Logitech 2007 Annual Report Download - page 33

3.3 Cross Involvement
Ms. Ribar is a member of the Board of Directors of Julius Baer Holding A.G., which is listed on the SWX
Swiss Exchange. Mr. Borel also served on the Board of Directors of Julius Baer Holding A.G. until April 2007.
Kris Onken, a former Chief Financial Officer of the Company, is a member of the Board of Directors of
Biosensors International Group, Ltd., of which Director Kee-Lock Chua is President. Ms. Onken joined the
Biosensors Board after her retirement from Logitech in 2006.
3.4 Elections and Terms of Office
Directors are elected at the Annual General Meeting of Shareholders, upon proposal of the Board of
Directors. The proposals of the Board of Directors are made following recommendations of the Nominating
Committee. Refer to section 3.5 for more information on the Company’s Nominating Committee. If the agenda
of a General Meeting of Shareholders includes an item calling for the election of directors, any shareholder may
propose a candidate for election to the Board at the meeting. Also, one or more shareholders who together
represent shares comprising at least the lesser of (i) one percent of the share capital or (ii) an aggregate par value
of one million Swiss francs may demand that the election of directors be placed on the agenda of a meeting and
propose candidates. Such requests must be made in writing and be received by the Board of Directors at least 60
days prior to the date of the meeting. Refer to section 6.4 for more information on Shareholders’ right to place
items on the agenda of a General Meeting of Shareholders.
Each Director is elected individually by a separate vote of shareholders for a term of 3 years and is eligible
for re-election until their seventieth birthday. Directors may not seek re-election after they have reached 70 years
of age, unless the Board of Directors adopts a resolution to the contrary. The retirement is effective on the date of
the next Annual General Meeting of Shareholders after the Director reaches 70 years of age. A Director’s term of
office as Chairman coincides with their term of office as a Director. A Director may be indefinitely re-elected as
Chairman, subject to the age limit mentioned above.
Although the Company’s Articles of Incorporation and Organizational Regulations do not explicitly require
this, the terms of office of the Directors are staggered. Consequently, all Directors will not run for re-election at a
single Annual General Meeting.
The year of appointment and remaining term of office as of March 31, 2007 for each Director are as
follows:
Name
Year First
Appointed Year Current Term Expires
Daniel Borel(1) (3) ...................... 1988 Annual General Meeting 2007
Guerrino De Luca(1) (3) .................. 1998 Annual General Meeting 2007
Kee-Lock Chua(2) ...................... 2000 Annual General Meeting 2009
Matthew Bousquette(2) .................. 2005 Annual General Meeting 2008
Gary Bengier(2) ........................ 2002 Annual General Meeting 2008
Monika Ribar(2) (3) ..................... 2004 Annual General Meeting 2007
Shin’ichi Okamoto(2) (4) ................. 2004 Annual General Meeting 2007
Erh-Hsun Chang(2) ..................... 2006 Annual General Meeting 2009
Sally Davis(5)
Robert Malcolm(5)
(1) Executive member of the Board of Directors.
(2) Non-executive member of the Board of Directors.
(3) The terms of Mr. Borel, Mr. De Luca and Ms. Ribar expire at the 2007 Annual General Meeting, and they
are being presented for re-election to the Board of Directors at that meeting.
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LISA