NOTES TO THE FINANCIAL STATEMENTS
1. Principles
General
Züblin Immobilien Holding AG, Zurich (ZIHAG) is the parent company of the Züblin Immobilien Group. As a holding company it is not engaged in any operating activities. Its function is limited to the managing and financing of the Züblin Immobilien Group. As of 31 March 2019 Züblin Immobilien Group does employ 8 employees (previous year 7 employees).
Acounting law
These financial statements are prepared in accordance with the provisions of the Swiss Code of Obligation (Title 32 of the Swiss Code of Obligations (hereafter: CO)). ZIHAG prepares consolidated financial statements in accordance with International Financial Reporting Standards (IFRS). Therefore and in accordance with 961d CO ZIHAG has decided to forego presenting additional information on interest-bearing liabilities and audit fees in the notes as well as a cashflow statement and management report.
Group companies are all companies in which ZIHAG directly or indirectly has more than 20% of the voting rights or over which it exerts a significant influence.
The significant accounting policies, which are not prescribed by law, are described below.
Financial Assets
Financial Assets include long-term loans granted to Group companies. Loans granted in foreign currency are valued at the closing rate, with unrealized losses recorded in the income statement, whereas unrealized gains are not recognized.
Investments
Investments are stated at cost less any provisions for impairment.
Interest-bearing liabilities (current and non-current)
Interest-bearing liabilities are stated at their nominal value. Prepaid interest and issue costs are recorded in prepaid expenses and amortized on a straight-line basis over the respective term.
Exchange rates
2. Financial Income
Financial income of CHF 0.8 million (previous period CHF 1.5 million) comprises of interest earned on loans to Group companies.
3. Investments
Züblin Immobilien AG has taken over all assets and liabilities of Züblin Immobilien Management AG by means of an universal succession within the framework of an absorption merger. The merger was published in the commercial register on 24.1.2019 followed by three subsequent debt calls and applies retroactively to 30.9.2018. The aim of the takeover was to simplify the company structure.
4. Financial Assets
Loans to group companies
The loan granted to Züblin Real Estate Holding NV (ZREH) was almost fully written off in previous years. According to the loan agreement between ZIHAG and ZREH interest claim was waived until a financial improvement of the company becomes apparent. The dissolution of an escrow account in the current year lead to a partially repayment of ZREHs current and non current debts. This resulted in a positive value adjustment in the profit and loss statement of TCHF 92.
ZIHAG has granted to Züblin Immobilien AG a loan in the amount of CHF 52.8 million (previous year: 56.6 million). The interest on the loan is currently 1.5% and is in line with the maximum interest rate according to the rules issued annually by the Swiss Federal Tax Administration regarding interest on intercompany loans.
5. Other current receivables
6. Share Capital
As of 31 March 2019 there were 3 318 027 shares with a nominal value of CHF 22.50, resulting in a share capital of kCHF 74 656. There were no changes in capital structure in the financial years 2018/19 and 2017/18.
Authorized share capital amounts to kCHF 37 328, which represents 1 659 013 shares. The authorized share capital was prolonged by the general assembly held on 20.6.2017 until 20.6.2019
Conditional share capital available for stock option plan was authorized at EGM held on 29.10.2015 and amounts to kCHF 3 700, which represents 164 444 shares.
7. Retained loss and earnings for the year
8. Contingent liabilities
As in the previous year, there were no contingent liabilities at the balance sheet date, neither to related parties nor to third parties.
9. Significant shareholders
Number of issued shares in the Commercial Register as of 31 March 2019: 3 318 027
Züblin Immobilien Holding AG is aware of the following shareholders with holdings exceeding a disclosure threshold:
10. Shareholdings
11. Joint and several liabilities
Züblin Immobilien Holding AG belongs to a VAT group and is jointly and severally liable with Züblin Immobilien AG for the VAT payments arising from this VAT Groupʼs activities.
12. Net release of hidden reserves
In the financial year 2018/2019 no hidden reserves were released. In the previous year 2017/2018, hidden reserves from the reversal of a provision for unrealized currency gains amounting to TCHF 1'263 were released.
13. Events after the balance sheet date
No significant events have taken place since the balance sheet date.