Annual Report 2005 - Bank am Bellevue
Annual Report 2005 - Bank am Bellevue
Annual Report 2005 - Bank am Bellevue
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43<br />
<strong>Annual</strong> <strong>Report</strong> <strong>2005</strong><br />
Corporate governance<br />
8. Change of control and defense measures<br />
The purchaser or acquirer of shares of Swissfirst AG is not required to<br />
issue a public offer as stipulated by Art. 32 and 52 of the Federal Act<br />
on Stock Exchanges and Securities Trading (“opting out” as per Art. 22<br />
para. 2 SESTA).<br />
Swissfirst Group complies with the ad-hoc disclosure rules of SWX.<br />
Information and communications duties are primarily performed by the<br />
Investor Relations Office. All press releases can be downloaded from the<br />
Internet (www.swissfirst.ch).<br />
In compliance with the provisions of Art. 29 SESTA, the Board of Directors<br />
will publish a notification if a public bid for all Swissfirst shares<br />
has been received. As prescribed by law, no significant legal transactions<br />
will be effected from the moment a public offer has been received.<br />
Contact addresses are listed on the final page of the <strong>Annual</strong> <strong>Report</strong>.<br />
11. Material events after the balance sheet date<br />
There have been no material events since the balance sheet date.<br />
The period of notice for employees in Switzerland is always two months.<br />
In Liechtenstein the maximum period is six months.<br />
9. Auditors<br />
The auditors of Swissfirst Group are appointed for a term of one year.<br />
With the exception of Swissfirst <strong>Bank</strong> (Liechtenstein) AG (“SFL”) all<br />
companies are audited by PricewaterhouseCoopers (“PwC”). PwC has<br />
been the Group auditor since 1999 and prior to that it served as the<br />
auditor for the former ZFP Financial Products AG since the latter’s establishment<br />
in 1994. SFL has been audited by Deloitte AG (“Deloitte”)<br />
ever since its establishment in 1998.<br />
The auditor in charge of the Swissfirst AG, Swissfirst <strong>Bank</strong> AG and<br />
<strong>Bank</strong> <strong>am</strong> <strong>Bellevue</strong> AG, Küsnacht, audit is Albert Schönenberger and he<br />
has exercised this function as of the 2004 business year.<br />
Auditing fees paid to PwC in the <strong>2005</strong> business year <strong>am</strong>ounted to a total<br />
of CHF 365,011. PwC billed CHF 236,803 for additional services rendered<br />
(Corporate Finance and Tax).<br />
The auditing fees paid to Deloitte <strong>am</strong>ounted to CHF 126,096 in the <strong>2005</strong><br />
business year. Deloitte billed CHF 88,393 for additional services rendered<br />
(Corporate Finance).<br />
Each year, a detailed report is drawn up in accordance with banking law<br />
for both Swissfirst <strong>Bank</strong> AG, Zurich, <strong>Bank</strong> <strong>am</strong> <strong>Bellevue</strong> AG, Küsnacht,<br />
and Swissfirst <strong>Bank</strong> (Liechtenstein) AG, Vaduz, and submitted to the responsible<br />
regulatory authorities in Switzerland and Liechtenstein. The<br />
Board of Directors is bound by law to review these reports at its meetings.<br />
10. Information policy<br />
Swissfirst AG publishes quarterly figures on a quarterly basis in compliance<br />
with IFRS accounting standards. These can be accessed at the<br />
website www.swissfirst.ch<br />
The quarterly reports (3) and the annual report are also available to all<br />
interested parties in printed form.