ADT 2009 Annual Report Download - page 17

16JAN200911072691
TYCO INTERNATIONAL LTD.
NOTICE OF 2010 ANNUAL GENERAL MEETING OF SHAREHOLDERS
TO BE HELD MARCH 10, 2010
NOTICE IS HEREBY GIVEN that the 2010 Annual General Meeting of Shareholders of Tyco
International Ltd. will be held on March 10, 2010 at 3:00 p.m., Central European Time, at the Park
Hyatt Z¨ urich, Beethoven-Strasse 21, 8002 Z¨ urich, Switzerland for the following purposes:
1. To approve the annual report, the parent company financial statements of Tyco
International Ltd and the consolidated financial statements for the fiscal year ended
September 25, 2009;
2. To discharge the Board of Directors from liability for the financial year ended September 25,
2009;
3. To elect the Board of Directors;
4. To elect auditors as follows:
4.a to elect Deloitte AG (Z¨ urich) as statutory auditors until our next annual general meeting;
4.b to ratify appointment of Deloitte & Touche LLP as independent registered public
accounting firm for purposes of United States securities law reporting for the year ending
September 24, 2010;
4.c to elect PricewaterhouseCoopers AG (Z¨ urich) as special auditors until our next annual
general meeting;
5. To approve the following:
5.a the allocation of fiscal year 2009 results; and
5.b the payment of a dividend in the form of a capital reduction, such payment to be made in
four quarterly installments at such times during the period through the next annual
general meeting as shall be determined by the Board of Directors;
6. Approval of an Amendment to our Articles of Association to provide for plurality voting in
the event that the number of candidates that are nominated for election exceeds the number
of positions available; and
7. To consider and act on such other business as may properly come before the meeting or any
adjournment thereof.
This Notice of Annual General Meeting and Proxy Statement and the enclosed proxy card are first
being sent on or about January 22, 2010 to each holder of record of Tyco common shares at the close
of business on January 11, 2010. Whether or not you plan to attend the meeting, please complete, sign,
date and return the enclosed proxy card to ensure that your common shares are represented at the
meeting. Tyco shareholders of record who attend the meeting may vote their common shares
personally, even though they have sent in proxies.
By Order of the Board of Directors,
Judith A. Reinsdorf
Executive Vice President and General Counsel
January 22, 2010
2010 Proxy Statement