SWISS: Consensus at the ordinary General Assembly

6 May 2003

SWISS reported to its shareholders on the 2002 financial year at today’s General Assembly. A large majority of shareholders agreed with all the Board of Directors’ proposals. Amongst other things, shareholders voted in favour of a reduction in capital, elected two new Board members and formally approved the actions of the Board of Directors.

Consolidated accounts 2002
As already announced, SWISS generated consolidated sales of CHF 4278 million in 2002 and posted a loss of CHF 980 million. Excluding non-recurring expenses, losses amounted to CHF 658 million. The enduring economic slowdown, the after-effects of the conflict in Iraq, the SARS virus and modest demand in the air travel sector continue to impact negatively on the current financial year.

Reduction in capital
Given that the company cannot operate profitably for the moment, and that the possibility of net equity falling below half the amount of the share capital cannot be ruled out, the General Assembly approved a motion to cut the company’s capital by reducing the nominal value of each share by CHF 18, i.e. from CHF 50 to CHF 32. The share capital was also reduced by the same proportion, i.e. from CHF 2.627 billion to CHF 1.681 billion, to absorb the deficit balance of CHF 946 million. Amounts owing to creditors remain fully covered, even after this reduction in capital.
Election of new Board of Directors’ members

The Board of Directors has reduced the number of its members from eleven to nine. Mr Peter Wagner left the Board some months ago, on 16 December 2002. Messrs Kevin E. Benson, Philip H. Geier and Riccardo Gullotti resigned with effect from 6 May 2003. The General Assembly elected the two candidates proposed by the Board of Directors, Walter Bosch and Jan Audun Reinås, each for a 3-year period of office. The new Board now comprises the two most recently elected members, Pieter Bouw (Chairman), Claudio Generali, Jacques Aigrain, André Kudelski, Michael Pieper, Urs Rohner and Peter Siegenthaler.
This year’s General Assembly was held at the St. Jakobshalle in Basel. It was attended by around 860 shareholders.