Annual Report - Sonova Holding AG

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Left to right: Robert F. Spoerry, Dr. h.c. Daniel Borel, Andy Rihs, Dr. Michael Jacobi, Heliane Canepa, William D. Dearstyne Audit Committee Current members of the Audit Committee are Dr. Michael Jacobi (Chairman), Heliane Canepa, and William D. Dearstyne. Within the context of its overall remit, the Audit Committee reviews on behalf of the Board of Directors the work and effectiveness of the external and internal audit, evaluates the financial control, the financial structure and risk management mechanisms of the company, and reviews the interim and annual financial accounts of the Group. The Audit Committee also supervises audits to be completed by the internal audit department and reviews the results of these audits. The Audit Committee meets at least twice a year, but as often as required. In the reporting period, the Committee met four times. Nomination and Compensation Committee During the reporting period, the Nomination Committee and the Compensation Committee were merged into a single committee. This merger simplifies and optimizes the organizational structure and ensures more efficient deployment of human resources. Current members of the new Nomination and Compensation Committee are Andy Rihs (Chairman), Dr. h.c. Daniel Borel, and Robert F. Spoerry, all former members of the Compensation Committee. The primary task of this Committee is to review and propose to the Board of Directors the compensation structure and amount for the Board of Directors and the members of the Management Board, and to select and propose to the Board of Directors suitable candidates for election to the Board of Directors and for appointment to the Management Board. The Committee submits the relevant proposals and nominations to the Board of Directors. The Committee meets as often as required. In the reporting period, the Committee met three times. Attendance at Board of Directors and committee meetings The following overview shows the individual Board members’ attendance at Board of Directors and committee meetings. A B C Number of meetings 2005/06 6 4 3 Andy Rihs 6 - 3 William D. Dearstyne 6 4 - Dr. h.c. Daniel Borel 5 - 3 Heliane Canepa 6 4 - Dr. Michael Jacobi 4 4 - Robert F. Spoerry 6 - 3 A Board of Directors B Audit Committee C Nomination and Compensation Committee Corporate Governance 23
Members of the Board of Directors Andy Rihs 1942; Swiss Position: Chairman, non-executive First election to the Board: 1985; Chairman since 1992 Current Board term ends: AGM 2006 Other activities: Chairman of the Board of ARfinanz Holding AG Member of the Board of Polyusus V AG Member of the Board of Sport und Event Holding AG, Lucerne Dr. h.c. Daniel Borel 1950; Swiss Position: Non-executive First election to the Board: 1999 Current Board term ends: AGM 2008 Other activities: Chairman of the Board of Logitech International Ltd. Member of the Board of Julius Bär Holding AG Member of the Board of Nestlé SA Dr. Michael Jacobi 1953; German Position: Non-executive First election to the Board: 2003 Current Board term ends: AGM 2006 Other activities: CFO Ciba Specialty Chemicals AG 24 Corporate Governance William D. Dearstyne 1940; American Position: Vice-Chairman, non-executive First election to the Board: 2003; Vice-Chairman since 2004 Current Board term ends: AGM 2006 Other activities: Member of the Advisory Council of Earlybird Venture Capital GmbH & Co. Member of the Board of Trustees of Bucknell University, Lewisburg, PA Member of the Board of Bioness, Inc., California Heliane Canepa 1948; Swiss Position: Non-executive First election to the Board: 1999 Current Board term ends: AGM 2008 Other activities: CEO Nobel Biocare Holding AG Robert F. Spoerry 1955; Swiss Position: Non-executive First election to the Board: 2003 Current Board term ends: AGM 2006 Other activities: Chairman, President and CEO of Mettler-Toledo International Inc. Member of the Board of Conzetta Holding AG Member of the Board of Schaffner Holding AG
Page 1 and 2: Annual Report 2005/06 Annual Report
Page 3 and 4: FIVE-YEAR KEY FIGURES (Consolidated
Page 5 and 6: CHAIRMAN’S FOREWORD In 2005/06, t
Page 7: Move with the melody
Page 10 and 11: digital entry-level product line, w
Page 12 and 13: MARKETS General market development
Page 15 and 16: NEW TECHNOLOGIES AND PRODUCTS Platf
Page 17 and 18: OPERATIONS AND STAFF Operations Wit
Page 19: Listen to life
Page 22 and 23: This report describes the principle
Page 24 and 25: Capital Structure Changes in capita
Page 28 and 29: Andy Rihs (born in 1942) has been C
Page 30 and 31: Dr. Valentin Chapero Rueda (born in
Page 32 and 33: Share and option ownership of membe
Page 34 and 35: Highest total compensation The high
Page 36 and 37: Investor Relations Calendar July 6,
Page 39 and 40: SUSTAINABILITY Phonak’s managemen
Page 41 and 42: Our customers buy a better quality
Page 43 and 44: Corporate Governance Phonak’s Boa
Page 45: Push your performance
Page 49 and 50: Consolidated Income Statement 1,000
Page 51 and 52: Consolidated Statement of Cash Flow
Page 53 and 54: Notes to the Consolidated Financial
Page 55 and 56: equity method, the investment in an
Page 57 and 58: Short-term debts Short-term debts c
Page 59 and 60: Employee benefit plans Phonak has v
Page 61 and 62: 5. Segment information Profit or lo
Page 63 and 64: 6. Consolidated Income Statement by
Page 65 and 66: 9. Financial income/(expenses), net
Page 67 and 68: 11. Earnings per share Basic earnin
Page 69 and 70: 17. Inventories 1,000 CHF Raw mater
Page 71 and 72: 19. Investments in associates and j
Page 73 and 74: 1,000 CHF Cost Balance April 1 Chan
Page 75 and 76: Among various other items, other pr
Page 77 and 78:
27. Other long-term liabilities 1,0
Page 79 and 80:
29. Acquisition of subsidiaries Dur
Page 81 and 82:
30. Related-party transactions 1,00
Page 83 and 84:
The amount recognized in the consol
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Summary of outstanding and exercisa
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35. Number of employees At March 31
Page 89 and 90:
38. List of significant consolidate
Page 91:
Cherish the cheers
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Income Statement 1,000 CHF Income M
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Notes to the Financial Statements 1
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3.4 List of significant investments
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Appropriation of Available Earnings
Page 103:
Launch a laugh
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Phonak AB Hornsbruksgatan 28 SE-117
Page 108 and 109:
Impressum Concept Althaus & Weil AG
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Annual Report - Sonova Holding AG

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