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NOTES to the financial statements

1. Accounting Principles

1.1 General aspects

These financial statements were prepared in accordance with the provisions of the Swiss Law on Accounting and Financial Reporting (32nd title of the Swiss Code of Obligations). Where not prescribed by law, the significant accounting and valuation principles applied are described below.

Investis Holding SA was incorporated on 7 June 2016 and registered in the commercial register of the Canton Zurich on 8 June 2016.

As Investis Holding SA has prepared its consolidated financial statements in accordance with a recognised accounting standard (Swiss GAAP FER), it has decided, as the law allows, not to present additional information on interest-bearing liabilities and audit fees in the notes, and not to present a cash flow statement.

1.2 Assets

Assets are valued at no more than their acquisition cost. Exceptions are current assets with an observable market price, which are valued at the stock price or market value on the balance sheet date. All changes in value are recognised in the income statement. No value fluctuation reserves have been formed.

1.3 Loans and investments

Loans to Group companies and investments in subsidiaries are carried at acquisition costs less necessary depreciation.

1.4 Bonds

Bonds are recognised in the balance sheet at nominal value. Issuance costs upon issue are offset against any applicable discounts and the surplus is charged to the income statement. 

2. Information on balance sheet and income statement items

2.1. Loans

In CHF 1,000

31.12.2016

07.06.2016

Loan to Investis Investments SA

272,148

-

Total loans to Group companies

272,148

-

2.2. Investments

The list of legal entities held directly or indirectly by the company and consolidated at Investis Group level, is published in Note 26 of the consolidated financial statements in this report.

2.3 Bonds

A CHF 100 million bond maturing on 15 November 2021 was issued on 15 November 2016. The coupon is 0.55%. Information on loan conditions is published in Note 16 of the consolidated financial statements in this report.

2.4. Equity

Investis Holding SA was incorporated on 7 June 2016. The share capital was paid-up by a contribution in kind. On 4 July 2016 the capital increase of 2,800,000 shares in connection with the initial public offering was completed. The gross proceeds amounted to CHF 148 million.

At the extraordinary shareholders’ meeting of Investis Holding SA held on 17 June 2016 it was resolved to create conditional share capital pursuant to which the share capital may be increased by a maximum amount of CHF 30,000 by issuing a maximum of 300,000 shares, under the exclusion of shareholders’ pre-emptive rights, in favour of directors, members of the Executive Board and employees of the Group in the context of a management incentive plan.

As at 31 December 2016, share capital amounted to CHF 1.28 million, composed of 12,800,000 registered shares with a nominal value of CHF 0.10 each. All outstanding shares are entitled to dividends and confer the right to one vote per share at the company’s general meetings.

 

 

Legal capital reserves

Voluntary retained earnings

 

In CHF 1,000

Share capital

Capital contribution reserve

Other capital reserves

Profit for the year

Total equity

Equity as at 7 June 2016

1,000

 

199,000

 

200,000

Capital increase

280

142,699

 

 

142,979

Profit for the year

 

 

 

28,914

28,914

Equity as at 31 December 2016

1,280

142,699

199,000

28,914

371,892

2.5 Income from investments in subsidiaries

In 2016 the dividend from investments in subsidiaries amounted to CHF 30.0 million. 

2.6. Personnel expenses

Information on personnel expenses for the Board of Directors and the Executive Board is published in the compensation report in this annual report.

3. Other information

3.1 Full-time equivalents

Investis Holding SA has no employees. 

3.2 Significant shareholders

Upon listing on 30 June 2016, Stéphane Bonvin was the only significant shareholder. As at 31 December 2016, the board of directors is aware of the following shareholders and groups of shareholders that hold at least 3% of the voting rights in the Company:

Stéphane Bonvin owned 9,751,080 shares or 76.18% of the outstanding share capital.

3.3 Share ownership

Members of the Board of Directors

(non-executive)

As at 31 December 2016 the non-executive members of the Board of Directors (including their related parties) held the following Investis shares.

As at 31 December 2016

Function

Number of registered shares held

Voting rights in % (rounded)

Riccardo Boscardin

Chairman, Member of the Audit and Compensation Committee

2,000

<0.1

Albert Baehny

Vice-Chairman and Chairman of the Compensation Committee

18,867

0.1

Thomas Vettiger

Member and Chairman of the Audit Committee

750

<0.1

Total

 

21,617

0.2

Members of the Executive Board

(including the executive member of the Board of Directors)

As at 31 December 2016 the executive member of the Board of Directors and the members of the Executive Board (including their related parties) held the following Investis shares.

As at 31 December 2016

Function

Number of registered shares held

Voting rights in % (rounded)

Stéphane Bonvin 1)

Chief Executive Officer and member of the Board of Directors

9,751,080

76.2

Catherine Dubey

Head Real Estate Services

600

<0.1

René Häsler

Chief Financial Officer

11,340

0.1

Total

 

9,763,020

76.3

1) In the context of the initial public offering carried out in June 2016, Stéphane Bonvin, as selling shareholder, entered into a lock-up arrangement with Credit Suisse AG (acting on behalf of the other banks) covering any shares within a 67% stake in the share capital of Investis as of the first trading day for a period of 36 months after the first trading day. A lock-up period of 12 months after the first trading day applies to any shares in excess of a 67% stake in the share capital of Investis as of the first trading day.

3.4 events after the balance sheet date

On 14 February 2017 Investis Holding SA issued a CHF 140 million fixed-rate bond with a coupon of 0.25% and a tenor of two years (until 14 February 2019). The proceeds were used to repay mortgages.

There are no other significant events after the balance sheet date which could impact the book value of the assets or liabilities or which should be disclosed here.