1 Group structure and shareholders
1.1 Group structure
Allreal Group operates solely in Switzerland. Its legal structure and participating interests are shown below.
Allreal | ||||||||||||
Allreal | Allreal | Allreal | Allreal | Allreal | Apalux AG | Allreal | ||||||
Allreal | Hammer Retex AG | Bülachguss AG |
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Company | Registered office | Share capital | % of shares held | |||
Allreal Home AG | Zurich | 26.52 | 100.00 | |||
Allreal Office AG | Zurich | 150.00 | 100.00 | |||
Allreal Toni AG | Zurich | 90.00 | 100.00 | |||
Allreal Vulkan AG | Zurich | 50.00 | 100.00 | |||
Allreal West AG | Zurich | 20.00 | 100.00 | |||
Apalux AG | Zurich | 0.90 | 100.00 | |||
Allreal Finanz AG | Baar | 100.50 | 100.00 | |||
Allreal Generalunternehmung AG | Zurich | 10.00 | 100.00 | |||
Hammer Retex AG | Cham | 0.50 | 100.00 | |||
Bülachguss AG | Bülach | 0.10 | 100.00 |
All shareholdings are unlisted companies which are fully consolidated in the Group’s financial statements.
The scope of consolidation remained unchanged compared with the previous year.
Operationally, the Group is structured into two divisions:
Real Estate division
Investments in residential and commercial properties, including properties with particular development potential and investment real estate under construction. Various real estate services (property management, residential property sales, real estate consultancy, contract administration) are also provided.
Projects & Development division
Combination of project development, general contraction activities (realisation) and real estate services.
Allreal Holding AG has its registered office in Baar/Switzerland and is listed on SIX Swiss Exchange. As at 31 December 2017, market capitalisation amounted to CHF 2,622.5 million. The registered shares are traded on the main segment (security number 883756, ISIN CH0008837566, symbol ALLN).
1.2 Significant shareholders
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% or have informed the company accordingly by means of a disclosure notice (“Significant shareholders”):
2017 | 2016 | |||
Helvetia Group, St. Gallen1 | 10.6% | 10.0% | ||
PKE-CPE Pension Foundation, Zurich | 4.3% | 3.3% | ||
Swiss Mobiliar Group, Bern2 | 3.8% | 3.8% | ||
GastroSocial Pension Fund, Aarau | 3.4% | 3.4% | ||
Rheinmetall Pension Fund, Zurich | 3.2% | 3.8% | ||
Pension Fund of the Canton of Basel-Landschaft, Liestal | 3.1% | 3.1% | ||
BlackRock Inc., New York, USA | >3% | – |
1 Holding via wholly owned subsidiaries Helvetia Swiss Life Insurance Company Ltd, Basel, Helvetia Holdings AG, St. Gallen, and Pension Fund of Helvetia Insurance, St. Gallen
2 Holding via wholly owned subsidiaries Swiss Mobiliar Insurance Company Ltd, Bern, Swiss Mobiliar Life Insurance Company Ltd, Nyon, Swiss Mobiliar Asset Management Ltd, Bern, Protekta Legal Protection Insurance Ltd, Bern, and the Pension Fund of the Employees of Swiss Mobiliar Group, Bern
For further details of the composition of the shareholder base see page 155 of the Annual Report.
A shareholders’ pooling agreement was in place until 24 April 2017. Under the terms of this agreement, the participating shareholders had committed to jointly hold a controlling majority of the share capital of Allreal Holding AG in order to satisfy the provisions of the “Lex Koller”.
The shareholders’ pooling agreement was terminated as a consequence of the decision by the annual general meeting of 21 April 2017 to approve various amendments to the articles of association (limitation of shareholding and voting rights) in order to be able to provide proof that the company is Swiss-controlled as stipulated by Swiss law.
In this connection, the dissolution of the previous shareholder group was made public on 26 and 27 April 2017, as were the individual disclosures of those shareholders with a shareholding of more than 3% in Allreal Holding AG.
In the 2017 financial year, several further disclosure notices were also filed by Norges Bank (the Central Bank of Norway), N-Oslo, and BlackRock Inc., New York, USA, on having exceeded or fallen below the threshold of a 3% holding in Allreal Holding AG.
Particulars of these shareholders can be accessed on the SIX Swiss Exchange website under Significant shareholders (www.six-exchange-regulation.com/en/home/publications/significant-shareholders.html)
1.3 Cross-shareholdings
There are no cross-shareholdings.