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ARTICLE · 06 AUGUST 1997

Articles of Association III - B

SwitzerlandCorporate/Commercial Law
B - The Board of Directors

Article 12 - Election, Constitution

The Board of Directors consists of one or several members(see endnotes 57,58). The members of the Board of Directors shall, as a rule, be elected by the ordinary Shareholders Meeting in each case for a term of office of one year(see endnote 59). The term of office of a member of the Board of Directors shall, subject to prior resignation and removal, expire upon the day of the next ordinary Shareholders Meeting(see endnote 60). Newly-appointed members shall complete the term of office of their predecessors.

The members of the Board of Directors may be re-elected without limitation.

The Board of Directors shall constitute itself. It appoints its Chairman(see endnote 61) and a Secretary who need not be a member of the Board of Directors.

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