Federal Act on the Amendment of the Swiss Civil Code (OR)

Art. 734aOR from 2023

Art. 734a II. Remuneration of the board of directors, the executive board and the board of advisors

¹ The remuneration report shall specify all the remuneration that the company has paid directly or indirectly to:

1. current members of the board of directors;

2. current members of the executive board;

3. current members of the board of advisors;

4. former members of the board of directors, the executive board or the board of advisors, provided they are connected with their former activity as a corporate body of the company; the foregoing does not apply to occupational pension benefits.

² In particular, the following are deemed to be remuneration:

1. fees, salaries, bonuses and account credits;

2. shares of profits paid to board members and commissions, participation in turnover and other forms of participation in the business results;

3. services and benefits in kind;

4. the allocation of equity securities, and conversion and option rights;

5. joining bonuses;

6. guarantee and pledge commitments and other collateral commitments;

7. waivers of claims;

8. expenditures giving rise to or increasing occupational benefit entitlements;

9. all payments and benefits for additional work;

10. compensation connected with the prohibition of competition.

³ The details of the remuneration shall include:

1. the amount for the board of directors as a whole and the amount for each member, specifying the name and function of the member concerned;

2. the amount for the executive board as a whole and the highest amount for each member, specifying the name and function of the member concerned;

3. the amount for the board of advisors as a whole and the amount for each member, specifying the name and function of the member concerned;

4. if applicable the names and functions of the members of the executive board to whom additional amounts have been paid.

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Federal Act on the Amendment of the Swiss Civil Code (OR)

Art. 734aOR from 2023