Ascom separates from CEO: Breach of corporate governance rules and the principle of equal treatment for all shareholders
Un document
Berne (ots)
The Board of Directors of Ascom, the technology group, has unanimously decided to discharge CEO Rudolf Hadorn from his duties and release him with immediate effect.
The immediate separation was unavoidable because the Board of Directors takes the view that, in his position as CEO, Rudolf Hadorn infringed the corporate governance rules, acted against the express instructions of the entire Board, and violated the principle of equal treatment for all shareholders. Fritz Mumenthaler, Head of the Wireless Solutions Division, takes over as CEO ad interim in addition to his role as Head of the Security Solutions Division. As acting CEO, Fritz Mumenthaler is responsible for the operational management of the group. The Board of Directors will actively support the acting CEO with implementation of the growth and acquisition strategy adopted by the Board in October 2006. The search for a new CEO is already under way.
Enforcement of corporate governance rules
Last Friday the Board of Directors of Ascom learned that the Ascom CEO had held discussions with a group of shareholders, contrary to the Board's express instructions and in violation of the organisational regulations. In violation of the principle of equal treatment for all shareholders he tried - according to his own statements on the instructions of a group of shareholders - to change the composition and functions of the Board of Directors. The Board of Directors has therefore decided unanimously to discharge CEO Rudolf Hadorn from his duties and release him with immediate effect.
It is the inalienable duty of the Board of Directors to enforce and uphold the legal and internal corporate governance rules and the principle of equal treatment for all shareholders. The Board of Directors continues to foster open dialogue with all shareholder groups within the framework of corporate governance and in the interests of equal treatment for all shareholders.
Dynamic growth and acquisition strategy
The Board of Directors will continue to actively pursue the growth and acquisition strategy adopted in October 2006. To drive this strategy forward, a special committee was set up in January and the Deutsche Bank was commissioned to evaluate strategic options. This committee of the Board consists of Chairman Juhani Anttila, Vice Chairman Paul E. Otth, and member Rolf A. Meyer. The new CEO will be expected to have an excellent knowledge of clients and markets of the technology industries in order to further enhance the growth and acquisition strategy. The first internal and external candidates are evaluated
ABOUT ASCOM
Ascom is an international solution provider with comprehensive technological know-how in mission-critical communication. The company concentrates on the core areas of Wireless Solutions (high-value, customer-specific on-site communications solutions) and Security Solutions (applications for security, communication, automation and control systems for infrastructure operators, public security institutions and the army). With a wealth of experience in implementing complex projects for discerning customers, Ascom has established itself in important key markets.
Offerings range from analysis and consulting to system design and system integration, project management, engineering and implementation, right through to maintenance and support.
The company has subsidiaries in 17 countries and a workforce of some 2,200 employees worldwide.
Ascom registered shares (ASCN) are listed on the SWX Swiss Exchange in Zurich.
This document does not constitute an offer or solicitation to subscribe for, purchase or sell any securities. This document is not being issued in the United States of America or the United Kingdom and should not be distributed in any jurisdiction in a manner where such distribution would not comply with regulatory requirements. In particular, this document may not be distributed into the United States, to United States persons or to publications with a general circulation in the United States. In addition, the securities of Ascom have not been and will not be registered in any jurisdiction outside Switzerland. The securities of Ascom may not be offered, sold or delivered and no solicitation to purchase such securities may be made within the United States or to U.S. persons absent an applicable exemption from the registration requirements of the United States securities laws or within any other jurisdiction and in a manner where such offer, sale, delivery or solicitation might not be in compliance with regulatory requirements (including the United Kingdom).
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Contact:
Ascom Corporate Media Office
Daniel Lack
Secretary General and Press Officer
E-mail: daniel.lack@ascom.ch
Tel.: +41/31/999'43'44
Fax: +41/31/999'21'17