EANS-Adhoc: Invitation to the Ordinary General Meeting of Shareholders of LifeWatch Ltd (with document)
Ein Dokument
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Company Information/LifeWatch AG Annual General Meeting 2011
29.04.2011
Invitation to the Ordinary General Meeting of Shareholders of LifeWatch Ltd., Neuhausen am Rheinfall on May 25, 2011 at 09:30 a.m. (doors open at 09:00 a.m.) at TECHNOPARK Zurich, Technoparkstrasse 1, 8005 Zurich
A PDF-version of the invitation can be found at the end of this message.
Agenda and Motions of the Board of Directors:
1. Approval of the Annual Report, Statutory Annual Financial Statements
and Consolidated Financial Statements 2010:
The Board of Directors proposes to approve the Annual Report, the
Statutory Annual Financial Statements and the Consolidated Financial
Statements as of December 31, 2010.
2. Allocation of Balance Sheet Result:
The Board of Directors proposes to carry forward the profit as follows:
Balance 2009 carried forward CHF 41,021,061.00Loss for the year 2010 CHF -5,716,506.00
Transfer to reserve for treasury stock CHF -2,531,876.00
Balance available for the general meeting
of shareholders CHF 32,772,679.00
Balance to be carried forward CHF 32,772,679.00
3. Grant Discharge to the members of the Board of Directors and members of
the Executive Board:
The Board of Directors proposes to grant discharge to the members of the
Board of Directors and to the members of the Executive Board for the
Financial Year 2010.
4. Re-election of members of the Board of Directors:
The Board of Directors proposes to re-elect Dr. Yacov Geva, Urs Wettstein,
Gregory Henry Volkart, Dr. Abraham Sartani and Jürg Stahl as members of
the Board of Directors for a term of office of one year.5. Election of the Statutory Auditors:
The Board of Directors proposes to re-elect PricewaterhouseCoopers AG,
Zurich, as statutory auditors for the financial year 2011.The Annual Report, the Statutory Annual Financial Statements and the Consolidated Financial Statements, the Reports of the Auditors as well as the Minutes of the Ordinary General Meeting of May 26, 2010 are at the shareholders` disposal. Upon request, a shareholder may receive a copy of the Annual Report or of the other documents mentioned above, from the Company. Since April 29, 2011, the Annual Report 2010 can be downloaded from the Company`s website www.lifewatch.com.
Shareholders registered in the Company`s shareholders` register before May 11, 2011, which is the first day of the closing period of the share register, will receive an invitation including a reply and a proxy form (invitation/power of attorney to the Ordinary General Meeting). Shareholders will receive an admission card provided that they request one by using their reply form. Shareholders may also obtain admission cards at the admission desk opening half an hour prior to the Ordinary General Meeting upon presentation of the reply form.
The shareholders` register will be closed as of May 11, 2011 until and including May 25, 2011. During this period, no modifications to the share register will take place. A Shareholder who is unable to attend the Ordinary General Meeting may vote by appointing a third party as his or her proxy. This person does not need to be a shareholder. In this case, the shareholder shall request an admission card and forward it duly filled-out and signed to the proxy.
Alternatively, a shareholder may also instruct the independent proxy pursuant to Art. 689c of the Swiss Code of Obligations to exercise his or her vote, by returning the filled-out and signed reply and proxy form. Unless otherwise noted by written instruction, the independent proxy will approve the motions of the Board of Directors. If a shareholder wishes to give instructions as to the vote to be exercised, he or she may instruct the independent proxy accordingly.
In the event that proxies are issued to the Company, the vote will be counted as having approved the motion of the Board of Directors. In the latter two cases, no admission card has to be requested, the return of the filled-out and signed reply and proxy form is sufficient. If a shareholder would like to appoint his or her custodian bank as proxy, he or she is kindly requested to ask for an admission card and then to forward the admission card duly filled- out and signed to the representative of the custodian bank.
Proxies of deposited shares pursuant to Art. 689d of the Swiss Code of Obligations are kindly requested to inform ShareCommService AG, Europa-Strasse 29, CH-8152 Glattbrugg, of the number, type and par value of the shares they wish to represent as soon as possible but no later than at the door opening on the date of the Ordinary General Meeting of the Shareholders. Institutions subject to the Federal Law on Banks and Savings Banks dated November 8, 1934, and as amended from time to time, as well as professional asset managers qualify as proxy holders of deposited shares.
About LifeWatch AG:
LifeWatch AG, headquartered in Neuhausen am Rheinfall, Switzerland and listed on SIX Swiss Exchange (LIFE), is the leading healthcare technology and solutions company, specializing in advanced telemedicine systems and wireless remote patient monitoring services. LifeWatch provides services to high-risk and chronically ill patients, health conscious consumers and wellness programs. LifeWatch has subsidiaries in the United States, the Netherlands, Japan, the United Kingdom, Switzerland and Israel. LifeWatch AG is the parent company of LifeWatch Services, Inc., a leading US-based wireless remote telemedicine provider. LifeWatch services include Home Sleep Testing for Obstructive Sleep Apnea patients under the brand name NiteWatch. For additional information, please visit www.lifewatch.com and www.nitewatchservices.com.
Sign-up for customized e-mail alerts and documentation requests is available at http://production.investis.com/lifewatch/alert-service/
This press release includes forward-looking statements. All statements other than statements of historical facts contained in this press release, including statements regarding future results of operations and financial position, business strategy and plans and objectives for future operations, are forward- looking statements. The words "believe," "may," "will," "estimate," "continue," "anticipate," "intend," "expect" and similar expressions are intended to identify forward-looking statements. LifeWatch AG has based these forward looking statements largely on current expectations and projections about future events and financial trends that it believes may affect the financial condition, results of operations, business strategy, short term and long term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances described may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward- looking statements. All forward-looking statements are based only on data available to LifeWatch AG at the time of the issue of this press release. LifeWatch AG does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise.
THIS PRESS RELEASE IS NOT BEING ISSUED IN THE UNITED STATES OF AMERICA AND SHOULD NOT BE DISTRIBUTED TO UNITED STATES PERSONS OR PUBLICATIONS WITH A GENERAL CIRCULATION IN THE UNITED STATES. THIS PRESS RELEASE DOES NOT CONSTITUTE AN OFFER OF SECURITIES OF LIFEWATCH AG OR ANY OF ITS SUBSIDIARIES FOR SALE IN THE UNITED STATES OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY SECURITIES OF LIFEWATCH AG OR ITS SUBSIDIARIES IN THE UNITED STATES. IN ADDITION, THE SECURITIES OF LIFEWATCH AG AND ITS SUBSIDIARIES HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES LAWS AND MAY NOT BE OFFERED, SOLD OR DELIVERED WITHIN THE UNITED STATES OR TO U.S. PERSONS ABSENT REGISTRATION UNDER OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE UNITED STATES SECURITIES LAWS. ANY PUBLIC OFFERING OF SECURITIES TO BE MADE IN THE UNITED STATES WILL BE MADE BY MEANS OF A PROSPECTUS THAT MAY BE OBTAINED FROM LIFEWATCH AG OR ITS SUBSIDIARIES, AS APPLICABLE, AND WILL CONTAIN DETAILED INFORMATION ABOUT THE ISSUER AND ITS MANAGEMENT AS WELL AS FINANCIAL STATEMENTS OF THE ISSUER.
Attachments with Announcement: ---------------------------------------------- http://resources.euroadhoc.com/us/uMMkWBP6
end of announcement euro adhoc --------------------------------------------------------------------------------
Contact:
Sensus Investor and Public Relations GmbH, Zürich:
Tel +41 43 366 55 11 | Fax +41 43 366 55 12
Email lifewatch@sensus.ch
Branche: Healthcare Providers
ISIN: CH0012815459
WKN: 1281545
Index: SPI, SPIEX
Börsen: Frankfurt / Open Market / XETRA
Berlin / free trade
SIX Swiss Exchange / Main Standard