Appropriation of Available Earnings

Audited information

The Board of Directors proposes to appropriate the profit of 2019 of Clariant Ltd in the amount of CHF 11 295 791 as follows.

Annual result

 

in CHF

Carried forward from previous year

 

Profit for the year 2019

 

11 295 791

Total available earnings

 

11 295 791

 

 

 

Appropriation

 

in CHF

Voluntary retained earnings as at Dec. 31, 2019

 

1 277 300 539

Transfer to voluntary retained earnings

 

11 295 791

Voluntary retained earnings as at Jan. 1, 2020

 

1 288 596 330

Balance to be carried forward

 

0

Proposed distribution through capital reduction by way of a par value reduction

The Board of Directors proposes (in place of a dividend) a distribution through capital reduction by way of a par value reduction of CHF 0.55 per registered share, as a result of a reduction of the par value reduction from CHF 3.70 to CHF 3.15 per registered share. The proposed payout would reduce the share capital by CHF 182 566 559.45. The proposed payout of the par value reduction of CHF 0.55 is subject to approval by the ordinary General Meeting of shareholders and subject to the fulfillment of the necessary requirements and the entry of the share capital reduction in the Commercial Register of the Canton of Baselland. If approved by the Annual General Meeting the payment will be made as soon as practicable, following the expiry of the two-month-period pursuant to article 733 Swiss Code of Obligations and the subsequent registration of the share capital reduction in the Commercial Register.

Proposed extraordinary distribution (conditional resolution)

Appropriation after extraordinary distribution if capital contribution reserves (foreign) have been confirmed by the Swiss Federal Tax Administration

 

in CHF

1

Based on the number of shares issued on the day of the invitation. Treasury shares held by Clariant Ltd or its subsidiaries are not eligible for distribution and will not be taken into account.

Voluntary retained earnings as at Jan. 1, 2020

 

1 288 596 330.00

Reclassification of voluntary retained earnings into statutory reserves

 

–220 000 000.00

Reclassification of capital contribution reserves (foreign) into voluntary retained earnings

 

587 532 382.201

Reclassification of capital contribution reserves (other) into voluntary retained earnings

 

204 142 607.401

Proposed distribution from capital contribution reserves (after reclassification)

 

–791 674 989.601

Proposed distribution from voluntary retained earnings

 

–204 142 607.401

Voluntary retained earnings after extraordinary distribution

 

864 453 722.60

The composition of the extraordinary distribution (confirmed capital contribution reserves (foreign and other) and voluntary retained earnings) is subject to definitive and formal approval by the Swiss Federal Tax Administration (on Form 170 new version). If such approval shall not be given by the Swiss Federal Tax Administration by the time of the extraordinary distribution, the extraordinary distribution may otherwise be paid as follws:

Appropriation after extraordinary distribution if capital contribution reserves (foreign) have not been confirmed by the swiss federal tax administration

 

in CHF

1

Based on the number of shares issued on the day of the invitation. Treasury shares held by Clariant Ltd or its subsidiaries are not eligible for distribution and will not be taken into account.

Voluntary retained earnings as at Jan. 1, 2020

 

1 288 596 330.00

Reclassification of voluntary retained earnings into statutory reserves

 

–220 000 000.00

Reclassification of capital contribution reserves (foreign) into voluntary retained earnings

 

254 265 426.431

Reclassification of capital contribution reserves (other) into voluntary retained earnings

 

243 643 372.071

Proposed distribution from capital contribution reserves (after reclassification)

 

–497 908 798.501

Proposed distribution from voluntary retained earnings

 

–497 908 798.501

Voluntary retained earnings after extraordinary distribution

 

570 687 531.50

This extraordinary distribution shall be subject to the condition precedent that the closing of the share purchase agreement by and between Clariant Ltd and PolyOne Corporation regarding the sale and purchase of Clariant’s global business (excluding India) shall have occurred. The Board of Directors shall inform the shareholders by press release about the satisfaction of this condition precedent.

The Board of Directors shall set the ex-date, the record date and the payment date of the extraordinary distribution. Payment shall be made as soon as practicable following the satisfaction of the condition precedent.

Masterbatches

These are plastic additives in the form of granules with dyestuffs or other additives used to dye or alter the properties of natural plastic. View entire glossary