Annual Report 2017/18
These annual financial statements were prepared in accordance with the provisions of the Swiss accounting law (Title 32 of the Swiss Code of Obligations). The main valuation principles applied that are not prescribed by law are described below.
In accordance with the provisions of the Swiss accounting law (article 961d para. 1 CO), the company does not provide additional information in the notes, a cash flow statement or an annual report, referring instead to the consolidated financial statements of dormakaba Holding AG for the relevant information.
Loans granted to Group companies and other financial investments in foreign currencies are valued at the market rate on the actual closing date. The valuation is at nominal values, taking into consideration any impairment required.
Investments are valued in line with the principle of individual valuation. General value adjustments can be applied.
Dividend income is booked when payment is received.
|
|
|
|
|
|
|
|
|
|
|
Share capital in local currency |
|
Voting rights in % |
dormakaba Holding GmbH + Co. KGaA, Ennepetal/DE |
|
EUR |
|
27,642,105 |
|
52.5 |
dormakaba Beteiligungs-GmbH, Ennepetal/DE |
|
EUR |
|
1,000,000 |
|
52.5 |
There are no changes to the Investments.
|
|
|
|
|
|
|
|
|
Counterparty |
|
Currency |
|
Interest rate |
|
Financial year ended 30.06.2018 |
|
Financial year ended 30.06.2017 |
dormakaba International Holding AG, Rümlang/CH |
|
CHF |
|
1.00% |
|
173.4 |
|
170.1 |
Total loans to Group companies |
|
|
|
|
|
173.4 |
|
170.1 |
This provision relates to general risks.
As of 30 June 2018, share capital amounted to CHF 420,002.60 divided into 4,200,026 registered shares at a par value of CHF 0.10.
Conditional capital as of 30 June 2018 amounted to CHF 42,438.
In accordance with the resolution of the Annual General Meeting of 17 October 2017, the Board of Directors is authorized to increase the share capital, until no later than 17 October 2019, by a maximum amount of CHF 72,000 by issuing a maximum of 420,000 fully paid-in registered shares with a nominal value of CHF 0.10 each. The increase may be made in partial amounts.
No shares were issued out of authorized capital in the year under review.
|
|
|
|
|
|
|
|
|
As at 30.06.2018 No of shares at CHF 0.10 par value |
in % |
|
As at 30.06.2017 No of shares at CHF 0.10 par value |
in % |
Pool shareholders 1) |
|
1,143,508 |
27.2 |
|
1,153,191 |
27.5 |
Public shareholders |
|
|
|
|
|
|
Other public shareholders |
|
3,029,069 |
72.1 |
|
3,021,712 |
71.9 |
Total public shareholders |
|
3,029,069 |
72.1 |
|
3,021,712 |
71.9 |
Members of the Board of Directors and Members of the Executive Committee 2) |
|
|
|
|
|
|
Members of the Board of Directors (non-executive) |
|
492,619 |
11.8 |
|
477,192 |
11.4 |
Members of the Executive Committee |
|
14,180 |
0.3 |
|
12,528 |
0.3 |
Total members of the Board of Directors and Members of the Executive Committee |
|
506,799 |
12.1 |
|
489,720 |
11.7 |
Less double-counting in respect of Pool shareholders who are members of the Board of Directors 3) |
|
–479,350 |
–11.4 |
|
–464,597 |
–11.1 |
Total shares |
|
4,200,026 |
100.0 |
|
4,200,026 |
100.0 |
1) The following persons are party to the pool agreement dated 29 April 2015: Familie Mankel Industriebeteiligungs GmbH + Co. KGaA / Ennepetal, Mankel Family Office GmbH / Ennepetal, KRM Beteiligungs GmbH / Ennepetal, Christine Mankel / Ennepetal, Stephanie Brecht-Bergen / Hamburg, Karl-Rudolf Mankel / Ennepetal as well as Martina Bössow / Dubai (UAE), heirs of Anja Bremi, Ulrich Bremi / Zollikon, Balz Dubs / Zurich, Karina Dubs-Kuenzle / Zurich, Kevin Dubs / Zurich, Linus Dubs / Zurich, Anja Flückiger / Forch, Christian Forrer / Bern, Karin Forrer / Muri, Anna Katharina Kuenzle / Thalwil, Clive Kuenzle / Zurich, Michael Kuenzle / Meilen, Alexandra Sallai / Worb, Christoph Sallai / Worb, Andrea Ullmann / Zollikon, Sascha Ullmann / Zollikon, Adrian Weibel / Meilen and Tonia Weibel / Meilen.
2) Including related parties
3) The shareholdings of Pool Shareholders who are also members of the Board of Directors are included under Pool Shareholders and members of the Board of Directors.
|
|
30.06.2018 in CHF million |
|
30.06.2018 Number |
|
30.06.2017 in CHF million |
|
30.06.2017 Number |
Treasury shares at the beginning of the period |
|
1.0 |
|
1,260 |
|
2.8 |
|
4,063 |
Purchased/revalued/sold |
|
–0.8 |
|
–910 |
|
–1.7 |
|
–2,803 |
Treasury shares at the end of the period |
|
0.2 |
|
350 |
|
1.0 |
|
1,260 |
Treasury shares held in other group entities |
|
8.7 |
|
12,433 |
|
17.6 |
|
21,178 |
Total Treasury shares at the end of the period |
|
8.9 |
|
12,783 |
|
18.7 |
|
22,438 |
The dividend income for the year was CHF 63.3 million (previous year: CHF 32.8 million).
The financial income came primarily from interest income on the loans granted to Group companies as well as guarantee fees in relation to the bonds issued by dormakaba Finance AG.
The financial expenses primarily are related to guarantee fees paid to dormakaba Holding GmbH & Co. KGaA to guarantee on the bond issued by dormakaba Finance AG.
The main expense items related to external consulting services and marketing expenses.
Direct taxes are comprised of capital taxes and for the prior year also income taxes.
dormakaba Holding AG is incorporated and domiciled in Rümlang (Switzerland). The address of its registered office is: Hofwisenstrasse 24, 8153 Rümlang, Switzerland.
The company is listed on the Swiss Stock Exchange (SIX).
As of 30 June 2018, dormakaba Holding AG did not employ any personnel.
|
|
|
|
|
in CHF million |
|
Financial year ended 30.06.2018 |
|
Financial year ended 30.06.2017 |
Guarantees |
|
693.7 |
|
0.0 |
Of which used |
|
0.0 |
|
0.0 |
The guarantees disclosed relates to the guarantee to the bond holders for the bonds issued by dormakaba Finance AG in the total nominal amount of CHF 680.0 million.
The dormakaba companies in Switzerland are treated for VAT purposes as one single entity (Group taxation article 15 Swiss VAT law). If one company is unable to meet its payment obligations to the taxation authorities, the other Group companies within the tax group are jointly and severally liable.
|
|
|
|
|
|
|
|
|
|
|
30.06.2018 CHF 0.10 par value |
|
30.06.2018 Number |
|
30.06.2017 CHF 0.10 par value |
|
30.06.2017 Number |
Conditional capital at the end of the period |
|
42,438 |
|
424,384 |
|
42,938 |
|
429,384 |
Authorized capital at the end of the period |
|
42,000 |
|
420,000 |
|
41,900 |
|
419,000 |
Conditional capital of CHF 36,000 (CHF 36,000 in the prior year) is earmarked for the coverage of convertible bonds and warrant bonds, plus CHF 6,438.40 (CHF 6,938.40 in the prior year) for shares or share options to associates and members of the Board of Directors of which CHF 0 (CHF 0 in the prior year) were exercised in financial year 2017 / 18.
The authorized capital at year-end amounts to CHF 42,000 (CHF 41,900 in the prior year).
As at the respective reporting date, the individual members of the Board of Directors and the Executive Committee (including related parties) held the following number of shares in dormakaba Holding AG. None of the members of the Board of Directors and the Executive Committee held any options.
|
|
|
|
|
|
|
Financial year ended 30.06.2018 |
|
Financial year ended 30.06.2017 |
|
|
Number of shares |
|
Number of shares |
Board of Directors |
|
|
|
|
Brecht-Bergen Stephanie |
|
189,958 |
|
189,868 |
Chiu Elton SK |
|
773 |
|
683 |
Daeniker Daniel |
|
1,424 |
|
1,305 |
Dörig Rolf |
|
2,363 |
|
2,153 |
Dubs-Kuenzle Karina |
|
99,483 |
|
84,861 |
Graf Ulrich |
|
6,148 |
|
6,476 |
Gummert Hans |
|
479 |
|
198 |
Heppner John |
|
626 |
|
510 |
Hess Hans |
|
1,360 |
|
1,270 |
Mankel Christine |
|
190,005 |
|
189,868 |
Total Board of Directors |
|
492,619 |
|
477,192 |
|
|
|
|
|
Executive Committee |
|
|
|
|
Berninger Alwin |
|
- |
|
|
Brinker Bernd |
|
550 |
|
250 |
Cadonau Riet |
|
4,330 |
|
3,930 |
Gaspari Roberto |
|
2,576 |
|
2,238 |
Häberli Andreas |
|
1,505 |
|
1,185 |
Jacob Christoph |
|
132 |
|
72 |
Kincaid Michael |
|
1,012 |
|
714 |
Lee Jim-Heng |
|
1,396 |
|
1,146 |
Lichtenberg Jörg |
|
318 |
|
167 |
Malacarne Beat |
|
867 |
|
1,425 |
Sichelschmidt Dieter 1) |
|
|
|
150 |
Zocca Stefano |
|
1,494 |
|
1,251 |
Total Executive Committee |
|
14,180 |
|
12,528 |
1) Member of the Executive Committee until the 31 December 2017
dormakaba has reached an agreement on the sale of its indirect 40% shareholding in ISEO to the Facchinetti family, who already owns the remaining 60% in the company. Closing of the divestment contract is expected to take place by fall 2018.
You are using an outdated browser. Please update your browser to view this website correctly: https://browsehappy.com/