Annual General Meeting 2004

The Board of Directors proposed that the Annual Report, Group and Parent Company Accounts be approved.

The Chairman noted that Ernst & Young Ltd. as Group and Statutory Auditors had recommended - without qualification - that the Group Accounts and Annual Accounts be approved.

In the detailed discussion which followed, the questions raised related primarily to the compensation awarded to senior executives. Numerous suggestions were made and it was also proposed that the Annual Report and Annual Accounts be rejected. However, no motions were submitted which required to be voted on specifically.

Equally, no formal motions were submitted during the discussion on the "Interhandel / I.G. Farben in Liquidation" issue.

The Annual General Meeting approved the Annual Report, Group and Parent Company Accounts for 2003, with the voting being as follows:

The Board of Directors proposed that the Parent Company profit for 2003 be appropriated as follows:

The Board of Directors proposed that discharge be granted to the members of the Board of Directors and the Group Executive Board for the financial year 2003.

No formal motions were submitted during the discussion, in which only a single participant spoke.

The Annual General Meeting granted discharge to the Board of Directors and the Group Executive Board, with the voting being as follows (the members of the Board of Directors and the Group Executive Board not being entitled to vote):

The Board of Directors proposed that Sir Peter Davis, whose term of office expired at the AGM, be re-elected as a non-executive member of the Board of Directors for a further three-year term.

None of those present requested the opportunity to speak. The Annual General Meeting re-elected Sir Peter Davis, with the voting being as follows:

The Board of Directors proposed that Stephan Haeringer (a Swiss citizen) be elected to the Board as an executive member, and that Helmut Panke (a German citizen) and Peter Spuhler (a Swiss citizen) be elected as non-executive members, each for a period of three years.

None of those present requested the opportunity to speak. The Annual General Meeting approved the nominations, with the voting being as follows:

Upon a motion from the Board of Directors, and based on the recommendation of the Audit Committee, the Annual General Meeting elected Ernst & Young Ltd., Basel for a further one-year term of office as Group and Statutory Auditors, the voting being as follows:

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: