AGM: requests and rights
The General Meeting of Shareholders is the supreme corporate body.
The General Meeting is convened by the Board of Directors, if necessary by the auditor.
One or more shareholders who together represent at least ten percent of the share capital may request in writing that a General Meeting be held, stating the item of business for discussion and the motions. The request shall be directed to the Board of Directors.
Shareholders representing shares with a nominal value of at least 1 million Swiss francs may request in writing that an item of business be placed on the agenda until 40 days at the latest before the date of the meeting, provided that they state the relevant motions.
The General Meeting has the following inalienable powers:
- Drawing up and amending the articles of association.
- Electing and dismissing the members of the Board of Directors and the auditors and the group's auditors.
- Approving the annual report.
- Approving the annual accounts and deciding on the appropriation of net income, particularly fixing the dividend and directors' fees (directors' royalties).
- Granting discharge to the members of the Board of Directors.
- Taking decisions on all other matters that come within the remit of the General Meeting by law or under the articles of association or which are referred to it by the Board of Directors for a decision.