Corporate Governance

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					36                                                                      Meyer Burger Annual Report 2010




     Corporate Governance

     Meyer Burger is fully committed to good Corporate Governance.

     The Company relies on the recommendations of the Swiss Code of Best Practice for Cor­
     porate Governance by Economiesuisse and adheres to the standards of the directive on
     information relating to Corporate Governance by SIX Swiss Exchange, if applicable and
     significant to Meyer Burger.


     1.      Group structure and shareholders
     1.1     Group structure
     Meyer Burger Technology Ltd (subsequently referred to as “the Company”) is a holding com­
     pany organised in accordance with Swiss law and holds all companies belonging to the
     Meyer Burger Group either directly or indirectly.

     Meyer Burger Group is a leading and globally active technology group specialising in innova­
     tive systems and processes for cutting and handling crystalline and other high­grade mater­
     ials. With its products and services, the Group covers different parts of the value chain in the
     solar (photovoltaic), semiconductor and optical industries. Until 14 January 2010, the Group
     was operationally managed by the Executive Board (Chief Executive Officer, Chief Financial
     Officer).

     The Executive Board was extended as part of the merger between Meyer Burger Technology
     Ltd and 3S Industries Ltd on 14 January 2010 (date of the Extraordinary Meeting of Share­
     holders). The operational Group structure is organised according to different areas of respon­
     sibilities of each member of the Executive Board. These responsibilities apply across the
     entire Group and on a global basis.

     − Chief Executive Officer
       Overall Operational Management, Strategy, Marketing & Sales, Corporate Communica­
       tion, Human Resources

     − Chief Financial Officer
       Finance, Group Controlling, Treasury, Mergers & Acquisitions, Investor Relations,
       Tax & Legal, Group IT

     − Chief Technology Officer
       Management Research & Development, Deputy CEO

     − Chief Innovation Officer
       Planning, Technology Development along process chain, Control and Organisation
       of business processes
Report FY 2010      Corporate Governance       Financial Report    Other Information                                           37




1.2     Listed company
                                                                                                       Market capitalisation CHF
The shares of Meyer Burger Technology Ltd, headquartered in Baar, Switzerland, are listed
on SIX Swiss Exchange (Valor­No. 10850379, ISIN­No. CH0108503795). The ticker symbol
is MBTN. Meyer Burger Technology Ltd held 45,521 treasury shares as of 31 December
                                                                                                       1,328.8 M
2010. None of the other consolidated group companies held any shares in Meyer Burger
Technology Ltd. The market capitalisation of the Company reached CHF 1,328.8 million as of
31 December 2010.


1.3       Non-listed companies
The scope of consolidation includes non­listed companies, which are listed on page 80 in the
financial section of this Annual Report.


1.4      Significant shareholders
The Company is aware of the following shareholders, who according to Article 20 SESTA
(Stock Exchange Act) held more than 3% of the voting rights based on the outstanding share
capital as of 31 December 2010:

Shareholder                                                                            Voting rights


Credit Suisse Asset Management Funds AG, CH­Zurich                                     > 3%
Gerhard Knoll, DE­Umkirch 1                                                            > 3%
Peter Pauli, CH­Möhlin 1                                                               3.60%
Swisscanto Asset Management AG, CH­Zurich                                              > 3%
The Capital Group Companies, USA­Los Angeles/CA                                        > 3%
Vontobel Fonds Services AG, CH­Zurich                                                  > 5%
1
    incl. employee shares in vesting period and employee options held


Disclosure of shareholdings by various shareholders in accordance with Article 20 SESTA
during fiscal year 2010:

– Eiger Investments, LLC (previously Diamond Wire Technology, LLC), USA­Colorado Springs
  Going below the 3% threshold limit as of 15 January 2010, as a result of the capital
  increase in conjunction with the merger between Meyer Burger Technology Ltd and 3S
  Industries Ltd (disclosed participation 2.1975%).

– W+S Maschinenbau GmbH, DE­Freiburg
  Exceeding the 3% threshold limit as of 15 January 2010, as a result of the merger between
  Meyer Burger Technology Ltd and 3S Industries Ltd (disclosed participation 3.266%).
  Going below the 3% threshold limit as of 6 May 2010, as a result of sale transactions (dis­
  closed participation < 3%).

– Peter Pauli, CH­Möhlin
  Going below the 5% threshold limit as of 15 January 2010, as a result of the capital
  increase in conjunction with the merger between Meyer Burger Technology Ltd and 3S
  Industries Ltd (disclosed participation including employee options held 4.1%).
38                                                                   Meyer Burger Annual Report 2010




     – Swisscanto Asset Management AG, CH­Zurich
       Exceeding the 3% threshold limit as of 15 January 2010, as a result of the merger between
       Meyer Burger Technology Ltd and 3S Industries Ltd (disclosed participation 3.11%).

     – Gerhard Knoll, DE­Umkirch
       Exceeding the 3% threshold limit as of 15 January 2010 through holding by Ernst Knoll
       Feinmechanik GmbH, DE­Umkirch (controlled by Gerhard Knoll), as a result of the merger
       between Meyer Burger Technology Ltd and 3S Industries Ltd (disclosed participation
       including employee options held 3.83%).

     – Meyer Burger Technology Ltd, CH­Baar
       Sale position of over 3% due to outstanding employee options (disclosed sale position
       3.95%). Employee options were granted in different years since 2006. The disclosure
       notice was filed on 21 July 2010.

     – Credit Suisse Asset Management AG, CH­Zurich
       Exceeding the 3% threshold limit as of 17 September 2010, as a result of purchase trans­
       actions (disclosed participation 3.26%).

     – Vontobel Fonds Services AG, CH­Zurich
       Going below the 5% threshold limit as of 14 October 2010, as a result of sale transactions
       (disclosed participation 4.9958%). Exceeding the 5% threshold limit as of 20 October
       2010, as a result of purchase transactions (disclosed participation 5.018%).

     – The Capital Group Companies, Inc., USA­Los Angeles/CA
       Exceeding the 3% threshold limit as of 27 October 2010, as a result of purchase transac­
       tions (disclosed participation 3.0261%).

     Details to the individual disclosure notices mentioned above are available on the website of
     SIX Swiss Exchange under the direct link
     http://www.six­swiss­exchange.com/shares/companies/major_shareholders_en.html


     1.5      Cross-shareholdings
     Meyer Burger Technology Ltd does not have any cross­shareholdings with other companies
     as of 31 December 2010.
Report FY 2010   Corporate Governance      Financial Report   Other Information                                  39




2.        Capital structure
2.1       Capital structure as of 31 December 2010
Ordinary share capital      CHF 2 279 236.15 (registered in the commercial register: CHF 2 257 956.00)
                            45 584 723 fully paid­in registered shares with a nominal value of CHF 0.05 each
                            (registered in the commercial register: 45 159 120 registered shares)
Conditional share capital   CHF 181 232.35 (according to Articles of Association: CHF 202 512.50)
                            3 624 647 registered shares with a nominal value of CHF 0.05 each for exercising
                            of option rights granted to employees and members of the Board of Directors of the
                            Company or of group companies (according to Articles of Association:
                            CHF 4 050 250 registered shares)

                            CHF 200 000.00
                            4 000 000 registered shares with a nominal value of CHF 0.05 each
                            for exercising of conversion and/or option rights in conjunction with convertible
                            bonds, bonds with option rights or similar financial market instruments of the
                            Company or of group companies


Authorised share capital    CHF 225 000.00
                            4 500 000 registered shares with a nominal value of CHF 0.05 each
                            issuance possible until 29 April 2012



2.2      Conditional share capital
In accordance with Article 3b of the Company’s Articles of Association, dated 29 April 2010,
the share capital may be increased by a maximum amount of CHF 202,512.50 by means of
the issuance of no more than 4,050,250 fully paid­in registered shares with a nominal value
of CHF 0.05 each, by virtue of the exercise of option rights granted to employees and mem­
bers of the Board of Directors of the Company or of group companies in accordance with a
plan to be worked out by the Board of Directors. The preferential rights of the shareholders
shall be excluded.

In accordance with Article 3c of the Company’s Articles of Association, dated 29 April 2010,
the share capital may be increased by a maximum amount of CHF 200,000.00 by means of
the issuance of no more than 4,000,000 fully paid­in registered shares with a nominal value
of CHF 0.05 each, by virtue of the exercise of conversion and/or option rights in conjunction
with convertible bonds, bonds with option rights or similar financial market instruments of the
Company or of group companies.

The preferential rights of the shareholders shall be excluded in connection with the issuance
of convertible bonds, bonds with option rights or other financial market instruments, which
carry conversion and/or option rights. The then current owners of conversion and/or option
rights shall be entitled to subscribe for the new shares.

The acquisition of shares through the exercise of conversion and/or option rights and each
subsequent transfer of the shares shall be subject to the restrictions set forth in Article 4 of
the Articles of Association (in reference to limitations for registration in the share register).
40                                                                        Meyer Burger Annual Report 2010




     The Board of Directors may limit or withdraw the right of the shareholders to subscribe in pri­
     ority to convertible bonds, bonds with option rights or similar financial market instruments
     when they are issued, if:

     1) the financial market instruments with conversion or option rights are issued in conjunction
        with the financing or refinancing of the acquisition of an enterprise or parts of an enterprise
        or with participations or new investments of the Company; or

     2) an issue by firm underwriting by a bank or a consortium of banks with subsequent offering
        to the public without preferential subscription rights seems to be the most appropriate
        form of issue at the time, particularly in terms of the conditions or the time plan of the
        issue.

     If advance subscription rights are denied by decision of the Board of Directors, the following
     shall apply:

     1) conversion rights may be exercisable only for up to 10 years, option rights only for up to
        7 years from the date of the respective issuance; and

     2) the respective financial market instruments must be issued at the relevant market condi­
        tions.


     2.3      Authorised share capital
     In accordance with Article 3a of the Articles of Association, dated 29 April 2010, the Board of
     Directors is entitled to increase the share capital of the Company by not more than CHF
     225,000.00 until 29 April 2012 by virtue of the issuance of a maximum of 4,500,000 regis­
     tered shares with a nominal value of CHF 0.05 each.

     The Board of Directors is entitled to limit or exclude the advance subscription rights of the
     shareholders and allocate them to third parties, if the new shares are to be used:

     1) for the acquisition of enterprises, parts of enterprises, participations or new investment
        plans;

     2) for the financing or refinancing of the acquisition of enterprises, parts of enterprises, par­
        ticipations or new investment plans; or

     3) for the placement of shares in the capital market.

     Shares, for which advance subscription rights have been granted but not exercised, should
     be used in the interests of the Company.

     The increase can take place by means of a firm underwriting and/or in partial amounts. The
     Board of Directors is entitled to set the issue price of the shares, the type of contribution, as
     well as the date of entitlement to dividends. Shares issued under these terms are subject to
     limitations for registration in the share register in accordance with Article 4 of the Articles of
     Association of the Company.
Report FY 2010     Corporate Governance   Financial Report   Other Information                                       41




2.4       Changes in capital over the past three reporting years
in TCHF                                                                      31.12.2010    31.12.2009   31.12.2008


Share capital                                                                      2 279       1 605        1 513
Capital reserves                                                                 175 276      89 141       51 920
Reserve for treasury shares                                                         574            –            –
Profit                                                                            51 930      34 293        1 715
Total equity                                                                     230 059    125 039        55 148




2.4.1     Changes in capital during 2010
In conjunction with the successful conclusion of the merger with 3S Industries Ltd, the
Extraordinary Meeting of Shareholders held on 14 January 2010 approved a share split in a
ratio of 1:10 and an ordinary increase in the share capital. The Board of Directors decided to
implement the share capital increase of CHF 625,231.20 to CHF 2,229,763.70 (capital as in
the commercial register) directly after the shareholders meeting.

In the time span between 1 January – 14 January 2010, 1,550 employee options (after the
share split on 14 January 2010: 15,500 options) were exercised and the ordinary share capi­
tal therefore increased by CHF 775.

The capital increase was determined by the Board of Directors on 4 February 2010 and
registered with the commercial register. As of 4 February 2010, the ordinary share capital of
the Company amounted to CHF 2,230,938.70 (44,618,774 registered shares with a nominal
value of CHF 0.05 each). The conditional capital amounted to CHF 202,512.50 (4,050,250
registered shares with a nominal value of CHF 0.05 each) for exercising of option rights
granted to employees and members of the Board of Directors, and to CHF 150,000.00
(3,000,000 registered shares with a nominal value of CHF 0.05 each) for exercising of con­
version and/or option rights in conjunction with convertible bonds, bonds with option rights
or similar financial market instruments. The authorised capital amounted to CHF 188,500.00
(3,770,000 registered shares with a nominal value of CHF 0.05 each). Further details to
the capital structure after the merger are available on page 30 of the Annual Report 2009.
The Report is available on the Company website under: http://www.meyerburger.com/en/
investor­relations/financial­reports/archive/

In conjunction with the successful conclusion of the purchase contract for the remaining 34%
participation in Hennecke Systems GmbH, the Company issued 540,346 registered shares
on 22 April 2010 out of the existing authorised share capital at that time. The ordinary share
capital increased by CHF 27,017.30 to CHF 2,257,956.00 (45,159,120 registered shares with
a nominal value of CHF 0.05 each). At the same time, the authorised capital decreased by the
corresponding amount of CHF 27,017.30 to CHF 161,482.70.

The General Meeting of Shareholders on 29 April 2010 resolved, in line with the proposals of
the Board of Directors, the following changes in capital:

1) Increase of the conditional share capital for convertible bonds and/or bonds with options
   or other financial market instruments from previously existing CHF 150,000.00 (3,000,000
   registered shares) to CHF 200,000.00 (4,000,000 registered shares).
42                                                                        Meyer Burger Annual Report 2010




     2) Continuation and a respective increase of the authorised share capital to CHF 225,000.00
        (4,500,000 registered shares), issuance possible until 29 April 2012.

     As a result of the exercise of options, the ordinary share capital increased until the end of fis­
     cal year 2010 by CHF 21,280.15 (425,603 registered shares) to CHF 2,279,236.15 (45,584,723
     registered shares). The conditional share capital for exercising of option rights granted to em­
     ployees and members of the Board of Directors decreased by the corresponding amount to
     CHF 181,232.35 (3,624,647 registered shares). The registration of the corresponding change
     has not been registered in the commercial register yet.


     2.4.2      Changes in capital during 2009
     In conjunction with the successful conclusion of the purchase contract for the business ac­
     tivities of Diamond Wire Technology, LLC, the Company issued a total of 163,000 registered
     shares out of the existing authorised share capital in September 2009. As a result, the ordi­
     nary share capital of the Company increased by CHF 81,500.00 to CHF 1,594,595.00 and the
     authorised share capital decreased to CHF 188,500.00.

     As a result of the exercise of 19,875 employee options between 1 January and 16 December
     2009, the conditional share capital for exercising of option rights granted to employees and
     members of the Board of Directors decreased as of 16 December 2009 from CHF 213,625.00
     to CHF 203,687.50. The ordinary share capital increased by CHF 9,937.50 from CHF
     1,594,595.00 to CHF 1,604,532.50. The registration of the change in the Articles of Associ­
     ation in the commercial register was done on 17 December 2009.

     Between 17 December 2009 and 31 December 2009, an additional 800 employee options
     were executed. The conditional share capital for exercising of option rights granted to em­
     ployees and members of the Board of Directors decreased as of 31 December 2009 from
     CHF 203,687.50 to CHF 203,287.50. The ordinary share capital increased by CHF 400.00
     from 1,604,532.50 to CHF 1,604,932.50. The registration of the corresponding change in the
     commercial register was done, together with the change in capital in conjunction with the
     merger with 3S Industries Ltd, on 15 January 2010.


     2.4.3     Changes in capital during 2008
     In conjunction with the successful conclusion of the purchase contracts for the acquisition of
     majority stakes in AMB Apparate + Maschinenbau GmbH and in Hennecke Systems GmbH,
     the Company issued a total of 63,440 registered shares out of the existing authorised share
     capital in January and February 2008, respectively. As a result, the ordinary share capital of
     the Company increased by CHF 31,720.00 to CHF 1,511,720.00 and the authorised share
     capital decreased to CHF 263,280.00.

     The General Meeting of Shareholders on 8 May 2008 resolved, in line with the proposals of
     the Board of Directors, the following changes in capital:

     1) Increase of the conditional share capital for exercising of option rights granted to employ­
        ees and members of the Board of Directors of the Company or of group companies from
        previously existing CHF 145,000.00 to CHF 215,000.00.
Report FY 2010   Corporate Governance   Financial Report   Other Information                                   43




2) Creation of new conditional share capital for convertible bonds and/or bonds with options
   or other financial market instruments of CHF 150,000.00.

3) Continuation and a respective increase of the authorised share capital of previously exist­
   ing CHF 263,280.00, issuance possible until 28 September 2008, to CHF 270,000.00 and
   issuance possible until 8 May 2010.

As a result of the exercise of 2,750 employee options, the conditional share capital for exer­
cising of option rights granted to employees and members of the Board of Directors has
decreased to CHF 213,625.00 since the General Meeting of Shareholders was held on 8 May
2008. The ordinary share capital has increased by the respective amount of CHF 1,375.00 to
CHF 1,513,095.00. The corresponding changes in the Articles of Association were registered
in the commercial register as of February 2009.


2.5       Shares
The share capital of Meyer Burger Technology Ltd, as of 31 December 2010, was divided into
45,584,723 registered shares (number of registered shares reflected in the commercial reg­
ister as of 31.12. 2010 was 45,159,120) with a nominal value of CHF 0.05 each. All shares are
fully paid­in. Each share is entitled to one vote. All shares are entitled to dividends. The Com­
pany recognises only one entitled party for each share. A share register is kept on the shares
                                                                                                    1 Share:
issued, in which the owners, usufructuaries and nominees of the registered shares are en­
tered along with the name, domicile, address and nationality. The entry in the share register
                                                                                                    1 Vote
depends on identification by means of transfer of the ownership interest or the creation of a
usufruct in the correct form and in accordance with the Articles of Association. The Company
will only consider as shareholders those, who are registered in the share register.


2.6    Participation or bonus certificates
The Company has neither participation nor bonus certificates outstanding.


2.7       Limitations on transferability and nominee registrations
As a matter of principle, the Articles of Association of the Company do not include any
restrictions on transferability.

– Acquirers of registered shares are entered into the share register upon request as share­
  holders with voting rights providing that they expressly declare that they have acquired
  these registered shares on their own behalf and for their own account.

– The Board of Directors may enter nominees with up to a maximum of 3% of the registered
  share capital with voting rights in the share register. In accordance with this regulation,
  nominees are persons who do not expressly declare in the share register entry that they
  hold the shares for their own account and with whom the Board of Directors has entered
  into an agreement to this effect.

– Beyond this limit, the Board of Directors can enter registered shares of nominees with vot­
  ing rights in the share register, if the nominee in question states the name, address and
  shareholdings of those persons for whose account it holds 0.5% or more of the registered
  share capital as recorded in the commercial register.
44                                                                                            Meyer Burger Annual Report 2010




     – Legal entities or partnerships or other associations or joint ownership arrangements which
       are linked through capital ownership or voting rights, through common management or in
       like manner, as well as individuals, legal entities or partnerships (especially syndicates)
       which act in concert with intent to evade the entry restrictions are considered as one
       shareholder or nominee.

     – The entry restrictions also apply to registered shares that were purchased or acquired
       through the exercising of advance subscription rights, options or conversion rights.


     2.8      Convertible bonds, options, share participation programme
     As of 31 December 2010, Meyer Burger Technology Ltd did not have any convertible bonds
     outstanding.

     Option plan (until the end of fiscal year 2009)
     The Board of Directors of the Company has adopted an option plan in fiscal year 2006 for the
     members of the Board of Directors and the members of the Executive Board as well as for
     other key employees within the group. Based on this plan, the Board of Directors granted op­
     tions. The options were granted free of charge and are non­transferable. Each option entitled
     to subscribe to a registered share (nominal value of CHF 0.05) in accordance with the condi­
     tions determined by the Board of Directors. After a defined vesting period, the options could
     be exercised during the exercise period but only, if a valid employment contract or Board
     membership existed. Options that have not been exercised will be forfeited after expiry of the
     exercise period.

     Outstanding options as of 31 December 2010:
     Date of grant          No. of options     Exercise price      Ratio              Vesting period   Exercise period


     12.09.20071            115 500            CHF 20.40           1:1                2 years          14.09.2009–14.09.2011
     04.11.20081            324 700            CHF 15.37           1:1                2 years          04.11.2010 – 04.11.2012
     07.09.20091            526 200            CHF 19.50           1:1                2 years          07.09.2011–06.09.2013
     18.01.20102            234 821            CHF 1.12            1:1                2 years          01.09.2009–31.08.2011
                            2 679              CHF 1.51            1:1                2 years          01.09.2009–31.08.2011
                            20 532             CHF 1.81            1:1                2 years          14.01.2010 –13.01.2012
                            69 251             CHF 2.12            1:1                2 years          14.01.2010 –13.01.2012
                            33 611             CHF 2.12            1:1                2 years          14.01.2010 –13.01.2012
                            115 377            CHF 13.44           1:1                2 years          01.09.2010–31.08.2012
                            136 117            CHF 19.04           1:1                2 years          01.09.2011–31.08.2013
     1
         For the options that had been granted in the years 2007–2009 out of the option programme of Meyer Burger Technology
         Ltd, the number of options and the exercise prices were adjusted in January 2010 in the same ratio (1:10) as the share
         split of the registered shares took place (ratio of 1:10).
     2
         On the date of the merger between the Company and 3S Industry Ltd on 15 January 2010, 3S Industry Ltd had a total
         of 930,050 options outstanding, which were exercisable into one 3S share each. Out of this total, 625,100 of these op­
         tions were directly exercisable, whereas 304,950 options were not exercisable yet. Meyer Burger Technology Ltd allo­
         cated with effect from 14 January 2010, out of the existing share capital of the Company, to the beneficiary owners of
         these options a corresponding amount of options exercisable into shares of the Company in accordance with the ex­
         change ratio of 1.12:1 as agreed in the merger contract. The exercise price was adjusted taking into consideration the
         exchange ratio and the fact that the beneficiaries should not receive worse conditions than under the existing participa­
         tion plans of 3S Industries.
Report FY 2010   Corporate Governance   Financial Report      Other Information                                 45




The 1,578,788 options mentioned in the table correspond to 3.50% of the outstanding ordi­
nary share capital of the Company as of 31 December 2010 (capital registered in the com­
mercial register).

Share participation programme (since fiscal year 2010)
The Board of Directors approved in December 2009 a new share plan (which was applied for
the first time in fiscal year 2010) for the members of the Board of Directors and members of
the Executive Board as well as for other selected employees within the Group. The Board of
Directors determines the individual participants of the plan at its own discrection. Shares may
only be allocated to employees with an employment contract of indefinite term and in posi­
tions not under notice, and to serving members of the Board of Directors, who have not sub­
mitted their resignation.

Each participant receives an individual offer letter, stipulating the number of offered shares
being offered, the acquisition price per share, the payment conditions, the period within
which the participant has to declare acceptance of the offer, as well as the (optional) reten­
tion periods. Within this acceptance period, the participant has to 1) declare acceptance of
the offer, 2) declare, which retention period that was set by the Board of Directors, he/she
wishes to be applied in acquiring the shares, 3) pay the full acquisition price for all shares,
which the participant wishes to acquire. The shares, which the Board of Directors has allo­
cated, have a vesting period of two years and an optional retention period that can be
selected by the participant of either zero, three or five years (following the end of the vesting
period). During the vesting period and the (optional) retention period, the participants cannot
sell (in part or entirely), transfer, pledge or debit the shares in any form. Shares acquired under
this plan forfeit in the event that the employee gives his/her notice or the Company ends the
employment relationship prior to expiration of the vesting period (subject to special situations
such as retirement, death or permanent incapacity for work due to invalidity, etc.). The same
rule applies in the event of the voluntary resignation of a member of the Board of Directors (or
de­selection by shareholders at a Meeting of Shareholders) prior to expiration of the vesting
period.

The Board of Directors is also entitled to set different modalities from the above mentioned
conditions for participants domiciled outside of Switzerland. It will thereby aim for equal treat­
ment of the participants taking into account the tax differences within the different states of
domicile. (Slightly modified conditions are currently applied for employees in Germany (de­
ferred acquisition of ownership, no optional retention period), the USA (no retention period)
and in China and Spain, where employees have been offered so­called phantom­shares.)

Under the share plan, the following number of shares was offered during fiscal year 2010. The
vesting period of these shares started on 1 December 2010.
Date of grant                                 No. of shares         Acquisition price   Vesting period


15.12.2010                                    134 230               CHF 0.05            01.12.2010–30.11.2012

The 134,230 registered shares mentioned in the table correspond to 0.30% of the outstand­
ing ordinary share capital of the Company as of 31 December 2010 (capital registered in the
commercial register).
46                                                                     Meyer Burger Annual Report 2010




     The total amount of share capital for the option and share participation programme together
     amounts to 3.80% of the outstanding ordinary share capital of the Company as of 31 Decem­
     ber 2010.

     3.        Board of Directors
     The Company’s Board of Directors consisted of six members as of 31 December 2010. As
     part of the merger with 3S Industries Ltd, Messrs. Rudolf Samuel Güdel, Rolf Wägli and Prof.
     Dr. Konrad Wegener were newly elected as members of the Board of Directors. Peter Pauli
     and Prof. Dr. Eicke Weber stepped down from the Board as of that date.

     Board of Directors as of 31 December 2010
     Name                                  Born        Position        First elected   Elected until AGM


     Peter M. Wagner                       1953        Chairman        2006            2012
     Dr. Alexander Vogel                   1964        Vice Chairman   1999            2012
     Rudolf Samuel Güdel                   1948        Member          2010            2013
     Heinz Roth                            1954        Member          2009            2012
     Rolf Wägli                            1951        Member          2010            2013
     Prof. Dr. Konrad Wegener              1958        Member          2010            2013



     Peter M. Wagner
     Chairman, non executive member of the Board of Directors, German citizen

     Education     Studies in mathematics and physics at the University of Mainz, DE­Mainz
                   Degree in mathematics
     1978–1987     Software engineer at Alcatel SEL AG (previously Standard Elektrik Lorenz AG),
                   DE­Stuttgart
     1987–1989     Assistant to the Chief Executive Officer of Alcatel SEL AG, DE­Stuttgart
     1989–1995     Head of Business Unit Product Strategies and Synergies, Head of Business Unit
                   Telecommunications Systems at Alcatel SEL AG, DE­Stuttgart
     1995–1998     Managing Director at Wandel & Goltermann Management Holding GmbH,
                   DE­Eningen
     1998          Chief Executive Officer of Wandel & Goltermann Management Holding GmbH,
                   DE­Eningen
     1998–2000     Chief Executive Officer of Wavetek Wandel Goltermann GmbH, DE­Eningen, and
                   President/CEO of Wavetek Wandel Goltermann, Inc., USA­Raleigh/NC
     2000–2004     Chief Executive Officer of debitel AG, DE­Stuttgart
     Since 2004    Independent business consultant, DE­Überlingen
     2007–2008     On ad interim basis: Head of Research & Development at Meyer Burger Ltd,
                   CH­Thun
     Since 2010    On ad interim basis: Chief Operating Officer at AMB Apparate + Maschinenbau
                   GmbH, DE­Langweid

     Since 1990, many mandates as a member of supervisory boards or in similar positions at var­
     ious technology companies and organisations, including: Member of the Board of Directors
     of Deutsche Messe AG, DE­Hanover; member of the Chairmanship of DEKRA e.V., DE­Stutt­
Report FY 2010   Corporate Governance   Financial Report   Other Information                        47




gart; member of the Main Board of Directors of the Bundesverband Informationswirtschaft,
Telekommunikation und neue Medien e.V. (Federal Association of IT, Telecommunications
and New Media), DE­Berlin (BITKOM), and President of the Verband der Anbieter von
Telekommunikations­ und Mehrwertdiensten e.V. (Association of Telecommunications and
Value­Added Services Providers), DE­Cologne/DE­Berlin (VATM); member of the Advisory
Board of the Wissenschaftliche Institut für Kommunikationsforschung (Scientific Institute for
Communications Research), DE­Bonn (WIK).

Current mandates: Chairman of the Board of Directors of DATAGROUP IT Services Holding
AG, DE­Pliezhausen; Chairman of the Board of Directors of KEYMILE International GmbH,
AT­Vienna; Chairman of the Advisory Board of the Stiftung für konkrete Kunst (Foundation for
Concrete Art), DE­Reutlingen.

Details to the services as COO of AMB Apparate + Maschinenbau GmbH are available in
Note 6.32.4 “Related party transactions” on page 133 of this Annual Report.

Dr. Alexander Vogel, LL.M.
Vice Chairman, non executive member of the Board of Directors, Swiss citizen

Education  Studies in business administration and law at the University of St. Gall, CH­St. Gall;
           Dissertation in the area of company and group law
           Research project of the national fund in the area of group law
           Licensed to practice law, licensed notary (Lucerne and Zug)
           Postgraduate studies (LL.M.) at Northwestern University in Chicago,
           USA­Chicago
1992–1999 Associate at law firm meyerlustenberger in Zurich and Zug
           Activities in the areas of company and commercial law, as well as banking, finan­
           cial and capital market law
1994       Active for law firm Mayer Brown & Platt in Chicago, licensed to practice law in
           New York
Since 2000 Partner at law firm meyerlustenberger in Zurich and Zug, Head Practise Group
           commercial and financial market law, various publications and lectures in com­
           mercial and financial market law

Member of the Board of Directors of various medium­sized companies in Switzerland. Mem­
ber of the Board and Secretary of the Swiss Association of Investment Companies (SAIC). No
significant official functions or political offices.

Meyer Burger obtains consultancy services in legal cases from various law firms, including
meyerlustenberger, in which Dr. Vogel is one of several partners. The Executive Board gener­
ally decides on awarding mandates to external lawyers without consulting the Board of Direc­
tors. Further details are available in Note 6.32.4 “Related party transactions” on page 133 of
this Annual Report.
48                                                                      Meyer Burger Annual Report 2010




     Rudolf Samuel Güdel
     Non executive member of the Board of Directors, Swiss citizen

     Education      Studies in machinery construction at the Federal Institute of Technology (ETH)
                    Zurich, CH­Zurich
                    Master degree on thermal machines (Professor Traupel)
     1970           Exchange semester in Korea and practical training in a South Korean power plant
     1972           Training to Officer of Swiss Army
     1973–1979      Efficiency engineer and Assistant to the Manager at the 135­MW­power plant
                    of Alusuisse aluminium plant in Northern Territory, Australia
     Since 1979     Owner and Delegate of the Board of Directors at Güdel Group Ltd (robotic and
                    automation) and Chief Executive Officer of Güdel Ltd, CH­Langenthal

     Member of the Board of Directors of 3S Industries Ltd until the merger with Meyer Burger
     Technology Ltd. Member of the Board of Directors of VDMA Sector Robotics and Visions,
     DE­Frankfurt. Founding member of EUnited, BE­Bruxelles. Member of the Advisory Board of
     University of Applied Science in CH­Berne (BUAS). No further Board of Directors member­
     ships or consultancy activities for important Swiss or foreign organisations. No significant of­
     ficial functions or political offices.

     The Company procures services from/performs services to Güdel Group. The Executive
     Board generally decides on the size of cooperation with Güdel Group without consulting the
     Board of Directors. Further details are available in Note 6.32.4 “Related party transactions”
     on page 133 of this Annual Report.

     Heinz Roth
     Non executive member of the Board of Directors, Swiss citizen

     Education      Business School, Swiss Certified Banker, Graduate of Swiss Banking School
     1977–2002      Various management positions (international and within Switzerland) at Credit
                    Suisse Group, including Key Account Manager Corporate Banking, Head
                    Region Zurich North­West, Member of the Executive Board of Credit Suisse
                    Private Banking and Head Central/Northern/and Eastern Europe, Member of
                    the Executive Board of Credit Suisse Financial Services and CEO Private
                    Banking Switzerland
     2002           Executive Program at Stanford University
     Since 2003     Independent business consultant specialised on the financial sector (man­
                    dates as member of the Board of Directors and mandates on a project basis)

     Member of the Board of Directors of Vontobel Holding Ltd, CH­Zurich, and of Bank Vontobel
     Ltd, CH­Zurich, from 2004 until 2009 (Member of Audit Committee, Chairman of IT Commit­
     tee). Member of the Board of Directors of Walter Meier Ltd, CH­Schwerzenbach (Chairman
     of Audit Committee). Member of the Board of Directors of Banca Arner SA, CH­Lugano.
     Member of the Board of Directors of various non listed companies in Switzerland and mem­
     ber of different foundation boards. President of the foundation Davos Festival. No significant
     official functions or political offices.

     No significant business relationship with the Company or one of its group companies.
Report FY 2010   Corporate Governance   Financial Report   Other Information                        49




Rolf Wägli
Non executive member of the Board of Directors, Swiss citizen

Education        Business School, Swiss Certified Banker
1976–1990        Activities in Investment Banking and Private Banking with broad international
                 experience, including ten years in management capacities. Positions in Swit­
                 zerland and internationally at Credit Suisse, Bank Cantrade, Rothschild, Inter­
                 allianz­Bank, Grindlays and at the Swiss Banking Institute Zurich
Since 1990       Independent asset manager (R. Wägli & Cie Ltd) for international private clients
Since 2000       Founder and Chairman of the Board of Directors of New Value Ltd, CH­Zurich, a
                 private equity investment company, listed on the SIX Swiss Exchange
2003–2009        Chairman of the Board of Directors of 3S Industries Ltd, CH­Lyss

Member of the Board of Directors of 3S Industries Ltd (Chairman) until the merger with Meyer
Burger Technology Ltd. Chairman of the Board of Directors of New Value Ltd, Zurich. Mem­
ber of the Board of Directors of various medium­sized companies in Switzerland. No signifi­
cant official functions or political offices.

No significant business relationships with the Company or one of its group companies.

Prof. Dr. Konrad Wegener
Non executive member of the Board of Directors, German citizen

Education        Studies in machinery construction and doctorate in the equation of material
                 behaviour of plastics at the Technische Universität (TU) Braunschweig,
                 DE­Braunschweig
1990–1999        Schuler Pressen GmbH & Co. KG, DE­Göppingen
                 Tasks in restructuring the construction departments
                 Head of project planning for series machines
                 Divisional Head of technical services
                 Preparation of Schuler’s engagement in laser technology
1999–2003        Technical CEO of Schuler Laser Technology, DE­Heusenstamm. Development
                 and construction of large­scale welding installations for the ship building and
                 aviation industries, as well as welding and cutting equipment for applications
                 in the construction of vehicle bodywork and fabric cutting machinery
                 Lecturer on tensor calculation and continuum mechanics at TU Braunschweig,
                 and on metal forming technology and machinery in Darmstadt
Since 2003       Professor for production technology and tool machinery at the Federal Insti­
                 tute of Technology (ETH) Zurich, CH­Zurich
                 Head of the IWF (Institute for tool machinery and production) as well as inspire
                 Ltd, a transfer centre for production technology at the ETH Zurich

Member of the Board of Directors of 3S Industries Ltd until the merger with Meyer Burger
Technology Ltd. Member of the Board of the Swiss Association for Welding Technology,
member and Delegate of the Board of Directors of inspire Ltd, Zurich. No significant official
functions or political offices.

No significant business relationship with the Company or one of its group companies.
50                                                                       Meyer Burger Annual Report 2010




     Executive activities for the Company or one of its group companies
     The non executive members of the Board of Directors, Dr. Alexander Vogel, Rudolf Samuel
     Güdel, Heinz Roth, Rolf Wägli, and Prof. Dr. Konrad Wegener have never been members of
     the Executive Board of the Company or one of the group companies. Peter M. Wagner acted
     as Head of Research & Development at Meyer Burger Ltd on an ad interim basis from July
     2007 until mid­December 2008 and has been acting as COO of AMB Apparate + Maschinen­
     bau GmbH since May 2010.


     3.1       Elections and terms of office
     In accordance with the Articles of Association of the Company, the Board of Directors con­
     sists of one or more members. The members of the Board of Directors are elected individu­
     ally for a term of office of three years up to and including the next Annual General Meeting.
     Re­election is possible. The term of office of a member of the Board of Directors will, how­
     ever, end irrevocably on the date of the Annual General Meeting following the 70th birthday
     of the particular member of the Board of Directors.

     At the Extraordinary Meeting of Shareholders, held on 14 January 2010, Messrs Rudolf
     Samuel Güdel, Rolf Wägli and Prof. Dr. Konrad Wegener were newly elected as members of
     the Board of Directors (in individual elections) for a term of office of three years. Peter Pauli
     and Prof. Dr. Eicke Weber, previously members of the Board of Directors, had agreed to step
     down from the Board as per 14 January 2010, if the merger with 3S Industries Ltd became
     effective.


     3.2     Internal organisation
     The Board of Directors constitutes itself. It shall choose a Chairman, one or more Vice Chair­
     man, the members of the Committees and a Secretary. The latter need not be a member of
     the Board of Directors. If the CEO is a member of the Board of Directors, he will take the role
     as Delegate of the Board of Directors. Peter M. Wagner has been in office as Chairman of the
     Board of Directors since September 2006, Vice Chairman is Dr. Alexander Vogel.

     The Board of Directors holds ordinary Board meetings at least four times per year (usually at
     least one meeting per quarter). Additional meetings are held as often as necessary. The
     meetings of the Board of Directors usually last between half a day to an entire day. In fiscal
     year 2010, the Board of Directors held six Board meetings, one telephone conference and
     passed two resolutions by means of circular resolution. The CEO and the CFO participated
     at five of the meetings.

     The Board of Directors can introduce permanent or ad hoc Committees for the preparation
     of individual resolutions, for the performance of certain control functions, or for other special
     tasks. The Committees do not have decision authority, except for special decisions by the
     Board of Directors in particular cases.

     The Board of Directors formed three permanent Committees, the Risk & Audit Committee,
     the Nomination & Compensation Committee and the Mergers & Acquisitions Committee. The
     duration of the Committee meetings depends on the issues discussed.
Report FY 2010   Corporate Governance   Financial Report   Other Information                      51




In addition, the Board of Directors formed a Construction Committee, which accompanies
the construction planning of the new headquarters of MB Wafertec (Meyer Burger Ltd).
Furthermore, the Board of Directors formed a Technology Advisory Board in fiscal year 2010.
The duration of the meetings of the Construction Committee and of the Technology Advisory
Board depends on the issues discussed.


3.3      Risk & Audit Committee
Committee members during fiscal year 2010: Heinz Roth (Chairman), Peter M. Wagner and
Dr. Alexander Vogel.

The R&A Committee is responsible for the arrangement of accounting, the monitoring of the
assessment of risks within the group and the internal control system IKS. The Committee is
also responsible for the inspection of the annual financial statements and of other financial
information, of insurances, business activities with regard to compliance, the services, inde­
pendence and fees of the auditors and their recommendations, as well as the services and
fees for consulting mandates.

The Committee meets as often as business requires, but at least three times a year. The Chief
Financial Officer usually participates in these meetings. Other members of the Board of Direc­
tors, the Chief Executive Officer or other members of the Executive Board, representatives of
the external auditors or other specialists may also be invited to these meetings. The decision
thereto is with the Chairman of the R&A Committee. The appointment of assignments to third
parties requires the approval of the Board of Directors or, in urgent cases, of the Chairman of
the Board of Directors. The Committee meets at least twice per year with representatives of
the external auditors. During the length of such a meeting with the auditors none of the mem­
bers of the Executive Board shall be present.

In fiscal year 2010, the R&A Committee held three meetings which lasted between 3.5 to 5
hours, and there were five telephone conferences. The CFO participated at all the meetings
and at two of the telephone conferences. The external auditors participated at two of the
meetings. No other external advisors participated in any of the meetings.


3.4    Nomination & Compensation Committee
Committee members during fiscal year 2010: Rolf Wägli (elected as Chairman at the
Board meeting on 25 February 2010, assumed role as Chairman on 24 March 2010), Rudolf
Samuel Güdel, Dr. Alexander Vogel (Chairman until 24 March 2010) and Peter M. Wagner.

The N&C Committee is in charge of the process for the selection of new members of the
Board of Directors and the application process for new members of the Board of Directors
and the Executive Board. In addition, the Committee proposes the compensation for the
members of the Board of Directors and the Committees of the Board of Directors, as well as
for the members of the Executive Board. Finally, the Committee is responsible for the inspec­
tion, proposal and monitoring of the implementation of option and share participation plans,
as well as for the planning of successors at the highest level of management.
52                                                                    Meyer Burger Annual Report 2010




     The Committee meets as often as business requires (usually at least four times per year). The
     Chairman of the Committee can invite members of the Executive Board, members of the
     management of significant subsidiaries or third parties to the meetings. The appointment of
     assignments to third parties requires the approval of the Board of Directors or the Chairman
     of the Board of Directors.

     In fiscal year 2010, the N&C Committee held seven meetings and three telephone confer­
     ences. The CEO and the CFO participated at one of the meetings. No external advisors par­
     ticipated in any of the meetings.


     3.5      Mergers & Acquisitions Committee
     Committee members during fiscal year 2010: Peter M. Wagner (Chairman), Heinz Roth,
     Dr. Alexander Vogel and Rolf Wägli.

     The M&A Committee is responsible for the preliminary evaluation of material investments (no­
     tably purchases of companies) and divestments. It is also responsible for the monitoring and,
     if needed, the support of the Executive Board in terms of preparation, valuation and pricing,
     and negotiations in conjunction with investments/divestments and important financial trans­
     actions. In addition and whenever needed, the M&A Committee will support the Executive
     Board in the implementation and integration of investment projects.

     The Committee meets as often as business requires. The CEO and if possible the CFO usu­
     ally participate at the meetings of the M&A Committee. The Chairman of the Committee can
     invite other members of the Board of Directors, other members of the Executive Board, other
     members of the management of significant subsidiaries or third parties to the meetings. The
     appointment of assignments to third parties requires the approval of the Board of Directors
     or the Chairman of the Board of Directors.

     In fiscal year 2010, the M&A Committee held one meeting and four telephone conferences.
     The CEO participated at each of the telephone conferences, the CFO at the one meeting and
     at three of the telephone conferences. The Committee has selectively invited external advi­
     sors to support them in certain projects.


     3.6     Construction Committee
     Committee members during fiscal year 2010 (since February 2010): Rudolf Samuel Güdel
     (Chairman), Heinz Roth and Dr. Alexander Vogel.

     The Committee was established by the Board of Directors in February 2010 and supervises
     the construction planning of the new headquarters of Meyer Burger Ltd in Thun. The Com­
     mittee accompanies and supports the Project Steering Board of the Executive Board of MB
     Wafertec (Meyer Burger Ltd), Thun. It supervises the operations of the project management
     and controls the financing of the project.

     The Committee has continuously accompanied the project and examined the regular, written
     reports of the project management. Thereafter, the Committee reported about the project at
     the next meeting of the Board of Directors. In fiscal year 2010, there were three telephone
     conferences with all members of the Committee and several decisions were taken by circu­
     lar resolution.
Report FY 2010   Corporate Governance   Financial Report   Other Information                       53




3.7       Technology Advisory Board
Committee members during fiscal year 2010 (since February 2010): Prof. Dr. Eicke Weber
(Director of the Fraunhofer Institute for Solar Energy Systems ISE, DE­Freiburg, and Professor
of Mathematics and Physics and of Applied Sciences at the Albert Ludwigs University,
DE­Freiburg), Dr. Patrick Hofer­Noser (Chief Technology Officer and Deputy CEO of Meyer
Burger Technology Ltd), Sylvère Leu (Chief Innovation Officer of Meyer Burger Technology Ltd),
Ralf Preu (Head of PV production technology and quality assurance at the Fraunhofer Institute
for Solar Energy Systems ISE, DE­Freiburg) and Prof. Dr. Konrad Wegener (Professor for pro­
duction technology and tool machinery at the Federal Institute of Technology (ETH) Zurich,
CH­Zurich, and Head of the IWF and of inspire Ltd, a transfer centre for production technology
at the ETH Zurich; Member of the Board of Directors of Meyer Burger Technology AG).

The Technology Advisory Board was established by the Board of Directors in February 2010.
The Advisory Board will usually meet four times per year for meetings that shall last for an en­
tire day; three meetings were held in fiscal year 2010. The Technology Advisory Board en­
sures that the Board of Directors and the Executive Board are aware of the development
trends in the solar industry and of potential new processes, in order for Meyer Burger Group
to invest into the most promising industry potentials at the right time. The Advisory Board can
act in an advisory capacity during M&A projects, if it is mandated by the Executive Board to
do so. The Technology Advisory Board focuses on processes along the value chain of Pho­
tovoltaic, which have a competitive advantage with regards to cost of ownership and poten­
tial further cost reductions. The Advisory Board regularly informs the Board of Directors and
the Executive Board and prepares a detailed report regarding the R&D activities of Meyer
Burger Group once per year (towards the end of the year).


3.8      Definition of areas of responsibility
The main tasks of the Board of Directors are the determination and periodic inspection of the
corporate strategy, Company policy, as well as the organisation (including controlling sys­
tems) of the group, the control of the operative management and of the risk management. In
addition, it is responsible for the periodic assessment of its own performance and that of the
Executive Board.

In general, the Board of Directors has fully delegated the operational management of the
group to the CEO and the Executive Board, respectively.

The Board of Directors explicitly reserved the approval of the following circumstances to it­
self:
– Incorporation/financing/closing of subsidiaries; investments into/divestments of participa­
   tions, changes in participation quotas or of share ownership ratios; purchase of a busi­
   ness or a company or parts thereof through the acquisition of assets or of assets and
   liabilities (including workforce); opening balance sheet of business parts that shall be
   transferred to subsidiaries, as well as concept and main details of contracts between
   group companies
– Contracts/cancellation of contracts regarding strategic alliances that have an influence on
   the business scope, geographic scope or the capital structure of Meyer Burger Technol­
   ogy Ltd or any of its group companies
54                                                                      Meyer Burger Annual Report 2010




     – Decisions on business affairs that are of major importance to Meyer Burger Group
     – Individual expenditures, investments, divestments; sale of assets, abandonment of plants
       or assets, liquidation of investments, waiving of receivables; grant of sales reductions or
       adjustments to invoices as long as there is assurance that defined budgeted targets
       (Sales, EBIT) for the year are reached; write­off of receivables as long as there is assurance
       that defined budgeted targets (Sales, EBIT) for the year are reached: Above CHF 1.5 mil­
       lion, if included in the budget; above CHF 1 million, if not included in the budget
     – Agreements to and allowance of letter of comforts and guarantees
     – Credit limits, loans to third parties
     – Financing transactions (bank loans, bonds issues), leasing above CHF 5 million
     – Structured financing transactions
     – Decisions concerning communication (Identity, design, branding, communication policy,
       marketing communication strategy)
     – Personnel and salary policy of the group
     – Wage negotiations and social plans for the group
     – Appointment, dismissal and compensation of members of the Executive Board
     – Employment conditions for highest level of management positions
     – Share and option programmes, including programmes of profit sharing for associates and
       employees
     – Principles for pension plans and social benefits
     – Large restructuring programmes

     Members of the Board of Directors and the members of the Executive Board of the Company
     have joint signature authority.



     3.9      Information and control instruments vis-à-vis the Executive Board
     The Board of Directors receives from the Executive Board a report on business development
     and on the key figures for all group companies, every month as part of a structured informa­
     tion system. The information relates in particular to:
     – Detailed monthly reports and consolidated monthly financial statements (including key fig­
        ures for the group)
     – Information on incoming orders, order backlog, situation of inventory, production data,
        development of employees, liquidity of the group

     The members of the Board of Directors also receive the following information on a quarterly
     basis and during Board meetings:
     – Consolidated quarterly financial statements and quarterly reports (financial figures are
       compared with the budget and the results for the previous year’s period)
     – Interim reports on the course of business at each meeting of the Board of Directors
     – Information on the business and market development at each meeting of the Board of
       Directors
     – Appropriate information with regard to events, which concern the internal control system
       and the risk management, respectively, at each meeting of the Board of Directors
Report FY 2010   Corporate Governance   Financial Report   Other Information                           55




At those Board of Directors’ meetings, at which financial results are discussed, both the CEO
and the CFO participate during the meetings.

During Board meetings, each member of the Board of Directors can request information from
the other members of the Board, as well as from the members of the Executive Board on all
affairs of the Company. Outside of Board meetings, each member of the Board of Directors can
request information on the course of business or important business transactions from the
CEO, the CFO or from other members of the Executive Board. If approved by the Chairman,
the members of the Board of Directors can also contact members of the management of group
companies and request access to business documents. In case that the Chairman denies such
contact or access to documents, the Board of Directors will decide upon the matter.

The Board of Directors approved an optimised internal control System (“IKS”), which has be­
come effective as of 1 January 2009. The IKS applies a risk oriented approach (focused on
major risks and control). The scope of the IKS depends on the size and risks of each subsid­
iary within the group. Each subsidiary of Meyer Burger is classified as a “Full Scope” or “Lim­
ited Scope” company. This classification is reviewed once per year. For the Full Scope com­
panies, the key risks are continuously monitored and every three years, all control measures
of the major processes that are relevant for the financial reporting will be reviewed with re­
gards to their effectiveness. For the Limited Scope companies, the controls shall be executed
in accordance to a plan that will be defined on a yearly basis. On the group level, controls are
implemented with regards to the consolidated financial statements of the group.

The following processes were defined as financially relevant: Sales, materials management,
production, fixed assets, payroll accounting, finance department, information technology. For
each of these processes, a particular IKS person has been defined as the responsible person
for the process. For an evaluation of the companywide controls in accordance with the
scope, the Executive Board of each group subsidiary executes a self­assessment each year
during the first half of the year. Measures that result out of the evaluation are implemented
until the end of the respective year. The Board of Directors receives an IKS report once per
year. The external auditors also audit as part of their annual audit the compliance of IKS regu­
lations and report their conclusions directly to the Risk & Audit Committee as well as to the
Board of Directors.

The Company also has an internal audit, which is independent and reports directly to the Risk
& Audit Committee. The internal audit ensures that it is continuously informed about all im­
portant activities, plans, projects, instructions, rules, regulations, etc. of the group. To ensure
the effectiveness of its supervisory tasks, the internal audit can conduct audits, review any
document and demand that all information it asks for is provided. The internal audit is obliged
to immediately report possible irregularities or fundamental shortcomings to the Risk & Audit
Committee. It defines a detailed audit programme (in respect of business affairs, timing, per­
sonnel involved) once per year, which has to be approved by the Risk & Audit Committee
prior to the conduct of the audit. The results of each audit have to be reported to the Risk &
Audit Committee in written format (as an audit report). Once per year, the Risk & Audit Com­
mittee also receives a written report, reflecting the activities of the internal audit. The internal
audit strives for a cooperation with the external auditors that ensures both, a maximal bene­
fit of the cooperation and a mutual independence of both parties.
56                                                                              Meyer Burger Annual Report 2010




     Board of Directors




     From top left to bottom right: Peter M. Wagner, Dr. Alexander Vogel, Heinz Roth, Rudolf Samuel Güdel,
     Rolf Wägli, Prof. Dr. Konrad Wegener
Report FY 2010   Corporate Governance      Financial Report   Other Information                    57




Executive Board




From top left to bottom right: Peter Pauli, Dr. Patrick Hofer­Noser, Michel Hirschi, Sylvère Leu
58                                                                            Meyer Burger Annual Report 2010




     4.        Executive Board
     The Executive Board of Meyer Burger Technology Ltd consisted of two members, Peter Pauli,
     CEO, and Michel Hirschi, CFO until 14 January 2010. The Executive Board was expanded as
     part of the merger with 3S Industries Ltd, which was approved by the Extraordinary Meeting
     of Shareholders on 14 January 2010. Since that date, the Executive Board of the Company
     has been consisting of four members.

     Executive Board as of 31 December 2010
     Name                                 Born      Position                                    Member since


     Peter Pauli                          1960      Chief Executive Officer                     2002
     Michel Hirschi                       1967      Chief Financial Officer                     2006
     Dr. Patrick Hofer­Noser              1966      Chief Technology Officer, Deputy CEO        2010
     Sylvère Leu                          1952      Chief Innovation Officer                    2010



     Peter Pauli
     Chief Executive Officer, Swiss citizen

     Education  Mechanical engineer
                Graduate FH engineer in mechanical engineering, specialising in plant
                engineering
                Postgraduate studies in industrial engineering specialising in business
                management
                Advanced Management Program, INSEAD
     1985–1990 Assistant to the Executive Board and Head of IT at Transelastic AG, CH­Wall­
                bach (subsidiary of Siegling Group)
     1990–1995 Manager and member of the Executive Board at Transelastic AG, CH­Wallbach
     1995–2000 Management responsibility at Siegling (Switzerland) as part of the takeover by
                Forbo (1995), responsible for the Extremultus product group within Siegling Group
     2000–2002 Responsible for the European sales and service organisations as Head of Sales
                & Marketing at Siegling GmbH in DE­Hanover
     2002–2010 Chief Executive Officer (CEO) and member of the Board of Directors of the Com­
                pany (until 14 January 2010) and of Meyer Burger Ltd
     Since 2008 Member of the Swisscanto Advisory Board for Sustainability of Swisscanto
                Fondsleitung AG
     Since 2010 Chief Executive Officer (CEO) and member of the Executive Board of the
                Company

     Peter Pauli is a member of the Board of Directors or of the Executive Board of different group
     companies of Meyer Burger Technology Ltd. During fiscal year 2009 and until the Extraordi­
     nary Meeting of Shareholders on 14 January 2010, he was also member and Delegate of the
     Board of Directors of Meyer Burger Technology Ltd. No further Board of Directors member­
     ships or consultancy activities for important Swiss or foreign organisations. No significant
     official functions or political offices.
Report FY 2010   Corporate Governance    Financial Report   Other Information                    59




Michel Hirschi
Chief Financial Officer, Swiss citizen

Education        Business School (banking industry)
                 Training in programming and analysis
                 BSC Economics and Business Administration, College of Higher Education
                 Executive Master of Corporate Finance, College of Higher Education Central
                 Switzerland
1983–1993        Analyst and Programmer at Valiant Bank in CH­Berne
1995–1997        Team Leader/Project Leader of a BPR project at the newly formed banking in­
                 formation­outsourcing company RBA­Service Ltd in Gümlingen, CH­Berne
1997–1999        Profit Centre Controller at Swatch Ltd, CH­Biel, for profit centres FlikFlak,
                 Swatch Telecom and Swatch Access
1999–2002        Head of Controlling at Swisscom Group, CH­Berne, responsible for supervis­
                 ing the business unit International Business Solutions, project participation
                 and Project Manager, inter alia for a project involving the development of a
                 completely new value flow model in SAP R/3
2001–2003        Member of the Board of Directors of Comsol Ltd, CH­Berne
2002–2006        Chief Financial Officer, responsible for Finance, Administration and Human
                 Resources and member of the Executive Board at Infonet Schweiz AG,
                 CH­Berne (joint venture between Swisscom and Infonet USA)
2006–2010        Member of the Executive Board and CFO of Meyer Burger Ltd
Since 2005       Member of the Board of Directors and member of the Audit Committee at
                 Zurmont Finanz AG, CH­Zug (Zurmont Capital I)
Since 2006       Chief Financial Officer and member of the Executive Board of the Company

Michel Hirschi is a member of the Board of Directors and/or of the Executive Board of differ­
ent group companies of Meyer Burger Technology Ltd. Member of the Board of Directors and
member of the Investment Committee of Zurmont Madison Management AG. Member of the
Board of Directors and of the Audit Committee of CLS Corporate Language Services Hold­
ing AG. No further mandates for Board memberships or consulting activities for important
Swiss or foreign organisations. No significant official functions or political offices.
60                                                                    Meyer Burger Annual Report 2010




     Dr. Patrick Hofer-Noser
     Chief Technology Officer and Deputy CEO, Swiss citizen

     Education    Electronic and machinery engineer
                  Diploma electro engineer, ETHZ
                  Doctorate in power electronics and drive technology at the professorship of
                  Prof. Dr. Hugel, at ETHZ
     1993–1997    Assistant professor for electrotechnical development and construction at the
                  ETH Zurich
                  Studies and diploma theses, assistance with expertises
                  Preparation of lectures and exercise courses in electrotechnology, conducting
                  practical trainings and lecture courses
                  Research activities with ABB transport systems in power electronics for traction
                  applications
     1998–2000    Head Electrotechnology at Atlantis Water Desalination AG, CH­Berne
                  Design, realisation of large PV projects
                  Product modifications to conform with UL Norms 1703 and 790
                  Quality monitoring of manufacturing in Switzerland and the USA
                  Responsible for IT including computer network
                  Construction of a laminator for the photovoltaic industry
     2001–2008    Founding member of 3S and Chief Executive Officer of 3S Industries Ltd,
                  CH­Lyss
     2008–2010    Delegate of the Board of Directors and Chief Executive Officer of 3S Industries
                  Ltd, CH­Lyss
     Since 2010   Chief Technology Officer (CTO) and member of the Executive Board of the
                  Company, Deputy CEO

     Member of the Board of Directors of 3S Industries Ltd (Delegate) until the merger with Meyer
     Burger Technology Ltd. Dr. Patrick Hofer­Noser is a member of the Board of Directors and/or
     of the Executive Board of different group companies of Meyer Burger Technology Ltd. Mem­
     ber of the Board of Directors of Güdel Group Ltd, CH­Langenthal. No further mandates for
     Board memberships or consulting activities for important Swiss or foreign organisations. No
     significant official functions or political offices.
Report FY 2010   Corporate Governance   Financial Report   Other Information                      61




Sylvère Leu
Chief Innovation Officer, Swiss citizen

Education        Engineer (dipl. El.­Ing. ETH) Federal Institute of Technology (ETH) Zurich,
                 CH­Zurich
                 BSC in Economics and Business Administration at University St. Gall (lic. oec.
                 HSG), CH­St. Gall
1975–1978        BBC Baden, project planning for large power plants
1979–1986        Assistant of production management board and Head of controlling for manu­
                 facturing plants at Hilti Ltd, LI­Schaan
                 University lecturer at University St. Gall (HSG)
1986–1988        Managing Director at Elmess (turnaround situation)
                 Development, manufacturing and sales of electronic measurement systems
                 Realignment of electromechanical instruments to electronic instruments
                 (memobox)
1989–1997        Member of the Executive Board at Fabrisolar Ltd, CH­Schwerzenbach
                 (turnaround situation)
                 Manager of four Business Units: Photovoltaik, Power supply, EMC and Real
                 time image processing. Construction of the first grid­tied PV system in
                 Switzerland
                 Co­owner EMC test centre (MBO from Contraves), from 1995–2005
1997–2001        Foundation and Managing Director Fabrisolar Ltd, CH­Küsnacht. MBO from
                 Fabrimex AG. Sold to Suntechnics HH in 2001 (Conergy Group)
2001–2005        Managing Director Suntechnics GmbH, DE­Hamburg (subsidiary of Conergy
                 Group), Development of the first PV MW power plants
                 Development of engineering and sales departments in 7 countries
2006–2008        Managing Director Conergy SolarModule GmbH, DE­Frankfurt/Oder
                 Development of the first fully integrated production line with wafer, cell and
                 module manufacturing
2008–2010        Chief Operating Officer of 3S Industries Ltd, CH­Lyss
Since 2010       Chief Innovation Officer (CIO) and member of the Executive Board of the
                 Company

Member of the Board of Directors of Cipetec Ltd Consulting, CH­Schönenberg. No further
mandates for Board memberships or consulting activities for important Swiss or foreign or­
ganisations. No significant official functions or political offices.


4.1     Management contracts
There are no management contracts between Meyer Burger Technology Ltd or any of the
group companies and third parties.
62                                                                                       Meyer Burger Annual Report 2010




     5.       Compensation, shareholdings and loans
     5.1      Contents and method in fiscal year 2010
     Non executive members of the Board of Directors:
     The non executive members of the Board of Directors receive compensation in the form of a
     Board of Directors fee, which is usually proposed on an annual basis by the Nomination &
     Compensation Committee and is decided upon by the entire Board of Directors using dutiful
     judgment. The total compensation is based on the exposure and responsibilities of each
     individual member (Board of Directors: Chairman, Vice Chairman, Member; Committees:
     Chairman, Member). The compensation is paid in cash and/or in form of shares with a vest­
     ing period of two years and a optional retention period of zero, three or five years, following
     the vesting period (until and including fiscal year 2009, it was in form of options with a vest­
     ing period of two years). The compensation to the members of the Board of Directors is not
     bound to specific targets of the Company.

     For fiscal year 2010, the non executive members of the Board of Directors received their com­
     pensation in cash and in shares. The vesting period for the shares started on 1 December
     2010. The main details of the share participation programme are mentioned in section “2.8
     Convertible bonds, options and share participation programme” on page 44 of this report.

     For fiscal year 2010, the Board of Directors fees (cash) for the members of the Board and of
     the Committees were set as follows:
     Chairman of the Board of Directors               CHF 150 000 (2009: CHF 88 000)
     Vice Chairman of the Board of Directors          CHF 58 000 (2009: CHF 58 660)
     Member of the Board of Directors                 CHF 55 000 (2009: CHF 58 660)
     Chairman of Committee                            CHF 23 000 (2009: CHF 1500 for each physical meeting per com­
                                                      mittee)1
     Member of Committee                              CHF 15 000 (2009: CHF 1000 for each physical meeting per com­
                                                      mittee)1
     1
         Committee members partly or entirely waived the payment per meeting during fiscal year 2009 due to the challenging
         economic situation

     The fee for the Chairman of the Board of Directors was raised in fiscal year 2010 to reflect the
     expansion of Meyer Burger Group and the associated duties/responsibilities of the Chairman.
     The changes in the total amount of compensation for the members of the Board of Directors
     (please refer to page 131 in the financial statements of this Annual Report) are mainly due to the
     changes in compensation as a member of a Committee and due to the differences in valuation
     between the allocated shares (in fiscal year 2010) and the allocated options in the previous fis­
     cal year.

     Members of the Executive Board:
     The compensation for the members of the Executive Board is verified and proposed to the
     Board of Directors by the Nomination & Compensation Committee together with the Chief
     Executive Officer. The total compensation is decided upon by the entire Board of Directors,
     usually once a year. When discussing the compensation of the CEO (who also was a member
     of the Board of Directors and acted as its Delegate in fiscal year 2009 and until 14 January
     2010), the CEO is not included in the discussion. The other members of the Executive Board
     do not participate during the time of the Board meeting, when the Board of Directors dis­
     cusses their compensation.
Report FY 2010   Corporate Governance   Financial Report   Other Information                        63




The compensation for the members of the Executive Board includes a base salary in accor­
dance with their responsibilities and a variable, performance­related component (cash
bonus). The base salary is fixed at the beginning of the year and will not be changed during
the reporting period.

A target bonus is defined for each member of the Executive Board. This target bonus forms
the basis for the calculation of the effective cash bonus. The amount of bonus for the CEO and
the CFO is determined on overall and financial targets of the Company (in fiscal year 2010: Net
Sales, EBITDA) with a weighting of 70%, and on individual “non financial” targets (e.g. targets
for specific projects, product market launches, development of certain markets) that are
weighted with 30%. There will be no bonus paid, if the financial targets are not achieved by
80% or more. In case of an 80% or more achievement, the amount of bonus will be calculated
on a linear basis to the target. The effective bonus can reach 150% of the target bonus as a
maximum. As part of the merger with 3S Industries Ltd, the Executive Board of Meyer Burger
Technology Ltd was expanded by two Executive members of the merged company. The two
new members of the Executive Board hold the positions of CTO and CIO. To ensure a smooth
integration of 3S Industries Ltd and its subsidiaries, the target weightings for the CTO and CIO
for fiscal year 2010 have been adjusted with targets for the previous 3S Group. Their target
weightings were: 40% financial targets of the Company, 30% financial targets of the previous
3S Group, 30% individual “non financial” targets. For fiscal year 2011, the target weightings for
the CTO and CIO will be brought in line with those of the CEO and CFO.

For fiscal year 2010, the allotment of the performance­related component (bonus in cash) as
a percentage of the base salary was 119% for the CEO (2009: 100%) and between 67% to
78% for the other members of the Executive Board (2009: 47% for the CFO).

In addition, the Board of Directors can issue shares (until fiscal year 2009: options) to the
members of the Executive Board as well as to other members of the management team, de­
pending on management level and individual function, to reward their achievements and for
the purpose of retaining key contributors. The amount of shares allocated during fiscal year
2010 has been decided by the Nomination & Compensation Committee, based on a special
decision by the Board of Directors, and was finally approved by the Board of Directors. The
Company also pays certain allowances in kind and social benefits. The amounts for the base
salaries, for the performance­related components and for the possible allotment of shares is
decided upon by the entire Board of Directors, based on the proposal by the Nomination &
Compensation Committee, using dutiful judgement. The Board of Directors did neither use
external consultants nor particular surveys, when deciding upon these amounts.

The changes in the total amount of compensation for the members of the Executive Board
(please refer to page 133 in the financial statements of this Annual Report) are mainly due to
the expansion of the Executive Board as well as due to the differences in valuation between
the allocated shares (in fiscal year 2010) and the allocated options in the previous fiscal year.

Neither the members of the Board of Directors nor the members of the Executive Board have
any contracts with specific severance payments or contracts with particularly long termina­
tion terms (contracts with the members of the Executive Board have termination terms of six
and twelve months, respectively).
64                                                                        Meyer Burger Annual Report 2010




     The shares allocated in December 2010 forfeit

     a) in the event that the employee gives his/her notice or ends the employment relationship
        prior to the expiration of the vesting period (2 years). Exceptions to this rule are the ending
        the employment relationship as a result of retirement, death or permanent incapacity for
        work due to invalidity on the part of the eligible employee and where the employee gives
        his/her notice with valid reasons for which the employer must bear responsibility (along the
        lines with Article 340c of the Swiss Code of Obligations)
     b) in the event that the employer gives notice to terminate the working relationship prior to
        expiration of the vesting period. Exceptions to this rule are the giving of notice where the
        employee has not provided valid reasons (along the lines with Article 240c of the Swiss
        Code of Obligations), in particular the giving of notice for financial/economic reasons
     c) in the event of the voluntary resignation of a member of the Board of Directors, or de­
        selection (assuming that this is on justified reasons attributable to the member of the
        Board of Directors in question) by a Meeting of Shareholders prior to expiration of the vest­
        ing period (2 years), to the extent the resignation is not at the request of the Company and
        there are no valid reasons for this attributable to the member of the Board of Directors.
     d) in the event that shares forfeit, the eligible participant receives reimbursement in the
        amount of the acquisition price paid, without interest. Members of the Board of Directors,
        members of the Executive Board and employees are all treated equally.


     5.2       Compensation, shareholdings and loans
     Details to the compensation, shareholdings and loans to acting and former members of the
     Board of Directors and of the Executive Board are reported in detail within the financial state­
     ments of this Annual Report on pages 131 to 136.


     6.       Shareholders’ participation rights
     6.1      Voting rights restrictions and representation
     Each share is entitled to one vote. The shareholder rights can be exercised by anyone who is
     registered in the share register as a shareholder 30 days prior to the General Meeting of
     Shareholders and who has not sold his shares until the end of the General Meeting of Share­
     holders.

     A shareholder may be represented at the General Meeting of Shareholders by a person with
     written power of attorney, who does not need to be a shareholder. All shares held directly or
     indirectly by a shareholder can only be represented by one person. For voting rights of nom­
     inees please refer to section “Limitations on transferability and nominee registrations” on
     page 43 of this Annual Report.


     6.2       Statutory quorums
     The General Meeting of Shareholders drafts its resolutions and performs its votes on the
     basis of the absolute majority of the voting rights represented. At least two thirds of the votes
     represented and the absolute majority of the nominal value of shares represented is required,
     among others, for resolutions in accordance with Article 704 paragraph 1 and 2 of the Swiss
     Code of Obligations (OR).
Report FY 2010   Corporate Governance   Financial Report   Other Information                        65




6.3       Convocation of a General Meeting of Shareholders
The convocation of a General Meeting of Shareholders will take place by means of the pub­
lication of an invitation in the Swiss Official Gazette of Commerce at least 20 days prior to the
date of the Meeting. In addition, shareholders who are registered in the share register will re­
ceive a written invitation from the Company to participate at the General Meeting of Share­
holders. The invitation must include the motions and the proposals by the Board of Directors
and of those shareholders, who have requested either the convocation of a Meeting or the in­
clusion of a certain motion on the agenda.


6.4     Agenda
Shareholders representing shares that account for at least 10% of the voting rights may re­
quest the inclusion of an item on the agenda of the General Meeting of Shareholders. Such
requests must be submitted to the Board of Directors at least 45 days prior to the General
Meeting of Shareholders in writing, specifying the items and proposals to appear on the
agenda.

Requests with regard to motions that have not been properly announced may be permitted
for discussion, if the General Meeting of Shareholders concludes to do so. It will not be pos­
sible, however, to take a decision on such a request until the next General Meeting of Share­
holders. This rule does not apply for requests of an Extraordinary General Meeting or for the
performance of a special audit.

No prior notice is required for requests regarding motions that are on the agenda.


6.5      Registration into the share register
No entries will be made in the share register for a period of 30 days prior to a General Meet­
ing of Shareholders, including the day after the General Meeting.



7.      Change of control and defence measures
7.1     Duty to make an offer
There are no statutory regulations with regard to opting­out (Article 22 Stock Exchange Act
SESTA) or opting­up (Article 32 paragraph 1 SESTA).


7.2       Clauses on changes of control
In case that a third party would acquire more than 331/3% of voting rights of Meyer Burger
Technology Ltd, the vesting periods and/or retention periods for employee shares and/or op­
tions set by the Board of Directors shall be accelerated so that any unvested share or option
shall be immediately vested in full. The vesting would take place on the first day of the grace
period in case of a successful public tender offer. There are no further clauses regarding a
change of control that would favour the members of the Board of Directors or the members
of the Executive Board.
66                                                                      Meyer Burger Annual Report 2010




     8.       Auditors
     8.1      Duration of the mandate and term of office of the lead auditor
     The auditors for the Company have been PricewaterhouseCoopers AG, Bälliz 64, CH­3600
     Thun, since fiscal year 2003. The lead auditor, Hanspeter Gerber, has been responsible for
     the audit mandate since September 2006. The auditors have to be elected each year by the
     General Meeting of Shareholders.


     8.2      Auditing fees
     The auditing fees of PricewaterhouseCoopers, for services related to the audit of the an­
     nual financial statements of Meyer Burger Technology Ltd and its subsidiaries and of the
     consolidated statements of Meyer Burger Group, as well as the review of the Half­Year
     Report, amount to a total of approximately TCHF 477 for fiscal year 2010. In addition, the
     auditors charged auditing fees of approximately TCHF 121 in conjunction with the merger
     with 3S Industries Ltd.


     8.3     Additional fees
     Additional fees of PricewaterhouseCoopers for further services during fiscal year 2010:
     Fiscal representation in Norway (fiscal invoicing in Norway)                             TCHF 75
     Consulting services regarding VAT                                                        TCHF 10
     Other                                                                                    TCHF 4
     Total                                                                                    TCHF 89




     8.4      Supervisory and control instruments vis-à-vis the auditors
     The Risk & Audit Committee examines once per year the auditing concept, the auditing plan
     and the fee structure, as well as the auditors independence from the Company.

     The external auditors perform at least once per year a detailed audit report and brief the Risk
     & Audit Committee extensively. The important statements and recommendations in the audit
     reports compiled by the external auditors are then discussed in detail with the entire Board of
     Directors and the Executive Board.

     In fiscal year 2010, the external auditors performed two detailed audit reports (one each for
     the half year and the fiscal year reporting). Representatives of the external auditors partici­
     pated in two meetings of the Risk & Audit Committee. Representatives of the internal audit of
     Meyer Burger Technology Ltd also participated at these two meetings, as well as at one more
     meeting of the Risk & Audit Committee.
Report FY 2010   Corporate Governance   Financial Report   Other Information                       67




The Board of Directors verifies once per year the selection of potential auditors, in order to
propose the preferred audit firm for election to the shareholders at the General Meeting of
Shareholders. The Risk & Audit Committee evaluates the effectiveness of the auditors in ac­
cordance with the Swiss law. In this evaluation, the Risk & Audit Committee attaches great
importance to the following criteria: Independence of the external auditors (personal indepen­
dence of the lead auditor and independence of the audit firm in general), understanding of the
Company’s business areas, sufficient resources set aside by the auditors, practical recom­
mendations for the implementation of regulations in accordance with Swiss law and IFRS,
global network of the auditors, understanding of the specific business risks of the Company,
focus of the audit within the audit programme, cooperation with the Risk & Audit Committee,
as well as with the internal audit and the Executive Board.

The Board of Directors follows the regulations of the Swiss Code of Obligations with regards
to the rotation intervals of the lead auditor, i.e. the lead auditor will be rotated every seven
years.

The Risk & Audit Committee also examines the proportion between the auditing fee for the
annual financial statements and the additional non­audit services performed by the auditors.
The Committee will examine potential consequences regarding the independence of the
auditors. The Executive Board is permitted to assign non­audit mandates to the auditors up
to an amount of TCHF 50. Any non­audit mandates exceeding this amount must be approved
by the Risk & Audit Committee prior to the assignment. The auditing fee for the annual audit
mandate is finally approved by the entire Board of Directors.

During 2010 as well as in the previous year, the Company has especially assigned tax con­
sultancy services to another internationally active consultancy and audit group. For fiscal year
2010, the Board of Directors concluded that the independence of the auditors was fully en­
sured at all times.


9.       Information Policy
Meyer Burger Technology Ltd communicates openly and transparently and treats sharehold­
ers, analysts, business partners, employees and the public equally when it promptly informs
about any development in the Company.

Meyer Burger Technology Ltd publishes its results in an annual report and an interim report,
as well as through press releases. When the annual results are released, the Company orga­
nises a physical conference for the media and the financial community to discuss details of
the reported earnings and, depending on the occasion an additional conference call will be
held. For the interim results, the Company organises either a physical conference or a con­
ference call. The Company’s financial reports are available on the Company website in elec­
tronic form or can be ordered from the Company in print form.

Official notices are published in the Swiss Official Gazette of Commerce (Schweizerisches
Handelsamtsblatt). Publications in conjunction with the listing of the registered shares at SIX
Swiss Exchange are made in accordance with the listing rules of SIX Swiss Exchange. The
rules can be viewed under http://www.six­exchange­regulation.com/admission_en.html
(Admission).
68                                                                     Meyer Burger Annual Report 2010




     Detailed information regarding disclosure notices is available under www.six­swiss­exchange.
     com, Product Search “MBTN”, Overview, Major Shareholders. Price sensitive information is
     published according to the ad­hoc publicity rules. The modalities for distribution of ad­hoc
     press releases (the so called push and pull systems) have been implemented in accordance
     with the ad­hoc publicity rules of SIX Swiss Exchange.

     The press releases can be viewed under
     http://www.meyerburger.com/en/investor­relations/ad­hoc­commercial­news/

     The contact form to subscribe for direct receipt of the ad hoc press releases is available
     under http://www.meyerburger.com/en/investor­relations/news­service/

     Information to transactions with shares of the Company by members of the Board of Direc­
     tors and members of the Executive Board are published under www.six­swiss­exchange.
     com, Product Search “MBTN”, Overview, Management Transactions.

     The Articles of Association of the Company (in German language only) are available under
     http://www.meyerburger.com/en/investor­relations/articles­of­incorporation/

     For details regarding the investor relations contacts, as well as an agenda of important dates
     for fiscal year 2011 please refer to page 151 of this Annual Report.
Meyer Burger Technology Ltd
Grabenstrasse 25
CH­6340 Baar
Switzerland
mbtinfo@meyerburger.com
www.meyerburger.com

				
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