Logitech 2014 Annual Report Download - page 90

The priorities and emphasis of the Nominating Committee and of the Board with regard to these factors change
from time to time to take into account changes in Logitech’s business and other trends, as well as the portfolio of
skills and experience of current and prospective Board members.
Listed below are key skills and experience that we currently consider important for our directors to have in
light of our current business and structure. We do not expect each director to possess every attribute. The directors’
biographies note each director’s relevant experience, qualifications, and skills relative to this list.
• Senior Leadership Experience. Directors who have served in senior leadership positions are important
to Logitech, because they bring experience and perspective in analyzing, shaping, and overseeing the
execution of important operational and policy issues at a senior level.
• Financial Expertise. Knowledge of financial markets, financing and funding operations, and accounting
and financial reporting processes is important because it assists our directors in understanding, advising,
and overseeing Logitech’s structure, financial reporting, and internal control of such activities.
• Industry and Technical Expertise. Because we develop and manufacture hardware and software
products, ship them worldwide, and sell to both major computer manufacturers and consumer electronics
distributors and retailers, expertise in hardware and software, and experience in supply chain,
manufacturing and consumer products is useful in understanding the opportunities and challenges of
our business and in providing insight and oversight of management.
• Brand Marketing Expertise. Because we are a consumer products company, directors who have brand
marketing experience can provide expertise and guidance as we seek to maintain and expand brand and
product awareness and a positive reputation.
• Global Expertise. Because we are a global organization with research and development, and sales and
other offices in many countries, directors with global expertise, particularly in Europe and Asia, can
provide a useful business and cultural perspective regarding many significant aspects of our business.
Identification and Evaluation of Nominees for Directors
Our Nominating Committee uses a variety of methods for identifying and evaluating nominees for director.
Our Nominating Committee regularly assesses the appropriate size and composition of the Board of Directors, the
needs of the Board of Directors and the respective Committees of the Board of Directors and the qualifications of
candidates in light of these needs. Candidates may come to the attention of the Nominating Committee through
shareholders, management, current members of the Board of Directors or search firms. The evaluation of these
candidates may be based solely upon information provided to the Committee or may also include discussions
with persons familiar with the candidate, an interview of the candidate or other actions the Committee deems
appropriate, including the use of paid third parties to review candidates.
TERMS OF OFFICE OF DIRECTORS
Each director is elected individually by a separate vote of shareholders. Until 2012, each director was elected
for a term of three years. At the Company’s 2012 Annual General Meeting, shareholders approved a change such
that each director, starting with the directors elected at the 2012 Annual General Meeting, will be subject to a
term of one year. Each director is being presented for re-election to the Board of Directors at the 2014 Annual
General Meeting. Each director is eligible for re-election until his or her seventieth birthday. Directors may not seek
reelection after they have reached 70 years of age, unless the Board of Directors adopts a resolution to the contrary.
A member of the Board who reaches 70 years of age during the term of his or her directorship may remain a director
until the expiration of the term. A director’s term of office as Chairman coincides with his or her term of office as
a director. A director may be indefinitely re-elected as Chairman, subject to the age limit mentioned above.
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