Edisun Power Europe Ltd. Corporate Governance Report 2010 ...

Shares and participation certificates
Edisun Power Europe Ltd. registered shares have been
listed on the SIX Swiss Exchange since September 26,
2008. The par value is CHF 100.00 per share. The share
capital is fully paid up. Each ordinary share bears one
voting right at the General Shareholders’ Meeting and is
entitled to dividend payments.
Edisun Power Europe Ltd. has not issued any participation
certificates.
Profit sharing certificates
Edisun Power Europe Ltd. has not issued any profit sharing
certificates.
Limitations on transferability and nominee
registrations
To be recognized as a shareholder with comprehensive
rights, the acquirer of shares must place an application
for entry in the share register. The Corporation may
refuse the entry in the share register if the applicant
does not explicitly declare that he has acquired and will
hold the shares in its own name and on its own account.
Parties who act together are considered as one person.
The Board of Directors may approve exceptions with
good reason and no special quorum is required for such
decision.
Granting exceptions in the year under review
During the reporting period, no exceptions to the above
listed rules were granted by the Board of Directors.
Corporate Governance Report 2010
Admissibility of nominee registration
The Board of Directors may enter Nominees in the register
of shareholders as holding voting rights for up to 3%
of the share capital recorded in the Commercial Register.
The Board of Directors may enter shares of Nominees in
the register of shareholders, if the Nominee discloses the
name, address and stock of shares of the person, for
whose account the Nominee holds 3% or more of the
share capital. Nominees within the meaning of this provision
are persons having filed an application for registration,
not expressly declaring themselves to be holding
Shares for their own account, and with whom the Board
of Directors has reached an agreement to this effect.
Legal entities and associations that are linked through
capital ownership or voting rights, through common
management or in like manner, as well as individuals, legal
entities or partnerships that act in concert, syndicate
or in like manner with the intent to evade the entry restriction,
are considered as one Nominee within the
meaning of this article.
Procedures and conditions for
cancelling statutory privileges and
limitations on transferability
To abolish this regulation, the absolute majority of the
votes represented at the General Shareholders’ Meeting
is sufficient.
Convertible bonds and warrants/options
Edisun Power Europe Ltd. has not issued any convertible
bonds, warrants or options.
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