The rigorous application of sound corporate governance helps to consolidate and strengthen trust in the company. A single share class and the separation of the functions of chairman of the board of directors and CEO have been standard practice at Sulzer for many years. The board of directors is currently made up entirely of non-executive members. With the exception of Ulf Berg, who has presided over the board of directors since the 2007 annual general meeting and was CEO of Sulzer for the three years prior to that, all members of the board of directors are independent. Vladimir Kuznetsov and Urs Andreas Meyer, the two members representing the currently largest shareholder, were elected to the board of directors at an extraordinary general meeting on December11, 2007. Ton Büchner was appointed CEO of Sulzer Ltd on April 1, 2007.
Unless otherwise indicated, the following information refers to the situation as of December 31, 2007. Furthermore, continually updated information on corporate governance is published on Sulzer’s Web site at www.sulzer.com/corpgov. The information in the following section is set out in the order required by the SWX Swiss Exchange guidelines on corporate governance information (RLCG), with subsections summarized to the extent possible. Sulzer’s annual accounts comply with International Financial Reporting Standards (IFRS), and in certain sections, readers are referred to the financial statements and notes in the 2007 annual report. The compensation report to the annual general meeting can be found in section 5 of this corporate governance report.