ADT 2011 Annual Report Download - page 32

Please see the Audit Committee Report included in this proxy statement for additional information
about Deloitte & Touche LLP. The appointment of the independent registered public accounting firm
requires the affirmative vote of an absolute majority of the votes cast by the holders of common shares
represented at the Annual General Meeting in person or by proxy, whereby blank votes and abstentions
are included in establishing the number of votes cast.
The Audit Committee and the Board unanimously recommend that shareholders vote FOR the
ratification of Deloitte & Touche LLP as our Independent Registered Public Accounting Firm.
Proposal 4.c—Appointment of Special Auditors
Under Swiss law, special reports by an auditor are required in connection with certain corporate
transactions, including certain types of increases or decreases in share capital. Because of the auditor
independence requirements under U.S. Federal securities laws, we do not believe Deloitte AG (Z¨ urich)
can act as our special auditing firm with respect to certain types of corporate transactions.
Our Board of Directors has recommended that the election of PricewaterhouseCoopers AG
(Z¨ urich) Birchstrasse 160, CH-8050 Z¨ urich, Switzerland as special auditing firm until our next annual
general meeting be submitted for consideration at the 2012 Annual General Meeting. The appointment
of the special auditors requires the affirmative vote of an absolute majority of the votes cast by the
holders of common shares represented at the Annual General Meeting in person or by proxy, whereby
blank votes and abstentions are included in establishing the number of votes cast.
The Audit Committee and the Board unanimously recommend that shareholders vote FOR the
appointment of PricewaterhouseCoopers AG (Z¨ urich) as the Company’s special auditing firm until our
next annual general meeting.
18 2012 Proxy Statement