Extraordinary General Meeting 2008


Item 2: Share dividend Creation of authorized capital Approval of Article 4b of the Articles of Association

The Board of Directors proposed that the cash dividend for the 2007 financial year be replaced by a share dividend. The Chairman gave details of this share dividend. In order to cover the proposed share dividend, the Board of Directors proposed the creation of authorized capital, totaling no more than 5% of the current share capital of UBS. The Chairman then opened the discussion.

This item was largely undisputed. A small number of voters regretted the dilution and expressed hope that a cash dividend will once again be paid out next year.

The General Meeting approved the share dividend and the creation of authorized capital.

Votes cast


Quorum 2/3 majority of votes


Votes in favor


Votes against (incl. abstentions)


Following this resolution Article 4b (new) is as follows:

Authorized share capital The Board of Directors shall be authorized, at any time until 27 February 2010, to increase the share capital by a maximum of CHF 10,370,000 through the issuance of a maximum of 103,700,000 fully paid registered shares with a par value of CHF 0.10 each. The shareholders shall be granted subscription rights for the acquisition of new shares in proportion to their shareholdings. The Board of Directors shall be authorized to determine the particulars of the exercise of the subscription rights. Subscription rights that have not been exercised will be used as the Board of Directors determines to be in the interest of the Corporation. The Board of Directors is entitled to issue these shares in partial amounts. The Board of Directors shall determine the date of issue of the new shares. The issue price of the new shares is CHF 0.10 and the contribution for the new shares shall be made by converting into share capital freely available reserves in a maximum amount of CHF 10,370,000. The new shares shall be entitled to dividends from the financial year in which they are issued. The subscription and acquisition of the new shares, as well as any subsequent transfer of the shares, are subject to the registration requirements set out in Article 5 of these Articles of Association.

The notary, Dr Matthias Staehelin, M√ľnchenstein, will certify this resolution to amend the Articles of Association.