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SEC Filings

6-K
AC IMMUNE SA filed this Form 6-K on 03/17/2017
Entire Document
 

 

This compensation report has been prepared in accordance with the Federal Ordinance Against Excessive Compensation in Stock Exchange Listed Companies (“Ordinance”), effective January 1, 2014.

 

1.Compensation of the Board of Directors

 

a.Board Composition in 2016

 

Name Appointment Board Audit  Compensation and Nomination 
      Committee * Committee *
Martin Velasco 2003 Chairman Member Member
Peter Bollmann, PhD 2015 Director  Chairman  
Thomas Graney 2016 Director (1) Member Member
Detlev Riesner, PhD 2004 Director   Chairman
Friedrich von Bohlen und Halbach, PhD 2015 Director    
Andrea Pfeifer, PhD 2016 Director - CEO     
Mathias Hothum 2013 Director (2)    

 

(1) – elected November 15, 2016

(2) – term expired November 15, 2016

 

* Created November 11, 2016

 

Our Board of Directors is composed of six directors. Each director is elected for a one-year term. The current members of our board of directors were appointed at a shareholders’ meeting held on November 15, 2016 to serve until the 2017 shareholders’ meeting to be held in May 2017.

 

Swiss law does not require that a majority of our board of directors consist of independent directors. However, our board of directors has determined that, under current listing requirements and rules of NASDAQ (which we are not subject to) and taking into account any applicable committee independence standards, Martin Velasco, Detlev Riesner, Friedrich von Bohlen und Halbach, Peter Bollmann and Thomas Graney are “independent directors”. In making such determination, our board of directors considered the relationships that each non-employee director has with us and all other facts and circumstances our board of directors deemed relevant in determining the director’s independence, including the number of ordinary shares beneficially owned by the director and his or her affiliated entities, if any.

 

b.Compensation Structure

 

Board members are paid a fixed fee dependent on the function exercised. Such fees have been established in light of market practice. In addition to the fixed fee, Board members are awarded stock options under the Company’s equity incentive plans as described more fully in the annex to this report. For 2016, fixed fees were paid semi-annually in Swiss Francs as follows:

 

·KCHF 45 (net of social charges) for the chairman

 

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© AC Immune 2015