21 Equity

Share capital

The share capital amounts to CHF 412’623.70, made up of 41’262’370 shares with dividend entitlement and a par value of CHF 0.01. All shares were fully paid in and registered.

As of December 31, 2022, the company had a remaining authorized share capital of CHF 10’000.00, corresponding to 1’000’000 shares at a nominal value of CHF 0.01 each. As of September 20, 2023, the authorized share capital expired.

Share ownership

medmix shares are freely transferable provided that, when requested by the company to do so, buyers declare that they have purchased and will hold the shares in their own name and for their own account. Nominees will only be entered in the share register with the right to vote provided that they meet the following conditions: the nominee is subject to the supervision of a recognized banking and financial market regulator; the nominee has entered into an agreement with the Board of Directors concerning its status; the share capital held by the nominee does not exceed 3% of the registered share capital entered in the commercial register; and the names, addresses and number of shares of those individuals for whose accounts the nominee holds at least 0.5% of the share capital have been disclosed. The Board of Directors is also entitled, beyond these limits, to enter shares of nominees with voting rights in the share register, provided that the above-mentioned conditions are met (see also paragraph 6a of the Articles of Association at https://www.medmix.swiss/Investors/Governance).

Retained earnings

The retained earnings include prior years’ undistributed income of consolidated companies and all remeasurements of the net liability for defined benefit plans.

Treasury shares

In 2023, the group acquired in total 144’000 treasury shares (2022: 200’000 shares) to cover its existing exposure from share-based payment programs for consideration of CHF 3.1 million (December 31, 2022: CHF 6.1 million). During 2023, the group allocated 11’013 shares to share plan participants (2022: 2’464 shares) for a total value of CHF 0.4 million (2022: CHF 0.1 million). The total number of shares held by the group as of December 31, 2023, amounted to 480’523 (December 31, 2022: 347’536 shares).

Cash flow hedge reserve

The hedging reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments where the hedged transaction has not yet occurred. Amounts are reclassified to profit or loss when the associated hedged transaction affects the income statement.

Currency translation reserve

The currency translation reserve comprises all foreign exchange differences arising on the translation of the financial statements of consolidated entities whose currency differs from the reporting currency of the group.

Non-controlling interests

The group recognizes any non-controlling interest in the acquiree on an acquisition-by-acquisition basis, at the non-controlling interest’s proportionate share of the recognized amounts of the acquiree’s identifiable net assets.

In 2023, the group acquired Qiaoyi with non-controlling interests of CHF 9.0 million (2022: CHF 0.0 million). For further details, reference is made to note 4.

Dividends

On April 28, 2023, the Annual General Meeting approved an ordinary dividend of CHF 0.50 per share to be paid out of reserves (2022: CHF 0.50 per share). The dividend was paid to shareholders on May 5, 2023. The total amount of the dividend to shareholders of medmix Ltd is CHF 20.5 million (2022: CHF 20.5 million), thereof paid dividends of CHF 15.0 million (2022: CHF 15.0 million) and unpaid dividends of CHF 5.5 million (2022: CHF 5.5 million). The dividend payments to one of the group’s shareholders, Tiwel Holding AG, could still not be transferred as a result of US sanctions. The total outstanding dividend payments of CHF 10.9 million (2022: CHF 5.5 million) are reflected in the balance sheet position “Other current and accrued liabilitiesˮ (note 25).

The Board of Directors has decided to propose to the Annual General Meeting 2024 a dividend for the financial year 2023 of CHF 0.50 per share.

Put option liability

Reference is made to note 4.

Contribution to the Sulzer group

For 2023, the contribution to the Sulzer group of CHF -0.3 million is related to the vested Sulzer shares under the existing Sulzer share plans (2022: CHF -0.4 million).