5 Shareholders’ equity
5.1 Changes in shareholder’s equity
| Share capital | Legal reserves | Retained earnings | Total shareholders’ equity | |||
|---|---|---|---|---|---|---|
| CHF 1,000 | General reserve | Capital contribution reserve | Reserve for treasury shares (see note 3) | |||
Balance at January 1, 2012 | 1,144 | 1,000 | 27,123 | 36,258 | 110,372 | 175,897 |
Net profit | – | – | – | – | 10,824 | 10,824 |
Payout from capital contribution reserve | – | – | (13,532) | – | – | (13,532) |
Taxes on capital increase | – | – | (2) | – | – | (2) |
Change in reserve for treasury shares | – | – | – | (5,484) | 5,484 | – |
Balance at December 31, 2012 | 1,144 | 1,000 | 13,589 | 30,774 | 126,680 | 173,187 |
Net profit | – | – | – | – | 19,565 | 19,565 |
Dividend paid | – | – | – | – | (5,496) | (5,496) |
Payout from capital contribution reserve | – | – | (10,992) | – | – | (10,992) |
Change in reserve for treasury shares | – | – | – | (11,373) | 11,373 | – |
Balance at December 31, 2013 | 1,144 | 1,000 | 2,597 | 19,401 | 152,122 | 176,264 |
The Company’s share capital is CHF 1,144,458, consisting of 11,444,576 registered shares with a nominal value of CHF 0.10 each (2012: share capital of 1,144,458 consisting of 11,444,576 registered shares with a nominal value of CHF 0.10 each).
5.2 Conditional and authorized share capital
In 1997, a conditional share capital of CHF 1,300,000 reserved for employee participation plans was approved. The conditional share capital consisted of 1,300,000 registered shares with a nominal value of CHF 1.00 each. Since 1999, several employee participation plans have been introduced based on this conditional share capital. On April 26, 2006 and on April 18, 2012, the Annual General Meeting of Shareholders approved the creation of additional conditional and authorized share capital for the purpose of future business development.
2012 | 2013 | |
|---|---|---|
Conditional share capital | ||
Reserved for employee participation plans | ||
Shares (with a nominal value of CHF 0.10 each) | 858,636 | 858,636 |
CHF | 85,864 | 85,864 |
Employee share options, outstanding | 264,769 | 148,704 |
Shares granted to employees based on performance share matching plans, not yet transferred | 168,771 | 162,709 |
Shares granted to employees based on other share plans, not yet transferred | 2,222 | 6,075 |
Reserved for future business development | ||
Shares (with a nominal value of CHF 0.10 each) | 1,800,000 | 1,800,000 |
CHF | 180,000 | 180,000 |
Authorized share capital | ||
Reserved for future business development | ||
Expiry date | 21.04.2014 | 21.04.2014 |
Shares (with a nominal value of CHF 0.10 each) | 2,200,000 | 2,200,000 |
CHF | 220,000 | 220,000 |
The Articles of Incorporation of Tecan Group Ltd. require that the existing conditional share capital for future business development shall be reduced if and to the extent authorized capital is used and that the authorized capital shall be reduced if and to the extent new shares are created under the respective conditional capital. However, the conditional capital for employee participation plans is not affected by this rule.
5.3 Important shareholders
The Company has knowledge of the following important shareholders with shareholdings in excess of 3% of the issued share capital at December 31:
2012 | 2013 | |
|---|---|---|
Chase Nominees Ltd., London (UK) | 13.5% | 13.5% |
ING Groep N.V., Amsterdam (NL) | 9.2% | 9.2% |
UBS Fund Management (Switzerland) AG, Basel (CH) | 5.1% | 5.1% |
Pictet Funds SA, Geneva (CH) | 5.0% | 5.0% |
APG Algemene Pensioen Groep N.V., Amsterdam (NL) | < 3.0% | 3.3% |
Credit Suisse Asset Management Funds AG, Zürich (CH) | 3.2% | 3.2% |
Tecan Group Ltd., Männedorf (CH) | 4.8% | 3.2% |
Artisan Partners Limited Partnership, Milwaukee (US) | < 3.0% | 3.1% |
Norges Bank (the Central Bank of Norway), Oslo (NO) | 3.1% | 3.1% |