Form 20-F ☒
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Form 40-F ☐
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Proposal on discharge of the members of the Board and the Executive Board for the financial year 2022, excluding discharge in relation to the Credit Suisse Asset Management managed supply chain finance funds
(SCFF) matter.
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Proposal for a distribution of a dividend to shareholders of CHF 0.05 gross per registered share for the financial year 2022.
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Proposal for amendments to the Articles of Association.
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Proposal for the re-election of Axel P. Lehmann as Chairman of the Board as well as the re-election of all current members of the Board.
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Approval of the compensation of the Board and the Executive Board, including a one-time Transformation Award for the Executive Board, as well as a consultative vote on the 2022 Compensation Report.
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Consultative vote on the Credit Suisse climate strategy as outlined in the Strategy chapter of the 2022 Task Force on Climate-related Financial Disclosures (TCFD) Report, included in the 2022 Sustainability
Report.
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Page 1
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March 14, 2023
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Page 2
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March 14, 2023
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Contact details
Kinner Lakhani, Investor Relations, Credit Suisse
Tel: +41 44 333 71 49
Email: investor.relations@credit-suisse.com
Dominik von Arx, Corporate Communications, Credit Suisse
Tel: +41 844 33 88 44
Email: media.relations@credit-suisse.com
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our plans, targets or goals;
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our future economic performance or prospects;
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the potential effect on our future performance of certain contingencies; and
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assumptions underlying any such statements.
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the ability to maintain sufficient liquidity and access capital markets;
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market volatility, increases in inflation and interest rate fluctuations or developments affecting interest rate levels;
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the ongoing significant negative consequences, including reputational harm, of the Archegos and supply chain finance funds matters, as well as other recent events, and our ability to successfully resolve these
matters;
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the impact of media reports and social media speculation about our business and its performance;
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the extent of outflows of deposits and assets or future net new asset generation across our divisions;
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our ability to improve our risk management procedures and policies and hedging strategies;
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the strength of the global economy in general and the strength of the economies of the countries in which we conduct our operations, in particular, but not limited to, the risk of negative impacts of COVID-19 on
the global economy and financial markets, Russia’s invasion of Ukraine, the resulting sanctions from the US, EU, UK, Switzerland and other countries and the risk of continued slow economic recovery or downturn in the EU, the US or other
developed countries or in emerging markets in 2023 and beyond;
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Page 3
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March 14, 2023
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the emergence of widespread health emergencies, infectious diseases or pandemics, such as COVID-19, and the actions that may be taken by governmental authorities to contain the outbreak or to counter its impact;
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potential risks and uncertainties relating to the severity of impacts from the COVID-19 pandemic, including potential material adverse effects on our business, financial condition and results of operations;
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the direct and indirect impacts of deterioration or slow recovery in residential and commercial real estate markets;
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adverse rating actions by credit rating agencies in respect of us, sovereign issuers, structured credit products or other credit-related exposures;
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the ability to achieve our strategic initiatives, including those related to our targets, ambitions and goals, such as our financial ambitions as well as various goals and commitments to incorporate certain
environmental, social and governance considerations into our business strategy, products, services and risk management processes;
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our ability to achieve our announced comprehensive new strategic direction for the Group and significant changes to its structure and organization;
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our ability to successfully implement the divestment of any non-core business;
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the future level of any impairments and write-downs resulting from strategy changes and their implementation;
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the ability of counterparties to meet their obligations to us and the adequacy of our allowance for credit losses;
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the effects of, and changes in, fiscal, monetary, exchange rate, trade and tax policies;
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the effects of currency fluctuations, including the related impact on our business, financial condition and results of operations due to moves in foreign exchange rates;
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geopolitical and diplomatic tensions, instabilities and conflicts, including war, civil unrest, terrorist activity, sanctions or other geopolitical events or escalations of hostilities, such as Russia’s invasion
of Ukraine;
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political, social and environmental developments, including climate change and evolving ESG-related disclosure standards;
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the ability to appropriately address social, environmental and sustainability concerns that may arise from our business activities;
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the effects of, and the uncertainty arising from, the UK’s withdrawal from the EU;
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the possibility of foreign exchange controls, expropriation, nationalization or confiscation of assets in countries in which we conduct our operations;
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operational factors such as systems failure, human error, or the failure to implement procedures properly;
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the risk of cyber attacks, information or security breaches or technology failures on our reputation, business or operations, the risk of which is increased while large portions of our employees work remotely;
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the adverse resolution of litigation, regulatory proceedings and other contingencies;
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actions taken by regulators with respect to our business and practices and possible resulting changes to our business organization, practices and policies in countries in which we conduct our operations;
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the effects of changes in laws, regulations or accounting or tax standards, policies or practices in countries in which we conduct our operations;
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the discontinuation of LIBOR and other interbank offered rates and the transition to alternative reference rates;
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the potential effects of changes in our legal entity structure;
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competition or changes in our competitive position in geographic and business areas in which we conduct our operations;
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the ability to retain and recruit qualified personnel;
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the ability to protect our reputation and promote our brand;
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the ability to increase market share and control expenses;
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technological changes instituted by us, our counterparties or competitors;
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the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users;
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acquisitions, including the ability to integrate acquired businesses successfully, and divestitures, including the ability to sell non-core assets; and
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other unforeseen or unexpected events and our success at managing these and the risks involved in the foregoing.
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Page 4
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March 14, 2023
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CREDIT SUISSE GROUP AG and CREDIT SUISSE AG
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(Registrants)
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By:
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/s/ Reto Hösli
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Reto Hösli
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Director
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/s/ Annina Müller | ||
Annina Müller | ||
Date: March 14, 2023 | Vice President |
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