Annual General Meeting 2004

Item 5: Capital reduction

Item 5.1.
Cancellation of shares repurchased under the 2003/2004 share buyback program and respective amendment of Article 4 of the Articles of Association

The Board of Directors proposed that the 59,482,000 shares repurchased under the buyback program approved by the 2003 AGM be cancelled and the share capital of the Corporation be accordingly reduced by CHF 47,585,600. Ernst & Young as Statutory Auditors confirmed to the AGM that in their assessment, the claims of creditors will be fully covered even after the reduction in share capital and that the Bank has adequate liquidity.

The Annual General Meeting approved the cancellation of the shares and the respective amendment to the Articles of Association, the voting being as follows:

Following this resolution, Article 4 (Share capital) of the Articles of Association reads as follows:
1
The share capital of the Corporation is CHF 898,851,811.20 (eight hundred and ninety-eight million, eight hundred and fifty-one thousand, eight hundred and eleven Swiss francs and twenty centimes), divided into 1,123,564,764 registered shares with a par value of CHF 0.80 each. The share capital is fully paid up.

Paragraph 2 is unchanged.

The notary, Andreas Rebsamen, would officially certify this amendment to the Articles of Association.

Item 5.2.
Approval of a new 2004/2005 share buyback program

The Board of Directors proposed that the following resolution be passed:

The Annual General Meeting approved the implementation of the proposed 2004/2005 share buyback program, the voting being as follows:

The meeting closed at 6.55 p.m.

Zurich, 19 April 2004

On behalf of the Board of Directors:

Marcel Ospel
Chairman

Gertrud Erismann-Peyer
Secretary

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