Notes

Allreal Holding AG, domiciled in Baar, canton Zug, was founded on 17 May 1999. As a holding company it is not engaged in any operating activ­ities. Its function is limited to managing and financing Allreal Group.

The Allreal Holding AG annual accounts have been prepared in accordance with Swiss legislation (32nd title of the Swiss Code of Obligations). They supplement the consolidated financial statements (pages 60 to 126) prepared in accordance with International Financial Reporting Standards (IFRS). Whereas the consolidated financial statements provide information about the business situation of the Group as a whole, the information in the annual accounts of Allreal Holding AG relates solely to the Group’s parent company.

Treasury shares are recognised at acquisition cost and deducted from shareholders’ equity at the time of acquisition. In the case of a resale, the gain or loss is recognised through the income statement as financial income or ­financial expense.

Dividends received from the subsidiary companies are booked to the accounts of Allreal Holding AG upon payment.

Other operating expenses include the normal administrative expenses incurred by a holding company (legal advice, personnel recruitment fees, insur­ance, fees and capital taxes). The management fees paid to Allreal General­unternehmung AG amount to CHF 0.6 million, unchanged from the previous year.

The scope of consolidation changed from the previous year as a consequence of the absorption of Hammertor AG into Hammer Retex AG.

On 28 July 2016, the subsidiary company Allreal Generalunternehmung AG, Zurich, acquired 100% of the share capital of Bülachguss AG, Bülach.

The bond may be redeemed early, and the bond terms customary for such capital market instruments shall apply. Specifically, this includes an option for early redemption at any time at par, including accrued interest, provided that at least 85% of the original principal amount has been redeemed by ­Allreal. As at 31 December 2016, the conditions for premature redemption had not been met.

The bond may be redeemed early, and the bond terms customary for such capital market instruments shall apply. Specifically, this includes an option for early redemption at any time at par, including accrued interest, provided that at least 85% of the original principal amount has been redeemed by ­Allreal. As at 31 December 2016, the conditions for premature redemption had not been met.

The bond may be redeemed early, and the bond terms customary for such capital market instruments shall apply. Specifically, this includes an option for early redemption at any time at par, including accrued interest, provided that at least 85% of the original principal amount has been redeemed by ­Allreal. As at 31 December 2016, the conditions for premature redemption had not been met.

The bond may be redeemed early, and the bond terms customary for such capital market instruments shall apply. Specifically, this includes an option for early redemption at any time at par, including accrued interest, provided that at least 85% of the original principal amount has been redeemed by ­Allreal. As at 31 December 2016, the conditions for premature redemption had not been met.

The bond may be redeemed early, and the bond terms customary for such capital market instruments shall apply. Specifically, this includes an option for early redemption at any time at par, including accrued interest, provided that at least 85% of the original principal amount has been redeemed by ­Allreal. As at 31 December 2016, the conditions for premature redemption had not been met.

As at the balance sheet cut-off date, the share capital of Allreal Holding AG comprises 15 942 821 registered shares with a par value of CHF 50 each (fully paid up). The premium paid in by means of capital increases and the conversion of convertible bonds is reported under reserves from contribution of capital.

The Board of Directors is authorised by the annual general meeting to increase the share capital – excluding the subscription rights of shareholders as applicable – until 15 April 2018 to acquire businesses, business units, participating interests or real estate through an exchange of shares, for financing or refinancing the acquisition of businesses, business units, participating interests or investment projects, or for the purpose of an international placement of shares worth up to CHF 50.0 million by issuing up to 1 000 000 registered shares each with a par value of CHF 50 (authorised capital).

For the purpose of issuing convertible bonds, warrant bonds or other financial instruments, the annual general meeting of 31 March 2006 created – excluding the subscription rights of shareholders – conditional capital of up to CHF 125.0 million through the issue of up to 2 500 000 registered shares with a par value of CHF 50 each. Bearers of the convertible and/or warrant bonds are entitled to subscribe to the new shares. This conditional capital decreased by CHF 0.2 million to CHF 124.8 million (as at 31 December 2016) following the conversion of convertible bonds into shares in previous years.

Further, Allreal Holding AG has conditional capital of CHF 10.0 million (200 000 registered shares at a par value of CHF 50 each) at its disposal for the purposes of issuing options to the members of the Board of Directors and management. This conditional capital has not been drawn on.

The average purchase price per share stands at CHF 139.97 (31.12.2015: CHF 134.38).

As at 31 December, the following shareholders were entered in the share register of Allreal Holding AG as having a shareholding (direct and/or indirect) which exceeds a threshold of 3%:

The details required under Article 663c CO are presented in Note 5.5 of the consolidated financial statements of Allreal Group.

As in the previous year, Allreal Holding AG did not employ any personnel.

As at 31 December 2016, guarantees and sureties to third parties in connection with the financing of Allreal group companies amounted to CHF 421.6 million (31.12.2015: CHF 539.6 million). Under the Swiss value added tax group taxation arrangement, Allreal Holding AG is jointly and severally liable vis-à-vis the Swiss Federal Tax Authority for all value added tax obligations of the other Allreal Group companies.