AEG 21604 G Manual do Utilizador descarregar pdf (Página 145)

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Vacancies

If a vacancy in the office of a member of the Board of Directors occurs, such vacancy may be filled by

the remaining members of the Board of Directors deciding on the temporary appointment of a new mem-

ber of the Board of Directors until the next general meeting of shareholders which resolves on a perma-

nent appointment.

Meetings of the Board of Directors

The Board of Directors meets upon the call by the chairman or by any two of its members at any time

deemed appropriate by the chairman or such members of the Board of Directors. Meetings can be held by

conference call, video conference or any other means of communication which allow such member's

communication and which allow all the persons taking part in the meeting to hear one another on a con-

tinuous basis and to participate effectively in the meeting. The Board of Directors can act and deliberate

validly only if more than half of its members are present or represented at a meeting. Resolutions are

adopted by the approval of the simple majority of the members present or represented at a meeting of the

Board of Directors. Resolutions of the Board of Directors can also be unanimously passed in writing

which shall have the same effect as resolutions passed at a meeting of the Board of Directors duly con-

vened and held.

Directors

Set forth below are the names, ages, positions, and curriculum vitae of the Issuer's Directors

Name Age Position

Dr. Horst Kayser 49 Chief Executive Officer and Executive Director

Robert Huljak 63 Chief Strategic Officer and Executive Director

Timothy Collins 53 Non-executive Director

Leonhard Fischer

47 Non-executive Director

Prof. Dr. Mark Wössner 71 Non-executive Director

Keith Corbin

58 Non-executive Director

Dr. Thomas Middelhoff 57 Non-executive Director

Prof. Dr. h.c. Roland Berger 72 Non-executive Director, Chairman of the Board

Bruce Brock 67 Non-executive Director

Independent Director and member of the Audit Committee.

Robert Huljak has declared his intention to the Board to step down from his position as a Chief Strategy

Officer by the end of the year 2010, but intends to stay as a Non-executive member of the Board.

Dr. Horst Kayser

Dr. Horst Kayser has been an Executive Director and has served as Chief Executive Officer since 1 Au-

gust 2010.

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