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2014 Proxy Statement and 2013 Annual Report
Page 312 of 337
2013 Annual ReportProxy Statement
Notice to ShareholdersTable of ContentsProxy Statement SummaryInvitation to Annual General Meeting of Transocean Ltd.Information about the Meeting and VotingAgenda Item 1. Approval of the 2013 Annual Report, Including the Consolidated Financial Statements of Transocean Ltd. for Fiscal Year 2013 and the Statutory Financial Statements of Transocean Ltd. for Fiscal Year 2013Agenda Item 2. Discharge to the Members of the Board of Directors and the Executive Management from Liability for Activities during Fiscal Year 2013Agenda Item 3. Appropriation of Available Earnings for Fiscal Year 2013Agenda Item 4. Distribution of a Dividend in the Amount of US$3.00 per Outstanding Share of the Company out of the General Legal Reserves from Capital Contribution (by way of a release and allocation of general legal reserves from capital contribution to dividend reserves from capital contribution.)Agenda Item 5. Adoption of Authorized Share CapitalAgenda Item 6. Reduction of the Maximum Number of the Members of the Board of Directors to 11 from 14Agenda Item 7. Amendments to the Articles of Association to Implement the Minder OrdinanceAgenda Item 8. Amendment of Article 18 para. 2 of the Articles of Association Regarding the Applicable Vote Standard for Elections of Directors, the Chairman and the Members of the Compensation CommitteeAgenda Item 9. Amendment of Article 14 para. 1 of the Articles of Association Regarding Shareholder Agenda Item Requests Pursuant to Swiss LawAgenda Item 10. Reelection of Ten Directors and Election of One New Director, Each for a Term Extending Until Completion of the Next Annual General MeetingAgenda Item 11. Election of the Chairman of the Board of Directors for a Term Extending Until Completion of the Next Annual General MeetingAgenda Item 12. Election of the Members of the Compensation Committee, Each for a Term Extending Until Completion of the Next Annual General MeetingAgenda Item 13. Election of the Independent Proxy for a Term Extending Until Completion of the Next Annual General MeetingAgenda Item 14. Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for Fiscal Year 2014 and Reelection of Ernst & Young Ltd, Zurich, as the Company's Auditor for a Further One-Year TermAgenda Item 15. Advisory Vote to Approve Named Executive Officer CompensationAgenda Item 16. Reapproval of the Material Terms of the Performance Goals Under the Long-Term Incentive Plan of Transocean Ltd.
Proxy Statement (cont.)Form 10-K: Part IPart IIPart III & IVShareholders Information
  • Page 312 of 337