Annual Report 2011

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54 Corporate Governance –– Changes of control and defence measures Auditors Duty to make an offer There are no statutory rules regarding “optingout“and “opting-up“ which differ from law. Duration of the mandate and term of office of the auditor in charge PricewaterhouseCoopers AG, St. Gallen, has been the statutory and group auditor since 1981. It is elected for a term of office of three years by the general meeting. The current term of office will continue until the general meeting in 2014. Mr Urs Honegger was first responsible for the audit as auditor in charge in 2006. Audit fees Audit fees paid to PricewaterhouseCoopers AG during the 2011 financial year and charged to the consolidated financial statements for 2011 amounted to CHF 299'000. Additional fees Additional non-audit fees paid to Pricewaterhouse- Coopers AG and charged to the consolidated financial statements for 2011 amounted to CHF 155'000. Clauses on changes of control There are no clauses on changes of control. These fees were primarily for services related to the Dörries Scharmann Technologie GmbH acquisition and the company’s rights issue. Supervisory and control instruments pertaining to the auditors The external audit is supervised by the Board of Directors. The Board of Directors assesses the audit plan, the audit scope, the execution and the results of the audit. The auditors report directly to the Board of Directors. In the reporting year, the auditor in charge participated in two Board meetings. At those meetings, the audit schedule, scope, and results as well as other important elements of auditing were discussed.
Information policy The company informs its shareholders and the capital market in an open and timely way and with as much transparency as possible. The most important information instruments are the annual and financial report, the website www.starrag.com, the media releases, the presentation of annual results for the media and analysts, and the general meeting. As a listed company, StarragHeckert Holding AG is obliged to publish information that is relevant to the stock price (ad hoc-publicity, art. 72 of the Listing Rules). The Listing Rules can be found on www.six-exchange-regulation.com/regulation/ listing_rules_de.html Corporate calendar: 20.04.2012 Annual general meeting in Rorschacherberg (5 p.m. in the Mehrzweckhalle Rorschacherberg) 04.05.2012 Information on first-quarter 2012 results 27.07.2012 Letter to shareholders on 1H 2012 results 02.11.2012 Information on third-quarter 2012 results 25.01.2013 Initial information on full-year 2012 results 08.03.2013 Presentation of 2012 results for analysts and the media in Zurich 12.04.2013 Annual general meeting in Rorschacherberg Related information and documents will be published on our website www.starrag.com to the extent possible. Official announcements and invitations will be sent by post to shareholders using the addresses recorded in the share register. Public announcements prescribed by law are made by publication in the Swiss Official Gazette of Commerce. Contacts: Dr. Frank Brinken, CEO P +41 71 858 81 11 F +41 71 858 82 09 Gerold Brütsch, CFO P +41 71 858 81 11 F +41 71 858 82 30 investor@starrag.com Starrag Group Annual Report 2011 55 ––
Page 1 and 2:
Starrag Group Annual Report 2011
Page 3 and 4: Berthiez Dörries Droop+Rein Hecker
Page 5 and 6: High-precision machine tools for gr
Page 7 and 8: Asia - the market of the future Sta
Page 9 and 10: At a glance Order intake Order back
Page 11 and 12: Share price 90 80 70 60 50 40 30 20
Page 13 and 14: Starrag Group New look, new image W
Page 15 and 16: Swiss Equity Award received In Sept
Page 17 and 18: the integration of diverse machines
Page 19 and 20: ness cycle. The Starrag Group is th
Page 21 and 22: High precision cylindrical grinding
Page 23 and 24: Synonymous with high performance la
Page 25 and 26: Complete machining solutions with s
Page 27 and 28: Productive precision for complex pa
Page 29 and 30: Machining centers for emerging mark
Page 31 and 32: The newly formed Starrag Group will
Page 33 and 34: was roughly unchanged from the prev
Page 35 and 36: operations we broadened the monthly
Page 37 and 38: standards. We collect information o
Page 39 and 40: Group structure and shareholders Ma
Page 41 and 42: The registered shares of StarragHec
Page 43 and 44: Distribution of profit can be decid
Page 45 and 46: He was elected Chairman of the Boar
Page 47 and 48: Executive Board Members of the Exec
Page 49 and 50: Günther Eller (1960, Swiss) has be
Page 51 and 52: Daniel Rosenthal (1970, German) has
Page 53: Shareholders’ participation and p
Page 57 and 58: Financial Commentary Net profit of
Page 59 and 60: On a comparable basis, EBIT was exp
Page 61 and 62: Consolidated income statement Starr
Page 63 and 64: Consolidated cash flow statement CH
Page 65 and 66: Starrag Group High-precision machin
Page 67 and 68: The operating activities of these B
Page 69 and 70: Key accounting principles Basis of
Page 71 and 72: companies’ staff is in accordance
Page 73 and 74: Segment information 1. Reporting by
Page 75 and 76: 7. Depreciation and amortization 8.
Page 77 and 78: 11. Other financial assets 12. Inve
Page 79 and 80: 16. Financial liabilities CHF 1’0
Page 81 and 82: 20. Share capital The following reg
Page 83 and 84: 24. Pension benefits Starrag Group
Page 85 and 86: 25. Income tax The anticipated tax
Page 87 and 88: 29. Other commitments CHF 1’000 3
Page 89 and 90: Net assets and goodwill arising fro
Page 91 and 92: StarragHeckert Holding AG Annual Re
Page 93 and 94: Balance sheet Starrag Group Annual
Page 95 and 96: 4. Sureties, guarantees and pledges
Page 97 and 98: Report of the statutory auditor Sta
Page 99 and 100: Five-year overview Starrag Group An
Page 101 and 102: Credits Publisher StarragHeckert Ho
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