Ad hoc announcement pursuant to Art. 53 LR

General Meeting approves all Board proposals and elects a new member

The shareholders of Tornos Holding Ltd. have approved all the proposals submitted to them at the Ordinary General Meeting. Mr Walter Fust was elected to the Board of Directors which will henceforth comprise four members.

Today the shareholders of Tornos Holding Ltd. held their Ordinary General Meeting, which was attended by 62 shareholders representing 15'572'948 shares or 78.34% of the share capital.

They approved the annual report and financial statements for 2013 as well as the result on the balance sheet to be carried forward. The assembly also granted discharge to the members of the Board of Directors and General Management for the execution of their mandate during the financial year 2013. PricewaterhouseCoopers SA, Neuchâtel, were appointed to audit the company and the consolidated financial statements for another term of one year.

Based on the ordinance against excessive remuneration in listed companies, which entered into force on January 1, 2014, the Board of Directors proposed to the General Meeting 2014 the partial review of the Articles of Association. Amongst others, this included amendments to the Articles of Association regarding the representation of voting rights and the election of the members of the Board of Directors and the Remuneration Committee. With the adoption of the proposed amendments, the Tornos Holding Ltd. Articles of Association comply with the requirements of the new ordinance.

Elections to the Board of Directors

The General Meeting reelected François Frôté, Michel Rollier, and Frank Brinken for a one-year term, and confirmed François Frôté as Chairman for the same period. It elected Walter Fust as new member of the Board of Directors, which will henceforth comprise four members.

As published in the media release on March 4, 2014, Claude Elsen, Board member since 2002, and Philippe Maquelin, Board member since 2011 and, prior to that, member of General Management since 2002, did not stand for reelection for another term.    

Next publication dates:

May 6, 2014: 1st quarter results 2014

August 12, 2014: Half-year report 2014