BKW FMB Energy Ltd Annual Report 2003

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66 Signifi cant shareholders In a second placement on 25 June 2003, the Canton of Berne, the Cantonal Bank of Berne and BKW placed a total of 444,210 BKW shares for public sale at a price of CHF 320 per share. Signifi cant shareholders in BKW are: in % Holding Holding at 31.12.03 at 31.12.02 Canton of Berne 52.91 63.5 E.ON Energie AG 20.0 20.0 2 Capital structure Capital The share capital of BKW amounts to CHF 132,000,000 and is divided into 5,280,000 fully paid up registered shares at a par value of CHF 25 each. The shares are listed on the SWX Swiss Exchange and the BX Berne eXchange. There is no capital of either an authorised or conditional nature. The Company has issued neither participation certifi cates nor dividend-right certifi cates. Changes in capital Over the past three fi nancial years (2001–2003) the following changes in BKW shareholders’ equity have occurred (in 1,000 CHF): 2003 2002 2001 Unappropriated retained earnings 187,699 128,801 92,272 Appropriation of retained earnings: Allocation to legal reserves 7,260 2,900 2,400 Distribution of dividend 79,200 3) 35,376 2) 30,360 1) Allocation to free reserves 100,000 89,000 58,000 Balance carried forward 1,239 1,525 1’512 1) CHF 115 per share at par value CHF 500 2) CHF 6.70 per share at par value CHF 25 2) CHF 15 per share at par value CHF 25 (subject to approval by the Annual General Meeting) Single-company accounts of BKW were prepared in accordance with the accounting provisions of the Swiss Code of Obligations. In 2002, the Annual General Meeting approved the conversion of former bearer shares to registered shares and a 1 to 20 share split. The amount of the share capital remains unchanged. The new registered shares have a par value of CHF 25 each.
– – Changes in capital are summarised as follows (in 1,000 CHF): 31.12.2003 31.12.2002 31.12.2001 Share capital 132,000 132,000 132,000 General legal reserves 65,300 62,400 60,000 Reserves for own shares 6,168 39,049 3,723 Free reserves 286,732 164,851 142,177 Unappropriated retained earnings 187,699 128,801 92,272 Total 677,899 527,101 430,172 Shares All 5,280,000 registered shares in BKW with a par value of CHF 25 each are fully paid up. All shares have equal voting rights. Every share represented at the Annual General Meeting is entitled to one vote. The Company does not print or issue certifi cates in respect of the registered shares. However, shareholders may request to be issued with a certifi cate in respect of their shares free of charge. Limitations on transferability and nominee registrations Registered BKW shares can be transferred only by assignment. Notifi cation of such assignment must be given to BKW. The Company may refuse to register an acquirer of shares in the shareholders’ register for the following reasons: If, through the acquisition, a natural person or legal entity or a partnership directly or indirectly combines more than 5 percent of the entire share capital. The same restriction applies to corporate bodies, partnerships or groups of persons who are interrelated to each other or otherwise linked, and act in concert to acquire shares. If the acquirer has not expressly declared that the shares were acquired in his own name and on his own account. These limitations on transferability were introduced following the decision of the Annual General Meeting on 21 June 2002, and apply to all shares acquired after this date. No nominees are registered. Convertible bonds and options The Company has no outstanding convertible bonds and has issued no options. Cross-involvement There are no reciprocal seats on the boards of listed companies. 67
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BKW FMB Energy Ltd Annual Report 20
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Contents 2 Foreword Partnerships st
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The challenges facing energy policy
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Strategy Partnerships and continual
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Broad-based production plant Thanks
Page 11 and 12:
Board of Directors (at 31.12.2003)
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Market Switzerland’s electricity
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Energy Policy Clear Federal Court r
Page 17 and 18: Future of nuclear power assured Whi
Page 19 and 20: Production Generating power by part
Page 21 and 22: BKW electricity In the year under r
Page 23 and 24: Trade BKW - a competent and reliabl
Page 25 and 26: Sales Partnership in action - the f
Page 27: Networks Guaranteeing network relia
Page 30 and 31: Financial Review Sales and profi t
Page 32 and 33: Consolidated Financial Statements o
Page 38 and 39: 3 Principles of accounting and valu
Page 40 and 41: interest expenses. These are fi nan
Page 42 and 43: 40 8 Financial result CHF (million)
Page 44 and 45: 11 Property, plant and equipment CH
Page 46 and 47: 13 Non-current fi nancial assets CH
Page 48 and 49: 46 16 Accounts receivable CHF (mill
Page 50 and 51: 18 Provisions CHF (million) Nuclear
Page 52 and 53: 50 22 Pension obligations The statu
Page 54 and 55: 52 25 Related parties The following
Page 56 and 57: List of Participations Subsidiaries
Page 58 and 59: Financial Statements of BKW Income
Page 60 and 61: Financial Statements of BKW Notes a
Page 62 and 63: 60 8 Bond issue in 1,000 CHF 31.12.
Page 64 and 65: Report of the Statutory Auditors 62
Page 66 and 67: 64 Appropriation of retained earnin
Page 70 and 71: 68 3 Board of Directors Information
Page 72 and 73: 70 AG und Genossenschaft, Jungfraub
Page 74 and 75: 72 - - - - - - - - The Audit Commit
Page 76 and 77: 74 4 Executive Board and Extended E
Page 78 and 79: 76 The members of the Board of Dire
Page 80 and 81: 78 Entries in the shareholder regis
Page 82 and 83: Addresses BKW Head Offi ce BKW FMB
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BKW FMB Energy Ltd Annual Report 2003

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