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

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12 <strong>Corporate</strong> <strong>Governance</strong> <strong>Report</strong> <strong>2010</strong><br />

5 Board of Directors<br />

The Board of Directors may take decisions in all matters<br />

that are not reserved for the general meeting of shareholders.<br />

The Board of Directors is responsible for the ultimate<br />

management of the Company as well as for the ultimate<br />

supervision of the management. The Board of<br />

Directors’ non-transferable and inalienable duties according<br />

to Swiss corporate law include the establishment<br />

of the organizational structure and the accounting system<br />

of the Company, financial control and financial planning,<br />

appointment and dismissal of management, overall<br />

supervision of the management, preparation of the annual<br />

report, as well as the shareholders’ meeting and notification<br />

of the court in case of qualified indebtedness.<br />

The Board of Directors can delegate the management entirely<br />

or in part to individual members of the Board of Directors<br />

or to third persons. To this end, the Company has<br />

enacted organizational regulations, which further detail<br />

the duties and competence of the Board of Directors in<br />

particular with regard to planning, regulation, supervision<br />

and personnel matters.<br />

Heinrich Bruhin, Chairman of the Board<br />

born 1948, Swiss national<br />

non-executive member<br />

Heinrich Bruhin has been a member of the Board of Directors<br />

of <strong>Edisun</strong> <strong>Power</strong> <strong>Ltd</strong>. since 2000, Chairman of the<br />

Board since 2003, a member of the Board of Directors of<br />

the Company since its foundation and the Chairman of<br />

the Board since August <strong>2010</strong>. An electrical engineer (dipl.<br />

Elektroingenieur FH from the University of Applied Sciences<br />

in Zurich), he has extensive experience in plant<br />

construction, in particular the infrastructure of constructions.<br />

This knowledge was acquired with Sulzer and from<br />

1989 to 2007 as the person in charge of the construction<br />

infrastructure and from 2008 on as the responsible person<br />

for large-scale projects with SIX Group (former Telekurs).<br />

Since 1997 he acts as a member, thereof six years as the<br />

president of the investment committee, of the foundation<br />

board of the Telekurs Holding AG staff pension fund with<br />

CHF 996 m of assets under management.<br />

Peter Toggweiler, Vice-Chairman of the Board<br />

born 1956, Swiss national<br />

non-executive member<br />

Peter Toggweiler is one of the founders of the Group. As<br />

Electronical Engineer (El. Eng. HTL from the University of<br />

Applied Sciences in Rapperswil) he has been working in<br />

the field of solar energy and photovoltaics for over 25 years.<br />

Since 2009 he works for Basler & Hofmann AG, which is one<br />

of the leading engineering offices in Switzerland. His experience<br />

ranges from research and development to planning,<br />

conceptual work and strategies. He has been active in<br />

Switzerland, <strong>Europe</strong>, America and Asia, working on projects<br />

for the World Bank, the EU, IEA and other international<br />

organizations. Since 2008 he is chairman of the national<br />

committee for standards for photovoltaic power systems,<br />

which is part of Electrosuisse and the International Electrotechnical<br />

Commission (IEC). He is Chairman of the<br />

Board of Enecolo AG and board member of EGON AG.

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