education
Focusing on direct investments, venture capital and corporate finance for more than 15 years, Philipp has built a strong network, knowledge base and track record for supporting technology start-ups and growth companies during their fundraising phase and at Board of Director level thereafter. His areas of specialty include deal-scouting and evaluation, due diligence support, investor introduction and subsequent investor relations for UHNW and family office investors.

*) Independent member of the board


 

Inbal Goldenberg-Zaitman - Board of Directors

Nationality: Israel

Residence: IL – Netanya

Initially elected: 2014

Elected until: 2024

Professional history and education
As a member of the Board of Directors, Inbal develops the company's strategic direction. Prior to her board appointment Inbal acted as ISP’s Chief Administrative Officer (CAO) with specific focus on the Group's Israeli management and operations. Before joining ISP in 2003, Inbal had more than a decade of prior relevant experience, including assisting Soffair’s Group CEO. Inbal holds an LLB in Law from Ono Academic College, Kiryat Ono, Israel.

 


 

Aron Cohen - Board of Directors

Nationality: Israel

Residence: IL – Netanya

Initially elected: 2020

Elected until: 2024

Professional history and education
Aron has more than two decades of extensive experience in financial markets, mainly in private capital investments, institutional investments and M&A in the public sector. Aron is the co-founder of PI Group (founded in 1999) where he is still leading the business development activities and representing the fund management company with institutional investors in Israel. Prior to founding PI Group, Aron managed the stock options desk at Mizrahi-Tefahot Bank Ltd. From 1997 to 1999, he acted as Senior Vice President at Clal Finance Ltd, where he oversaw the proprietary and derivatives trading desks. Aron holds a Master’s degree in Business Administration from Bar-Ilan University and a Bachelor’s degree in Economics and Criminology from Bar-Ilan University.

Group Executive Board

Dan Lubash - Chief Executive Officer

Nationality: UK and Israel

Professional history and education

Dan Lubash is the Chief Executive Officer of ISP Group, AG, with a track record of over 30 years in Investment and Private Banking.  Prior to that, Dan has been the CEO of UMBS, a Swiss private bank, for over 10 years, overseeing all aspects of Private Banking. Following the equity sale of UMBS to the Hyposwiss Group of Geneva, Dan became the Head of the Zurich business of that group.   Before that, he was a full-time consultant to the Chairman of Hapoalim Bank, the largest Bank in Israel.  Prior to that, Dan worked for over 12 years at Merrill Lynch in London, where he became an Institutional Investor ranked Equity Analyst and Strategist, developing the Emerging Markets product, and then promoted to Managing Director, in charge of Global Equity Research, heading the Global Emerging Markets Research, Strategy and Economics Team, and a Member of Merril Lynch`s European Equity Commitment Committee.  Before that, he held roles in the M&A Department of Kidder Peabody, and Corporate Finance roles in the European Bank and Bank of America.  Dan holds an MBA from the Amos Tuck Graduate School of Business at Dartmouth College (an Ivy League University), and a BSc in Civil Engineering from UC Berkeley.

 


 

Alena Nicolai - Chief Financial Officer

Nationality: Switzerland

Professional history and education

Alena Nicolai has extensive professional experience in Finance, Risk Management and Regulation of financial institutions. She acquired this through her previous senior positions at and for Swiss and international financial institutions as well as during her almost 10 years at PwC and Deloitte. Prior to joining ISP Group, she was CFO of SEBA Bank AG, one of the first digital asset banks in Switzerland, where she played a key role in setting up the Finance and Risk Management departments. Alena is a Swiss CPA and holds a master’s degree in economics from the University of Zurich and a CAS in Financial Regulation from the Universities of Berne and Geneva.

 


 

Fabio Oertle - Head Asset Solutions

Nationality: Switzerland

Professional history and education

Fabio is ISP Group’s Head of Asset Solutions. Fabio gathered extensive knowledge of the structured products market at Vontobel and UBS Investment Bank in both Zurich and Singapore over the past decade. While having focused on the structuring and advisory of structured products, trading equity and fixed-income structures also form an integral part of his portfolio. Fabio holds a Master’s degree in Banking and Finance from the University of St. Gallen and is a CFA® charterholder.

 


 

Mark A. Schrackmann - Head Legal & Compliance

Nationality: Switzerland

Professional history and education

Mark is ISP Group’s Head Legal & Compliance. He has broad professional experience in the legal and compliance area. Prior to joining ISP, he worked for several years for PwC’s Legal FS Regulatory & Compliance Services practice. Mark gained further relevant experience during a secondment at a leading Swiss private bank, at the Department for Economic Affairs of the Canton of Zurich and at a Swiss law firm. Mark holds a licentiate degree in law (lic. iur./MLaw) from the University of Zurich, a Certificate of Advanced Studies (CAS) in Financial Market Law and a LL.M. in Banking and Financial Markets Law.