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5) Options held as of December 31, 2003.
6) Saurer does not issue shares to board members or senior management, except if acquired under the stock option program.
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Shares owned were therefore either acquired on the market or through exercising options.
6. Shareholders’ participation rights.
6.1 Voting rights restrictions and representation. Each issued registered share has one voting right.
However, the voting rights of treasury shares are suspended while they are under the control of Saurer
Ltd. or its subsidiaries.
A shareholder may be represented only by another shareholder with a written proxy.
Year issued Options held Exercise price (CHF) Duration (years)
Non-Executive Directors of the Board 2003 18 000 52.25 5
(Directors acquired the options issued in 2002 33 000 23.25 5
2003 for CHF 7.60 per option) 2000 32 000 75.60 5
1999 27 500 73.50 5
1997 2 220 49.50 8
Total 112 720
Members of the Senior Management 2003 30 500 52.25 5
2002 45 500 23.25 5
2000 20 000 75.60 5
1999 26 000 73.50 5
1999 2 000 73.50 6
Total 124 000
Former Members of the Board 2002 4 000 23.25 5
2000 1 500 75.60 5
1999 10 000 73.50 5
Total 15 500
Former Members of the Senior Management 2000 13 000 75.60 5
1999 13 000 73.50 5
Total 26 000
6.2 Statutory quorums. In general the shareholders’ meeting passes its resolutions and conducts its
votes by simple majority of the voting rights represented, without regard for the number of shareholders
present or the share capital represented, unless the requirements of the law or the articles of incorporation
are contrary.