PDF (1.26 MB) - Geberit International AG
PDF (1.26 MB) - Geberit International AG
PDF (1.26 MB) - Geberit International AG
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34<br />
Each option entitles to subscribe for one share. On 31<br />
December 2005, a total of 8,462 options of the members<br />
of the Group Executive Board were outstanding.<br />
3,800 options were exercised in the year under review.<br />
Convertible bonds ownership in the year under review<br />
On 31 December 2005, the members of the Board of<br />
Directors held 200 convertible bonds, the members of<br />
the Group Executive Board held no convertible bonds.<br />
Additional fees and remunerations<br />
No additional fees and remunerations were paid to<br />
members of governing bodies in the year under review.<br />
Loans to members of governing bodies<br />
No loans to members of governing bodies are outstanding.<br />
Highest total compensation<br />
The highest individual compensation to a member of<br />
the Board of Directors in the year under review (fixed<br />
salary, bonus) amounted to TCHF 644. TCHF 167<br />
thereof relates to bonus payments for which provisions<br />
have been established. Such bonus payment will be<br />
made in the following year and may be received in cash<br />
and/or in the form of shares.<br />
No options were allotted to the member of the Board of<br />
Directors with the highest total compensation.<br />
Corporate Governance<br />
6. Shareholders’ participation<br />
Voting rights and representation restrictions<br />
Upon request and presentation of evidence of the transfer,<br />
acquirers of shares are registered as shareholders<br />
with voting rights in the share register if they explicitly<br />
declare to hold the shares in their own name and for<br />
their own account. The articles of incorporation provide<br />
for a maximum registration of 3% of the shares held<br />
by nominees, which may be permitted by the Board of<br />
Directors. The Board of Directors may register nominees<br />
as shareholders with voting rights in excess of<br />
such registration limitation, provided the nominees<br />
disclose detailed information and shareholdings of the<br />
persons for which they hold 0.5% or more of the share<br />
capital.<br />
No exceptions to these rules were granted in the year<br />
under review.<br />
The voting right may only be exercised if the shareholder<br />
is recorded as a voting shareholder in the share register<br />
of <strong>Geberit</strong> <strong>AG</strong>. Treasury shares have no voting rights.<br />
With respect to the participation in the general meeting,<br />
there are no regulations in the articles of incorporation<br />
which deviate from the law.