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Group structure and shareholders
Group structure and shareholders

Under Swiss company law, UBS is organized as a limited company, a corporation that has issued shares of common stock to investors. UBS AG is the parent company of the UBS Group.

UBS Group legal entity structure

The legal entity structure of UBS is designed to support its businesses within an efficient legal, tax, regulatory and funding framework. Neither the business groups of UBS nor its Corporate Center are separate legal entities: they operate out of the parent bank, UBS AG, through its branches worldwide. This structure is designed to capitalize on the increased business opportunities and cost efficiencies offered by the use of a single legal platform and to enable the flexible and efficient use of capital.

Where it is neither possible nor efficient to operate out of the parent bank - usually due to local legal, tax or regulatory rules or as a result of additional legal entities joining the UBS Group through acquisition - businesses operate through local subsidiaries.

Operational group structure

The three business groups - Global Wealth Management & Business Banking, Global Asset Management and the Investment Bank - together with Corporate Center form the operational structure of the Group's financial businesses. Performance is reported according to this structure.

Listed and non-listed companies belonging to the Group (consolidated entities)

The UBS Group includes a great number of subsidiaries, none of which, however, are listed companies. For details of significant operating subsidiary companies of the Group, see Note 35 in Financial Statements 2007.

Significant shareholders

Chase Nominees Ltd., London, acting in its capacity as a nominee for other investors, was registered with 7.99% of all shares issued as of 31 December 2007, compared to 8.81% at year-end 2006 and 8.55% at year-end 2005. DTC (Cede & Co.), New York, The Depository Trust Company, a US securities clearing organization, was registered as a shareholder for a great number of beneficial owners with 14.15% of all shares issued as of 31 December 2007 (13.21% as of 31 December 2006). According to "UBS's Regulation on the Registration of Shares", voting rights of nominees are restricted to 5%, while clearing and settlement organizations are exempt from this restriction. As of 31 December 2007, no other shareholders had reported holding 3% or more of all voting rights. Ownership of UBS shares is widely spread. The tables on the next page provide information about the distribution of shareholders by category and geography. This information relates only to registered shareholders and cannot be assumed to be representative of the entire UBS investor base. Only shareholders registered in the share register as shareholders with voting rights are entitled to exercise voting rights.

Under the Swiss Stock Exchange Act, anyone holding shares in a company listed in Switzerland, or derivative rights related to shares of such a company, has to notify the company and the stock exchange if the holding attains, falls below or exceeds one of the following thresholds: 3, 5, 10, 15, 20, 25, 33 1?3, 50, or 66 2?3% of the voting rights, whether they are exercisable or not. The detailed disclosure requirements and the methodology for calculating the thresholds are defined in the "Ordinance of the Swiss Federal Banking Commission on the Stock Exchanges and Securities Trading" (disclosure of shareholdings). In particular, the ordinance prohibits the netting of so-called acquisition positions (i.e. in particular shares, conversion rights and acquisition rights or obligations) with disposal positions (i.e. rights or obligations to sell). It further requires that each such position be calculated separately and reported simultaneously as soon as it reaches a threshold. Since 13 September 2002, UBS's holdings of its own shares have been above the 3% threshold requiring disclosure under the Swiss stock exchange laws. UBS's position in its own shares remained between 3% and 10% throughout 2007.

At year-end 2007, UBS held a stake of 7.79% (161,475,748)of acquisition positions (proportion of voting rights) consisting of 160,841,275 UBS registered shares and a total of 634,473 acquisition rights and granted disposal rights on UBS registered shares. At the same time, UBS held 10.32% (213,775,377) of disposal positions (proportion of voting rights) relating to UBS registered shares.

Cross shareholdings

UBS has no cross shareholdings in excess of a reciprocal 5% of capital or voting rights with any other company.

Distribution of UBS shares

As of 31.12.07

Shareholders registered

Shares registered

Number of shares registered

Number

%

Number

% of shares issued

1-100

33,819

16.2

1,982,968

0.1

101-1,000

124,749

59.6

52,269,332

2.5

1,001-10,000

46,603

22.3

123,861,673

6.0

10,001-100,000

3,577

1.7

87,704,010

4.2

100,001-1,000,000

384

0.2

112,916,436

5.5

1,000,001-5,000,000

70

0.0

148,229,789

7.2

5,000,001-20,735,473 (1%)

18

0.0

147,702,880

7.1

1-2%

6

0.0

194,124,566

9.4

2-3%

0

0.0

0

0.0

3-4%

0

0.0

0

0.0

4-5%

0

0.0

0

0.0

Over 5%

2 1

0.0

459,135,393

22.0

Total registered

209,228

100.0

1,327,927,047

64.0

Unregistered 2

745,620,297

36.0

Total shares issued

2,073,547,3443

100.0

1 As of 31 December 2007, DTC (Cede & Co.), New York, the US securities clearing organization, was registered with 14.15 % of all shares issued. Chase Nominees Ltd., London, was entered as a trustee / nominee holding 7.99 % of all shares issued. 2 Shares not entered in the share register as of 31 December 2007. 3 Registered shares totaling 199,544,283 do not carry voting rights.

Shareholders: category and geographical location

Shareholders

Shares

As of 31.12.07

Number

%

Number

%

Individual shareholders

202,019

96.6

244,744,640

11.8

Legal entities

6,713

3.2

247,068,373

11.9

Nominees, fiduciaries

496

0.2

836,114,034

40.3

Unregistered

745,620,297

36.0

Total

209,228

100.0

2,073,547,344

100.0

Switzerland

186,725

89.2

460,203,410

22.2

Europe

15,205

7.3

425,716,963

20.5

North America

2,390

1.1

398,561,800

19.2

Other countries

4,908

2.4

43,444,874

2.1

Unregistered

745,620,297

36.0

Total

209,228

100.0

2,073,547,344

100.0

Mise à jour du: 22 avril 2008, 10:42

Information according to Art. 663bbis and Art. 663c paragraph three of the Swiss Code of Obligations
Disclosures provided in line with the requirements of Art. 663bbis and Art. 663c paragraph three of the Swiss Code of Obligations’ “Supplementary disclosures for companies whose shares are listed on a stock exchange: Compensations and Participations” are also included in the audited report Financial Statements 2007. This information is written in normal font throughout the report "Corporate Governance and Compensation Report 2007". All other (non-audited) content is displayed in italic font.

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