Logitech 2005 Annual Report Download - page 14

Exhibit 15.1
REPORT ON CORPORATE GOVERNANCE
Logitech believes that sound corporate governance practices are essential to an open and responsible
corporation. The Company has for many years had a strong commitment to corporate governance and believes
that its corporate governance practices reflect a continuing commitment to corporate accountability, sound
judgment, and transparency to shareholders.
As a company whose securities are traded both on the SWX Swiss Exchange and on the Nasdaq National
Market, Logitech’s commitment to sound corporate governance principles is guided by the legal and regulatory
requirements of both Switzerland and the United States. In addition, Logitech’s internal guidelines regarding
corporate governance are provided in its Articles of Incorporation, Organizational Regulations, and Board
Committee Charters.
This report conforms with the requirements of the Corporate Governance Directive of the SWX Swiss
Exchange that was released in July 2002 and includes certain corporate governance disclosures required by the
U.S. Securities and Exchange Commission.
1. Group Structure and Shareholders
1.1 Operational Group Structure
The Logitech Group (also referred to as “Logitech”) designs, manufactures, and markets personal
peripherals for personal computers and other digital platforms. The Company’s products include webcams, mice,
trackballs, and keyboards for the PC; interactive gaming controllers, multimedia speakers, headsets and
headphones for the PC and for gaming consoles; headsets for mobile phones; headsets, headphones and speakers
for mobile entertainment platforms; advanced remote controls; digital writing solutions; and 3D control devices.
Logitech is organized into four business units – Control Devices, Video, Interactive Entertainment and Audio –
which develop products and bring them to market. These business units are responsible for product design and
development, industrial design, technological innovation and overall product management. Logitech’s marketing
and sales organization is responsible for selling the products brought to market by the business units and is
structured around two main sales channels, retail and original equipment manufacturers (“OEM”). The retail
organization is responsible for sales to direct retail accounts, mass merchants and distributors while the OEM
organization is responsible for sales to OEM customers. Logitech’s sales and marketing activities are also
organized into three geographic regions: Americas (including North America, South America and Australia),
Europe-Middle-East-Africa, and Asia Pacific.
Since 1994, Logitech has had its own manufacturing operations in Suzhou, China, which currently produce
approximately half of the Company’s products. The Company outsources the remaining production to contract
manufacturers and original design manufacturers located in Asia. The Company’s other operations support the
business units and marketing and sales organizations through management of distribution centers and the product
supply chain, and the provision of technical support, customer relations and other services.
Logitech International S.A. (also referred to as the “Company”), the parent company of Logitech, is a
joint stock company (société anonyme,Aktiengesellschaft) incorporated under the laws of Switzerland, with its
registered office located in Apples, Switzerland. The Company’s registered shares are listed on the SWX
Swiss Exchange (Ticker: LOGN; security number: 1260719; ISIN: CH0012607195). American Depositary
Shares (“ADSs”) are listed on the Nasdaq National Market in the form of American Depositary Receipts
(“ADRs”) (Ticker: LOGI; U.S. security number: 541419; ISIN: US5414191073). For information on
Logitech’s holdings in its own shares, refer to section 1.2 below. As of March 31, 2005, Logitech’s market
capitalization, based on issued and outstanding registered shares of 47,901,655, amounted to CHF 3.48 billion
CG-2