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Annual Report 2002

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5.9 Highest total compensation<br />

The highest total compensation (including employee contributions<br />

to AHV), which was paid by VP Bank to a single<br />

member of the Board of Directors in the <strong>2002</strong> financial<br />

year, amounted to TCHF 338 in addition to an allotment of<br />

533 bearer shares valued at a total of TCHF 80.<br />

page 44 | vp bank | annual report <strong>2002</strong><br />

6. Shareholders’ participation<br />

6.1 Voting-rights and representation restrictions<br />

Each registered and each bearer share of VP Bank AG,<br />

regardless of the respective par value, is entitled to one<br />

vote at the company’s annual general meeting of shareholders.<br />

All shareholders may either attend in person or<br />

have their shares represented by some other shareholder<br />

by force of a written power of attorney (proxy). The company<br />

has enacted no voting-rights restrictions or statutory<br />

group clauses.<br />

6.2 Statutory quorums<br />

Amendments to the company’s articles of incorporation<br />

with regard to a change in the relationships of bearer<br />

shares to registered shares (Art. 4 para. 2 of the articles of<br />

incorporation), as well as to the provisions governing the<br />

limitation on entry of registered shares into the company’s<br />

share register (Art.7 para. 2 of the articles of incorporation)<br />

require the approval of at least two-thirds of all outstanding<br />

VP Bank voting rights.<br />

6.3 Convocation of the general meeting of<br />

shareholders<br />

The convocation of a general meeting of shareholders<br />

occurs in accordance with valid legal provisions and the<br />

conditions laid down in Art. 11 of the company’s articles<br />

of incorporation.

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