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Annual Report 2010/11 - Sonova

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BOArD Of DIrECTOrS<br />

The primary duty of the Board of Directors of <strong>Sonova</strong><br />

Holding AG is the overall direction of the company and the<br />

supervision and control of management.<br />

Except for Valentin Chapero rueda, who was elected to<br />

the Board of Directors at the General Shareholders’ Meeting<br />

on June 10, 2009, and was also the CEO of <strong>Sonova</strong> Holding<br />

AG until March 30, 20<strong>11</strong>, no member of the Board of Directors<br />

holds an executive management position or has held<br />

such a position in the past three years within <strong>Sonova</strong><br />

Holding AG or any of its subsidiaries.<br />

The <strong>Sonova</strong> Group constructed a new production plant<br />

on a site next to its headquarters in Stäfa, Switzerland. The<br />

factory (building shell and exterior) was built by the<br />

general contractor r-Estate AG. The land belonged to Arim<br />

AG and was purchased by the Group following completion<br />

of construction.<br />

There is also a business agreement concerning leasing of<br />

space on the ground floor of Arim AG’s planned commercial<br />

building at Laubisrütistrasse in 8712 Stäfa. This space<br />

has been specifically designed for use as a child care center<br />

for children of employees at the Stäfa headquarters.<br />

Phonak AG has subleased this space to the child care center<br />

carrier.In addition, the Group has leased 80 parking lots<br />

in the parking garage of the commercial building from Arim<br />

AG; these parking lots are sublet to employees of the Group.<br />

COrPOrATE GOVErnAnCE<br />

Effective from October 23, 2007, the Group entered into<br />

a lease contract for the second floor of the commercial<br />

building at Laubisrütistrasse 44, 8712, Stäfa, with Arim<br />

AG. The primary lease ended on December 31st 2009.<br />

It has been extended for different time periods according<br />

to the Group’s needs. Subject to another extension the<br />

lease contract will end on December 31st 20<strong>11</strong>.<br />

Both r-Estate AG and Arim AG are wholly owned by Andy<br />

rihs, former Chairman of the Board of Directors of <strong>Sonova</strong><br />

Holding AG. Andy rihs was not involved in the contract<br />

negotiations. When these transactions were discussed and<br />

approved by the Board of Directors, Andy rihs was<br />

excused from the meeting.<br />

One member of the Board of Directors has a consultancy<br />

contract with a company of the <strong>Sonova</strong> Group through an<br />

enterprise under his control.<br />

All mentioned transactions took place on average market<br />

terms, similar to those in an agreement with an independent<br />

third party.<br />

Apart from the relationships mentioned above, there are no<br />

business connections between individual Board members,<br />

including companies or organizations represented by them,<br />

and the <strong>Sonova</strong> Holding AG.<br />

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