Notes to the Financial Statements of Clariant Ltd

1. Basis of preparation

1. Basis of preparation

The statutory financial statements of Clariant Ltd have been prepared according to the provisions of the Swiss Law on Accounting and Financial Reporting (32nd title of the Swiss Code of Obligations).

Clariant Ltd has no employees, except the members of the Board of Directors of the Clariant Group.

2. Accounting policies

2. Accounting policies

Income recognition. Interest income is recognized on a time proportion basis, taking into account the principal outstanding and the effective rate over the period to maturity, when it is determined that such income will accrue to the company. Dividends are recognized when the right to receive the payment is established.

Exchange rate differences. Balance sheet items denominated in foreign currencies are converted at year-end exchange rates. Realized exchange gains and losses as well as unrealized exchange losses are recorded in the income statement.

Loans. Unrealized exchange gains were reversed on loans.

Intangible assets. Patents are capitalized at cost and amortized on a straight-line basis to the income statement over their estimated useful lives with a maximum of 20 years. Capital increase costs are directly charged to the income statement.

The Board of Directors approved the stand-alone financial statements of Clariant Ltd for issue on 1 March 2023. They will be subject to approval by the Annual General Meeting of Shareholders scheduled for 4 April 2023. Clariant Ltd has no employees, except the members of the Board of Directors of the Clariant Group.

Hidden reserves. No hidden reserves were released in the year 2022 (2021: CHF nil).

3. Cash and cash equivalents and short-term deposits

3. Cash and cash equivalents and short-term deposits

Cash and cash equivalents amounted to CHF 137 million at the end of 2022, compared to CHF 110 million at the end of 2021, and comprise cash in hand denominated mainly in US-dollar and in euro and, to a lesser extent, other currencies.

Short-term deposits amounted to CHF 314 million at the end of 2022, compared to CHF nil at the end of 2021 and include short-term deposits with an original maturity between 90 and 365 days.

4. Other short-term receivables

4. Other short-term receivables

Other short-term receivables amounted to CHF 23 million at the end of 2022 compared to CHF 26 million at the end of 2021. They comprise third-party receivables of CHF nil (compared to CHF 1 million at the end of 2021) and intragroup receivables of CHF 23 million (compared to CHF 25 million at the end of 2021).

5. Shareholdings in Group companies

5. Shareholdings in Group companies

Shareholdings in Group companies are reviewed on a yearly basis to assess their cash-generating capabilities by applying either a mixed calculation method based on the equity value and the net result or, alternatively, the discounted cash flow model. In that review, the investments are classified and grouped in terms of sales and business areas.

The following shareholdings in Group companies were valued using the discounted cash flow method: Clariant S.A. (Brazil), Clariant Finance (Luxembourg) S.A., Clariant (Japan) KK and Clariant Corporation.

At the end of 2022, shareholdings in Group companies amounted to CHF 1 390 million compared to CHF 1 669 million at the end of 2021. After this review no reversal of devaluation was recorded in 2022 (2021: CHF 151 million) in «Reversal of devaluations on shareholdings and other income related to Group Companies» and a devaluation of CHF 182 million (2021: CHF 200 million in «Devaluations of shareholdings and other expenses related to Group Companies» was recorded).

Loans to Group companies amounted to CHF 1 898 million as at 31 December 2022 (CHF 2 517 million as at 31 December 2021).

The table below shows the shareholdings directly held by Clariant Ltd.

Country   Company name       Capital interest (%)   Voting rights (%)   Capital interest (%)   Voting rights (%)
            2022   2022   2021   2021
Brazil   Clariant S.A.   São Paulo   46.32 %   46.32 %   46.32 %   46.32 %
Canada   Clariant (Canada) Inc.   Toronto   100.00 %   100.00 %   100.00 %   100.00 %
China   Clariant (China) Ltd.   Hong Kong   100.00 %   100.00 %   100.00 %   100.00 %
Colombia   Clariant (Colombia) S.A.   Cota (Cundinamarca)   5.13 %   5.13 %   5.13 %   5.13 %
Ecuador   Clariant (Ecuador) S.A.   Quito   0.03 %   0.03 %   0.03 %   0.03 %
France   Clariant Services (France)   Choisy-le-Roi   43.00 %   43.00 %   43.00 %   43.00 %
Germany   Clariant Verwaltungsgesellschaft mbH   Frankfurt a.M.   100.00 %   100.00 %   100.00 %   100.00 %
Great Britain   Clariant Services UK Ltd   Yeadon, Leeds   100.00 %   100.00 %   100.00 %   100.00 %
Guatemala   Clariant Specialties (Guatemala) S.A.   Guatemala City   0.00 %   0.00 %   0.00 %   0.00 %
Japan   Clariant (Japan) K.K.   Tokyo   70.48 %   70.48 %   70.48 %   70.48 %
    Clariant Catalysts (Japan) K.K.   Tokyo   61.45 %   61.45 %   61.45 %   61.45 %
Korea   Clariant (Korea) Ltd.   Pohang, Gyeongbuk   17.50 %   17.50 %   17.50 %   17.50 %
Luxembourg   Clariant Finance (Luxembourg) S.A.   Luxembourg   100.00 %   100.00 %   100.00 %   100.00 %
Morocco   Clariant (Maroc) S.A.   Casablanca   0.05 %   0.05 %   0.05 %   0.05 %
Mexico   Clariant (Mexico) S.A. de C.V.   Ecatepec de Morelos   99.99 %   99.99 %   99.99 %   99.99 %
Norway   Clariant Oil Services Scandinavia AS   Bergen   100.00 %   100.00 %   100.00 %   100.00 %
Peru   Clariant (Perú) S.A.   Lima   0.23 %   0.23 %   0.23 %   0.23 %
Singapore   Clariant South East Asia Pte. Ltd.   Singapore   100.00 %   100.00 %   100.00 %   100.00 %
South Africa   Clariant Southern Africa (Pty) Ltd.   Chloorkop, Gauteng   100.00 %   100.00 %   100.00 %   100.00 %
Spain   Clariant Ibérica Servicios S.L.   El Prat de Llobregat   0.00 %   0.00 %   0.00 %   0.00 %
    Clariant Ibérica Produccion S.A.   El Prat de Llobregat   100.00 %   100.00 %   100.00 %   100.00 %
Sweden   Clariant Production Sweden AB   Mölndal   100.00 %   100.00 %   100.00 %   100.00 %
Switzerland   Clariant Reinsurance AG   Muttenz   100.00 %   100.00 %   100.00 %   100.00 %
    Clariant International AG   Muttenz   100.00 %   100.00 %   100.00 %   100.00 %
    Clariant Oil Services AG   Muttenz   80.00 %   80.00 %   80.00 %   80.00 %
    Clariant Chemical Consulting AG   Muttenz   100.00 %   100.00 %   100.00 %   100.00 %
    Clariant Prime AG   Muttenz   100.00 %   100.00 %   100.00 %   100.00 %
    Clariant Pro AG   Muttenz   100.00 %   100.00 %   100.00 %   100.00 %
    Colorants International AG   Muttenz   0.00 %   0.00 %   100.00 %   100.00 %
Thailand   Clariant (Thailand) Ltd.   Bangkok   100.00 %   100.00 %   100.00 %   100.00 %
Turkey   Clariant (Türkiye) A.S.   Gebze   100.00 %   100.00 %   100.00 %   100.00 %
UAE   Clariant (Gulf) FZE   Dubai   100.00 %   100.00 %   100.00 %   100.00 %
USA   Clariant Corporation   Charlotte   100.00 %   100.00 %   100.00 %   100.00 %

For further details on shareholdings indirectly held by Clariant Ltd, see note Important Subsidiaries of this report.

6. Investments in associates and joint venture

6. Investments in associates and joint venture

On 3 January 2022, Clariant completed the sale of its PigmentsPigmentsPigments are substances used for coloring; they are used in a technical manner, for example in the manufacture of dyes, varnishes, and plastics. In 2020, Clariant launched the divestment process of its Pigments business, which was completed on 3 January 2022.View entire glossary business to a consortium of Heubach and SK Capital. On the same day, Clariant rolled over CHF 116 million to retain a 20 % stake in the new holding company, alongside Heubach and SK Capital. Taking into account the share of Clariant Ltd in the net result of 2022 of Heubach (CHF 25 million), the book value of this investment per end of December 2022 amounted to CHF 91 million.

On 1 December 2022, the final purchase price for the PigmentsPigmentsPigments are substances used for coloring; they are used in a technical manner, for example in the manufacture of dyes, varnishes, and plastics. In 2020, Clariant launched the divestment process of its Pigments business, which was completed on 3 January 2022.View entire glossary business was agreed upon between Clariant and SK Capital/Heubach. Under this agreement, Clariant received a vendor loan note in the amount of CHF 55 million (discounted to CHF 39 million as at 31 December 2022), falling due on 3 January 2029 at the latest.

Investments in associates and joint ventures are accounted for using the equity method.

7. Other current non-interest-bearing liabilities

7. Other current non-interest-bearing liabilities

Other current non-interest-bearing liabilities amounted to CHF 22 million at the end of 2022 (2021: CHF 40 million). They comprise third-party liabilities of CHF 8 million (2021: CHF 17 million) and intragroup liabilities of CHF 14 million (2021: CHF 23 million).

Liabilities to other Group companies comprise shareholder costs payable to Clariant International Ltd.

8. Other current interest-bearing liabilities

8. Other current interest-bearing liabilities

Other current interest-bearing liabilities amounted to CHF 367 million at the end of 2022 (2021: CHF 638 million). They comprise third-party liabilities of CHF 278 million (2021: CHF 322 million) and intragroup liabilities of CHF 89 million (2021: CHF 316 million).

In 2022, five certificates of indebtedness in the amount of EUR 263 million with maturity in 2023 were reclassified to current financial debt.

Certificates of indebtedness issued in 2020 totaling EUR 115 million were repaid in 2022. On 28 April 2022, before its maturity, one certificate was partially repaid (EUR 13 million); the remaining part (EUR 15 million) was repaid at maturity on 23 May 2022. On that same date, another certificate of indebtedness with a nominal value of EUR 87 million reached maturity and was repaid.

On 26 September 2022, a bond issued in 2012 in the amount of CHF 175 million reached maturity and was repaid. On that same date, a new bond with a nominal value of CHF 175 million and maturity in 2027 was issued.

On 5 August 2021, certificates of indebtedness issued in 2016 in the amount of EUR 55 million (CHF 60 million) and USD 277 million (CHF 250 million) reached maturity and were repaid.

On 23 August 2021, two certificates of indebtedness issued in 2020 were repaid early (CHF 37 million, original maturity 2022; CHF 25 million, original maturity 2025).

On 22 November 2021, the certificate of indebtedness issued in 2020 with a notional amount of EUR 83 million (CHF 87 million) was repaid early (original maturity 2025).

Since 16 December 2016, Clariant Ltd has had an agreement for a CHF 445 million five-year multicurrency revolving credit facility (RCF) with two one-year extension options. The RCF is structured as a club deal with ten key relationship banks with equal stakes and contains an accordion option for an increase up to CHF 600 million. The RCF is structured as a »backstop« facility for rating purposes to maintain Clariant’s liquidity headroom. It contains customary covenants such as negative pledge, cross default, ownership change, and restriction on disposals, mergers, and subsidiary debt. The Group is required to maintain one financial covenant (debt leverage) that is tested at the end of each financial half year. The RCF has been extended until 16 December 2023.

The intragroup liabilities comprise the cash pool accounts and current accounts between Group companies.

9. Share capital

9. Share capital

Capital issued   31.12.2022   31.12.2021
Number of registered shares each with a par value of CHF 2.60 (2021: CHF 3.00)   331 939 199   331 939 199
In CHF m   863   996
         
Conditional capital   31.12.2022   31.12.2022
Number of registered shares each with a par value of CHF 2.60 (2021: CHF 3.00)   3 811 886   3 811 886
In CHF m   10   11
10. Reserves

10. Reserves

General reserves must be at least 20 % of the share capital of Clariant Ltd, as this is the minimum amount required by the Swiss Code of Obligations.

As of 2011, if certain conditions are met, qualifying capital contributions made to Clariant Ltd by its shareholders since 1997 can be distributed without being subject to Swiss withholding tax. Qualifying capital contribution reserves of approximately CHF 1.7 billion are confirmed by the Swiss Federal Tax Administration (SFTA).

The SFTA is of the opinion that capital contribution reserves that were formerly offset with losses of CHF 1.26 billion will not qualify as capital contribution reserves anymore (even if compensated with newly generated retained earnings). The Swiss Administrative Court confirmed the SFTA’s view in a particular case (decision of 4 June 2015, A-6072/2013), while the Swiss Supreme Court (as the highest Swiss court level) has up to now not dealt with this question. Clariant Ltd does not unconditionally share the above-mentioned opinion. This is why potential capital contribution reserves are also documented as capital contribution reserves in the balance sheet.

11. Treasury shares

11. Treasury shares

    2022   2021
Holdings at 1 January   2 822 712   2 385 509
Shares purchased at fair market value   238 862   657 207
Shares purchased on exercise of put options   200 000   200 000
Shares transferred to employees and Board of Directors   –339 176   –420 004
Holdings on 31 December   2 922 398   2 822 712

Each registered share has a par value of CHF 2.60 (2021: CHF 3.00)

The average price of shares bought in 2022 was CHF 17.22. In 2021, the average price of shares bought was CHF 19.03.

In 2022 and 2021 no shares were sold.

The profit or loss from the sale of own shares is recorded in the income statement as «other finance income» or «other expenses».

12. Reconciliation of equity

12. Reconciliation of equity

in CHF m   Share capital   Statutory capital reserves   Other statutary reserves   Voluntary retained earnings   Treasury shares   Net income   Total
        from capital contribution 1   from retained earnings 2                    
Balance 31 December 2021   996   1 304   –1 264   224   1 137   –50   151   2 498
Reduction of nominal value   –133                   1       –132
Reclassification of profit carryforward to voluntary retained earnings                   151       –151  
Changes in treasury shares                       –3       –3
Profit for the financial year                           112   112
Balance 31 December 2022   863   1 304   –1 264   224   1 288   –52   112   2 475
1 In 2012, the Swiss Federal Tax Administration confirmed qualifying capital contribution reserves of approximately CHF 1.7 billion (as per 31 December 2022 due to distributions still amounting to approximately CHF 40 million). For further information see also note 10 to the financial statements of Clariant Ltd.
2 This amount corresponds to capital contribution reserves formerly offset with losses. For further information see also note 9 to the financial statements of Clariant Ltd.
13. Financial liabilities

13. Financial liabilities

in CHF m   Interest rate in %   Term   Amount 31.12.2022   Amount 31.12.2021
Non-current interest-bearing liabilities to third parties                
Straight bond   3.500   2012-2022     175
Certificate of indebtedness   mixed   2020-2022     122
Certificates of indebtedness   mixed   2015-2023   155   155
Certificate of indebtedness   6m EURIBOR +1.1   2016-2023   14   14
Certificate of indebtedness   1.137   2016-2023   29   29
Certificate of indebtedness   1.501   2016-2023   81   81
Straight bond   2.125   2014-2024   160   160
Certificate of indebtedness   1.194   2018-2024   104   104
Certificate of indebtedness   1.548   2018-2025   116   116
Certificate of indebtedness   6m EURIBOR + 0.95   2018-2025   60   60
Certificate of indebtedness   2.010   2016-2026   16   16
Straight bond   1.125   2019-2026   200   200
Straight bond (green bond)   2.717   2022-2027   175  
Certificate of indebtedness   2.087   2018-2028   19   19
Total straight bonds and certificates of indebtedness           1 129   1 251
Other non-current interest-bearing liabilities to banks and other financial institutions           25   13
Other current interest-bearing liabilities to banks and other financial institutions             25
Other current interest-bearing liabilities to Group Companies           88   316
Total interest-bearing liabilities           1 242   1 605
Less: Other current interest bearing liabilities           –367   –638
Total non-current interest-bearing liabilities to third parties           875   967
                 
                 
Total non-current interest-bearing liabilities           875   967
                 
Breakdown by maturity                
one to five years           856   948
more than five years           19   19
Total non-current interest-bearing liabilities           875   967

In 2022, five certificates of indebtedness in the amount of EUR 263 million with maturity in 2023 were reclassified to current financial debt.

Certificates of indebtedness issued in 2020 totaling EUR 115 million were repaid in 2022. On 28 April 2022, before its maturity, one certificate was partially repaid (EUR 13 million); the remaining part (EUR 15 million) was repaid at maturity on 23 May 2022. On that same date, another certificate of indebtedness with a nominal value of EUR 87 million reached maturity and was repaid.

On 26 September 2022, a bond issued in 2012 in the amount of CHF 175 million reached maturity and was repaid and on that same date, a new green bond with a nominal value of CHF 175 million and maturity in 2027 was issued.

On 23 August 2021, two certificates of indebtedness issued in 2020 were repaid early (CHF 37 million, original maturity 2022; CHF 25 million, original maturity 2025).

On 22 November 2021, the certificate of indebtedness issued in 2020 with a notional amount of EUR 83 million was repaid early (original maturity 2025).

14. Contingent liabilities

14. Contingent liabilities

in CHF m   Outstanding liabilities 31.12.2022   Outstanding liabilities 31.12.2021
Outstanding liabilities as guarantees in favor of Group companies   440   702

Clariant Ltd belongs to the Swiss value-added tax (VAT) group of Clariant and thus carries joint liability to the Swiss federal tax authority for value-added tax of the Swiss entities of that group.

A Clariant subsidiary in the United States has been named along with many other defendants in lawsuits involving per- and polyfluoroalkyl substances (PFAS). Clariant is monitoring the development of these cases, which relate to a line of business divested in 2013, and is defending all litigation matters related to PFAS. The initial trial on one of the PFAS litigation matters may occur no earlier than early 2023. As of this point in time, Clariant cannot assess if these litigation matters will have a material impact on Clariant’s financial results.

15. Shareholdings of members of the Board of Directors and the Executive Steering Committee

15. Shareholdings of members of the Board of Directors and the Executive Steering Committee

1. Board of Directors

Shares held

Name   Number of shares granted 1   Value of shares granted in CHF   Number of shares granted 2   Value of shares granted in CHF 2   Number of privately held shares   Number of privately held shares
    for 2022   for 2022   for 2021   for 2021   for 2022   for 2021
Günter von Au   16 667   300 000   16 817   300 000   90 798   73 981
Ahmed Mohammed Al Umar   6 667   120 000        
Roberto Gualdoni   5 556   100 000       8 200  
Thilo Mannhardt   5 556   100 000   5 606   100 000   9 445   3 839
Geoffery Merszei   5 556   100 000   5 606   100 000   17 249   11 643
Eveline Saupper   5 556   100 000   5 606   100 000   35 112   29 506
Naveena Shastri   5 556   100 000        
Peter Steiner   5 556   100 000   5 606   100 000   32 612   27 006
Claudia Suessmuth Dyckerhoff   5 556   100 000   5 606   100 000   30 212   24 606
Sussanne Wamsler   5 556   100 000   5 606   100 000   1 195 904   1 190 298 3
Konstantin Winterstein   5 556   100 000   5 606   100 000   6 097 627   6 092 021
Abdullah Mohammed Alissa       6 727   120 000     12 667
Nader Alwehibi       5 606   100 000     3 839
Calum MacLean       5 606   100 000     11 643
Total   73 333   1 320 000   73 998   1 320 000   7 517 159   7 481 049
1 The BoD mandate year runs from one AGM to the next AGM, which typically takes place in April. The final number of shares for the mandate year that began in 2022 will be defined prior to grant in 2023. The underlying assumption here is a share price of CHF 18.00.
2 Correction needed due to adjustments of final share price at grant: Underlying assumption was CHF 18.00; Final allocation of shares with CHF 17.84; Total amount of shares granted for 2021 based on the assumed share price of CHF 18.00 as shown in the Compensation Report 2021 was 69 473.
3 Thereof 240 271 held by »The Honoré T. Wamsler Trust«.

No options were granted to members of the Board of Directors for the years 2022 and 2021, nor did any member of the Board of Directors hold any options in those years.

For detailed information regarding emoluments of the Board of Directors and the Executive CommitteeExecutive CommitteeUntil 30 June 2022, the Executive Committee was mainly responsible for implementing and monitoring the Group strategy, for the financial and operational management of the Group, and for the efficiency of the Group’s structure and organization. Effective 1 July 2022, the Executive Committee was replaced by the Executive Steering Committee (ESC).View entire glossary /Executive Steering CommitteeExecutive Steering CommitteeThe Executive Steering Committee (ESC) is authorized by the Board of Directors to steer the company. It has overall strategic and financial responsibility, including for our profit and loss statement. The ESC consists of the Chief Executive Officer (CEO), the Chief Financial Officer (CFO), and the three Business Presidents.View entire glossary , please refer to the Compensation Report.

2. Executive Steering Committee / Executive Committee

Shares held

Name   Number of shares granted   Value of shares granted in CHF   Number of shares granted   Value of shares granted in CHF   Number of shares within vesting period   Number of shares within vesting period   Number of privately held shares   Number of privately held shares
    for 2022 1   for 2022   for 2021   for 2021   31.12.2022   31.12.2021   31.12.2022   31.12.2021
Conrad Keijzer   94 044   1 500 000   109 971   1 500 004   204 015   109 971    
Bill Collins 2,3   14 862         14 862      
Angela Cackovich 2                
Jens Cuntze 2               55 940  
Christian Vang 2               65 799  
                                 
Hans Bohnen 4   17 964   287 000   51 320   700 005   114 134   156 737   147 984   131 013
Bernd Hoegemann 4   17 964   287 000   51 320   700 005   114 134   125 058   70 623   65 056
Stephan Lynen 4       51 320   700 005     123 801   101 027   95 913
Total   144 834   2 074 000   263 931   3 600 019   447 145   515 567   441 373   291 982
1 Performance Share Units represent contingency rights that will be converted into shares depending on the performance achievement after the 3-year vesting period.
Unvested PSUs do not count towards the share ownership requirements.
2 No grant in 2021 and 2022; only became members of the ESC as of 01 July 2022 after the CLIP grant 2022.

No options were granted to members of the Executive CommitteeExecutive CommitteeUntil 30 June 2022, the Executive Committee was mainly responsible for implementing and monitoring the Group strategy, for the financial and operational management of the Group, and for the efficiency of the Group’s structure and organization. Effective 1 July 2022, the Executive Committee was replaced by the Executive Steering Committee (ESC).View entire glossary /Executive Steering CommitteeExecutive Steering CommitteeThe Executive Steering Committee (ESC) is authorized by the Board of Directors to steer the company. It has overall strategic and financial responsibility, including for our profit and loss statement. The ESC consists of the Chief Executive Officer (CEO), the Chief Financial Officer (CFO), and the three Business Presidents.View entire glossary for the years 2022 and 2021, nor did any member of the Executive CommitteeExecutive CommitteeUntil 30 June 2022, the Executive Committee was mainly responsible for implementing and monitoring the Group strategy, for the financial and operational management of the Group, and for the efficiency of the Group’s structure and organization. Effective 1 July 2022, the Executive Committee was replaced by the Executive Steering Committee (ESC).View entire glossary /Executive Steering CommitteeExecutive Steering CommitteeThe Executive Steering Committee (ESC) is authorized by the Board of Directors to steer the company. It has overall strategic and financial responsibility, including for our profit and loss statement. The ESC consists of the Chief Executive Officer (CEO), the Chief Financial Officer (CFO), and the three Business Presidents.View entire glossary hold any options in those years.

For detailed information regarding emoluments of the Board of Directors and the Executive CommitteeExecutive CommitteeUntil 30 June 2022, the Executive Committee was mainly responsible for implementing and monitoring the Group strategy, for the financial and operational management of the Group, and for the efficiency of the Group’s structure and organization. Effective 1 July 2022, the Executive Committee was replaced by the Executive Steering Committee (ESC).View entire glossary /Executive Steering CommitteeExecutive Steering CommitteeThe Executive Steering Committee (ESC) is authorized by the Board of Directors to steer the company. It has overall strategic and financial responsibility, including for our profit and loss statement. The ESC consists of the Chief Executive Officer (CEO), the Chief Financial Officer (CFO), and the three Business Presidents.View entire glossary , please refer to the Compensation Report.

16. Voting and legal registration limitations

In accordance with Article 5 of the Articles of Incorporation, no limitations exist with regard to registration of shares which are acquired in one’s own name and on one’s own account. Special rules exist for nominees.

In accordance with Article 13 of the Articles of Incorporation, each share has the right to one vote.

17. Significant shareholdings of 3% or more of total share capital

17. Significant shareholdings of 3 % or more of total share capital

Based on the notifications received by Clariant and published by SIX Exchange Regulation, as at 31 December 2022, the following shareholders held more than 3 % of voting rights in Clariant Ltd:

Shareholders   Voting rights
SABIC International Holdings B.V., Sittard, The Netherlands, controlled by the Public Investment Fund of Saudi Arabia (PIF), Riyadh, Kingdom of Saudi Arabia   31.50 % 1
BlackRock Inc., New York, United States   3.80 %
Blue Beteiligungsgesellschaft mbH, Am Holzmaierfeld, 82064 Strasslach-Dingharting, Germany, and Maple Beteiligungsgesellschaft mbH, Am Holzmaierfeld, 82057 Icking, Germany 2   3.49 %
1 SABIC acquired 24.99 % of the shares of Clariant Ltd on 17 September 2018, and increased its participation by 6.51 % to 31.5 % on 9 September 2020. SABIC has not changed its participation of 31.5 % since then. The difference between this figure (i.e. 31.5 %) and the 32.35 % stated for 2021 corresponded to the amount of treasury shares held by Clariant Ltd as of 31 December 2021, which have to be aggregated to the shares held by SABIC solely for regulatory disclosure purposes due to the Governance Agreement entered into by SABIC and Clariant on 17 September 2018. Said Governance Agreement expired at the Annual General Meeting dated 24 June 2022 and consequently the treasury shares of Clariant Ltd have not to be aggregated to the SABIC shares any longer.
2 According to a disclosure notification published on 18 December 2018, a group consisting of Konstantin Winterstein, 80333 Munich, Germany, and Elisabeth Prinzessin zu Sayn-Wittgenstein, 80333 Munich, Germany, was formed.

Disclosure notifications during the financial year 2022 reported to the Stock Exchange Disclosure Office pursuant to Art. 120 of the Financial Markets Infrastructure Act (FMIA) as well as further information in relation to disclosure notifications can be found on the SIX Swiss Exchange reporting platform: www.six-exchange-regulation.com/en/home/publications/significant-shareholders.html

On 31 December 2021, the following shareholders held a participation of 3 % or more of the total share capital: SABIC International Holdings B.V., Sittard, The Netherlands, controlled by the Public Investment Fund of Saudi Arabia (PIF), Riyadh, Kingdom of Saudi Arabia: 32.35 %; BlackRock Inc., New York, United States: 3.8 %; Blue Beteiligungsgesellschaft mbH, Am Holzmaierfeld, 82064 Strasslach-Dingharting (Germany), and Maple Beteiligungsgesellschaft mbH, 82057 Icking (Germany): 3.49 %; PSquared Master SICAV Ltd, on behalf of its subfund Valetta, Malta Leveraged Event Fund LP, Grand Cayman, Cayman Islands, controlled by Patrick Schmitz-Morkramer, Zurich, Switzerland, and Patrick Bierbaum, Zurich, Switzerland: 3.035 %.

At 31 December 2022, Clariant AG itself held 2 922 398 shares in treasury, corresponding to 0.88 % of the share capital.

18. Events subsequent to the balance sheet date

18. Events subsequent to the balance sheet date

There were no major events subsequent to the balance sheet date.