Annual Report - SIG Combibloc

Section 2
2.1 / 2.2
2.3
2.4 / 2.5
2.6
2.7
Capital structure
Information on capital structure is largely disclosed in the Articles of Association of
the SIG Holding Ltd. and in the financial report, section annual statements of the
SIG Holding Ltd. The Articles of Association can be accessed through the Internet
via the following search paths:
www.sig.biz /pdf /statuten.pdf (German version)
www.sig.biz /pdf /articles_of_association.pdf (English version)
With regard to the individual articles, please note the following:
Capital /Authorized and conditional capital in particular
see Articles of Association, Art. 3 (ordinary capital) and Art. 3b (conditional capital).
Corporate Governance
The ordinary share capital of the SIG Holding Ltd. amounts to chf 65,000,000.
In addition, by resolution of the General Meeting of 3/29/2001, the company disposes
of a conditional share capital amounting to max. chf 6,000,000. Empowerment of the
Board of Directors to raise an authorized capital of max. chf 5,000,000 expired unexercised
on 3/31/2003.
Changes of capital within the last three years
see financial report, 5-year overview of SIG Holding Ltd., page 27.
Shares and participation certificates / Bonus certificates
The share capital is divided into 6,500,000 registered shares, each with a nominal value
of chf 10. All registered shares are paid-in and entitled to dividend. Regarding voting
rights, please refer to the explanations given under item 6.1 of this section “Corporate
Governance”.
SIG Holding Ltd. has issued neither participation certificates nor bonus certificates.
Limitations on transferability and nominee registrations
see Articles of Association, Art. 6 and Art. 15.
The limitations on registration are in accordance with those covering exercising of voting
rights (see details under item 6.1 of this section “Corporate Governance”).
In the year under review, the Board of Directors did not grant any exceptions to the
limitations on registrations.
The preconditions for waiving statutory requirements on limitations on registrations are
equivalent to those governing the exercise of voting rights (see explanations under item 6.1
of this section “Corporate Governance”).
Convertible bonds and options
SIG Holding Ltd. has no convertible bonds and no shareholder options outstanding.
Regarding employee options, please see the details under item 5.6 of this section
“Corporate Governance” plus the financial report, notes to the consolidated financial
statements, note 27.
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