Ordinary General Meeting of Shareholders 2016

Swatch Group: Decisions taken by the Swatch Group shareholders at the Ordinary Assembly General Meeting of Wednesday, May 11, 2016 at the Velodrome in Grenchen (SO), Switzerland.

Biel / Bienne (Switzerland), May 11, 2016 – At its today's Ordinary Assembly General Meeting, the shareholders of the Swatch Group Ltd. approved all proposals submitted by the Board of Directors with a large majority (present shareholders 3275 representing 76.7% of the voting rights) as follows:

1. 2015 Annual Report

Approval and acceptance of the Annual Report of the Board of Directors for 2015, Financial Statements 2015 (Balance Sheet, Income Statement and Notes) and Consolidated Financial Statements 2015, Statutory Auditors' Reports.

2. Discharge of the Board of Directors and the Group Management Board

Discharge of all members of the Board of Directors and the Group Management Board for their activities during the business year 2015.

3. Resolution for the appropriation of the available earnings

Appropriation of the available earnings 2015 of CHF 1'060'243'072.40 (net income as of 31.12.2015 of CHF 1'027'958'852.81 plus profit brought forward from the previous year of CHF 32'284'219.59) as follows:

Dividend on share capital of CHF 125'210'250.00
– CHF 1.50 per registered share / par value of CHF 0.45, CHF 186'067'500.00
– CHF 7.50 per bearer share / par value of CHF 2.25, CHF 231'300'000.00
Allocation to special reserve CHF 620'000'000.00
Balance carried forward CHF 22'875'572.40

Total CHF 1'060'243'072.40
NB: No dividends are paid to subsidiaries owned at 100% by the Group. The dividend will be paid out as from May 18, 2016. The last trading day giving rise to a dividend entitlement is May 12, 2016. As from May 13, 2016, the shares will be traded ex-dividend.

4. Approval of Compensation

4.1 Fixed compensation of the members of the Board of Directors

– 4.1.1 Compensation for functions of the Board of Directors
Approval of a total a total amount of maximum CHF 1'030'000 (excluding employer’s share of social benefits) as fixed compensation for functions of the Board of Directors for the period from the Ordinary General Meeting 2016 until the next Ordinary General Meeting 2017.
4.1.2 Compensation for executive functions of the members of the Board of Directors
Approval of a total amount of maximum CHF 2'550'000 (excluding employer’s share of social benefits) as fixed compensation for executive functions of the members of the Board of Directors for the business year 2016.

4.2 Fixed compensation of the Executive Group Management Board and of the Extended Group Management Board for the business year 2016

Approval of a total amount of maximum CHF 6'200'000 (excluding employer’s share of social benefits) as fixed compensation of the members of the Executive Group Management Board and of the Extended Group Management Board for the business year 2016.

4.3 Variable compensation of the executive members of the Board of Directors for the business year 2015

Approval of a total amount of CHF 7'614'663 (excluding employer’s share of social benefits) as variable compensation of the executive members of the Board of Directors for the business year 2015.

4.4 Variable compensation of the members of the Executive Group Management Board and the Extended Group Management Board for the business year 2015

Approval of a total amount of CHF 21'927'050 (excluding employer’s share of social benefits) as variable compensation of the members of the Executive Group Management Board and the Extended Group Management Board for the business year 2015.

5. Election of the members of the Board of Directors

Re-elected for another term of office, which will end with the closure of the next Ordinary General Meeting, are:

5.1 Reelection of Mrs. Nayla Hayekas member of the Board of Directors and reelection as Chair of the Board of Directors (separate votes)
5.2 Reelection of Mr. Ernst Tanner
5.3 Reelection of Mr. Georges N. Hayek
5.4 Reelection of Mr. Claude Nicollier
5.5 Reelection of Mr. Jean-Pierre Roth

5.6 Election of Mrs. Daniela Aeschlimann

6. Election to the Compensation Committee

Re-elected for another term of office, which will end with the closure of the next Ordinary General Meeting, are:

6.1 Reelection of Mrs. Nayla Hayek
6.2 Reelection of Mr. Ernst Tanner
6.3 Reelection of Mr. Georges N. Hayek
6.4 Reelection of Mr. Claude Nicollier
6.5 Reelection of Mr. Jean-Pierre Roth

6.6 Election of Mrs. Daniela Aeschlimann

7. Election of the Independent Representative

Elected as independent voting rights representative for one term of office, which will end with the closure of the next Ordinary General Meeting, is Mr. Bernhard Lehmann, c/o Nimbus AG, Ziegelbrückstrasse 82, 8866 Ziegelbrücke, Switzerland.

8. Election of the Statutory Auditors

Elected as Statutory Auditors for another term of office, which will end with the closure of the next Ordinary General Meeting, is PricewaterhouseCoopers Ltd.

Message from the Chair, Nayla Hayek.

Contacts

Media

Bastien Buss, Corporate Communications
Phone +41 32 343 66 80
The Swatch Group Ltd, Biel / Bienne (Switzerland)
E-mail: please use our «Contact Form»

Investors

Felix Knecht, Investor Relations Officer
Phone: +41 32 343 68 11
The Swatch Group Ltd, Biel / Bienne (Switzerland)
E-mail: please use our «Contact Form»

PDF document (32 KB)
Summary of decisions – PDF document in German only (2394 KB)

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Ordinary General Meeting of Shareholders 2016