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dormakaba

drrkf · OTC Industrials
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Ticker drrkf
Exchange OTC
Sector Industrials
Industry Security & Protection Services
Employees 10,000+
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FY2021 Annual Report · dormakaba
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dormakaba Holding AG

Annual Report

Group Management Report, 
 financial statements,  
governance and compensation

Financial Year

2020/21

dormakaba

Annual Report 2020/21

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dormakaba

Annual Report 2020/21

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dormakaba

Annual Report 2020/21

Letter to shareholders

4

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Riet Cadonau (Chairman) and Sabrina Soussan (CEO)

Good and improved business 
results in a demanding 
environment

Dear Shareholders,

The past financial year has seen a transition in the management of dormakaba. After 

stepping into our newly split roles of Chairman and CEO 

on 1 April

, we are both pleased to 

inform you about our company’s performance in financial year 2020/21 for the first time in 

this new setup. While profitability was in line with our guidance, organic growth was slightly 

higher. The main reason for the good results was the strong performance of our European 

and Asian businesses; additional contributing factors were the early implementation of cost-

saving measures, as well as the company’s focus on cash flow and thus on maintaining 

financial stability at all times.

Our company’s development continued to be impacted by the Covid-19 pandemic. Therefore, 

our primary focus remained on the health and the safety of our employees. In April 2021, we 

conducted a “Pulse Check” amongst our employees to get a sense of their personal well-

being during the pandemic and their individual work situation, amongst other things. 

Approximately 70% of our global workforce took part in the survey. We were pleased that 

86% of respondents said that dormakaba took sufficient safety precautions for them 

around the pandemic and that 80% have confidence in the future of dormakaba. However, 

we are mindful of the strain the overall situation has taken on the well-being of our 

employees: only 51% of respondents said they feel personally well these days. We are thus all 

the more grateful for the continued resilience and commitment of our employees who have 

kept their focus firmly on serving our customers and on ensuring business continuity – 

notably in our manufacturing, procurement, supply chain and services operations.

The pandemic has accelerated the demand for seamless and touchless access solutions, in 

particular in markets such as healthcare, travel and multi-housing. Our continued 

investment in product innovation and digitalization has positioned our company well to offer 

our customers the required solutions, as exemplified by the contracts concluded with the 

largest hospital in Austria, AKH Wien, with 60,000 doors, and the Drammen hospital in 

Norway.

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dormakaba

Annual Report 2020/21

Letter to shareholders

5

More generally, dormakaba has been at the forefront of the digital transformation of the 

building technology industry, opening up new business models and value streams. An 

excellent example of this is 

EntriWorX

, which supports smart planning processes for 

buildings, simple installation of door solutions and secure, smooth operations of these 

solutions. EntriWorX networks door technology components through simple plug & play 

instead of complex wiring and different transmission protocols, thus enabling door systems 

to be commissioned using a simple app. Once the building is in operation, the data from the 

connected door components can be processed in the customer’s existing management 

system or with our own all-in-one customized solution for managing access, occupancy, 

energy supply and maintenance. At the same time, the interfaces between the door 

components and the customer’s system can be reduced from up to four interfaces to one. 

Overall, EntriWorX creates significant productivity gains for our customers throughout the 

entire building life cycle; for example, the initial time for commissioning a complex door is 

reduced from several hours to less than 30 minutes. We launched the solution in the German 

market at the end of April 2021, with a phased, international market rollout planned in the 

coming year.

Financial Performance

As anticipated, our sales performance improved during the 2020/21 financial year: year-on-

year, organic sales growth came to 1.3%. While organic sales in the first half-year were still 

down at –6.0%, the second half saw double-digit organic sales growth of 10.0%, driven 

notably by a strong fourth quarter. Overall, net sales came to CHF 2,499.7 million (previous 

year CHF 2,539.8 million). Currency translation effects impacted sales negatively by 3.0%.

Compared to the previous year, the EBITDA margin improved from 12.8% to 14.1%. The 

increase in profitability was driven by higher volume, sales price increases, improvements in 

operational efficiency and effective cost management such as in procurement, which more 

than offset the effect of higher raw material and freight costs.

Segment 

Access Solutions (AS) APAC

 (Asia-Pacific) achieved organic sales growth of 4.3%, 

with a 24.0% improvement in the second half-year against the previous year. The segment 

achieved above-expected market growth, driven by the recovery in China and India in the 

second half-year. The EBITDA margin improved to 14.2% (previous year 13.6%).

Segment 

AS DACH

 (Germany, Austria, and Switzerland) achieved organic sales growth of 

2.6%, with an 8.6% improvement in the second half-year against the previous year. Market 

growth in Germany, Austria and Switzerland was significantly stronger than overall 

segment growth which was diluted by weak intercompany sales particularly in the first half-

year. The EBITDA margin improved to 17.3% (previous year 16.3%).

Segment 

AS EMEA

 (Europe, Middle East, and Africa) achieved 4.4% organic sales growth, 

with a 13.0% improvement in the second-half year against the previous year. The good 

growth was driven by all European regions, particularly Southern Europe, the UK, and 

Benelux. The EBITDA margin even surpassed pre-Covid level at 8.5% (previous year 6.5%).

Segment 

Key & Wall Solutions

 achieved 1.8% organic sales growth, with a 16.0% 

improvement in the second half-year against the previous year. The EBITDA margin was at a 

pre-Covid level of 15.7% (previous year 14.4%). While Business Unit Key Systems recorded an 

impressive bounce-back, Business Unit Movable Walls as expected saw a decline in growth 

compared to the previous year due to postponed customer projects and a strong base effect 

from last year. Its EBITDA margin, however, was at record levels and order intake for the 

coming year is strong.

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dormakaba

Annual Report 2020/21

Letter to shareholders

6

This positive picture was not mirrored by Segment 

AS AMER

 (North and South America): 

while organic sales increased by 1.6% in the second half-year, organic sales for the full year 

contracted by 5.2%. The EBITDA margin was at 16.4% (previous year 17.0%). Performance 

was impacted by the lagging demand of the US commercial market, the continued weak 

lodging business, and ongoing issues at our Mesker business (hollow metal doors), with 

Mesker alone reducing the segment’s profitability by 240 basis points. The impact of Mesker 

on the Group EBITDA margin was 60 basis points. As the performance at Mesker continued 

to be very unsatisfactory, we must focus on the turnaround of the business; on top, we are 

evaluating our strategic options. Fortunately, we have seen some silver lining in other 

clusters within the AS AMER segment, notably in the promising fields of touchless entrance 

systems products and electronic access solutions.

Operational cash flow was kept at a high level during the year under review. The strong 

focus on the “cash is king” principle led to a further improvement in key parameters, the 

increase in business volume over the course of the year could be absorbed comfortably. In 

light of the pandemic, meanwhile, only selective investments were made in property, plant, 

and equipment and in smaller acquisitions. Consequently, net debt was CHF 158.9 million 

lower against the previous year as of balance sheet date. This leaves a leverage ratio of net 

debt/EBITDA of 1.4x, which gives dormakaba a healthy amount of financial leeway for 

future strategic measures.

Net profit increased by 17.8% year-on-year to CHF 193.3 million, primarily because of the 

significantly improved operating profit and an improved financial result, while the income 

tax rate remained mostly unchanged. Pleasingly, the significantly improved net profit allows 

the Board of Directors to propose a 19.0% higher dividend than the previous year based on 

an unchanged dividend policy: the previous year’s dividend was set at CHF 10.50  per share, 

while the proposed dividend for the 2020/21 financial year is CHF 12.50  per share.

Sustainability progress

It has been a very encouraging year for sustainability, with considerably heightened investor 

interest on ESG (Environmental, Social and Governance). Governments and regulators 

continue to require increased transparency about ESG risk and investment, particularly in 

key markets through the EU Taxonomy system, through the adoption of a proposal for a 

Corporate Sustainability Reporting Directive and, in Switzerland, through the indirect 

counterproposal to the Corporate Responsibility Initiative.

With our portfolio and sustainability activities, dormakaba aims to lead industry’s efforts 

towards addressing these market and societal shifts while also walking the talk in our 

internal operations.

This starts with transparent reporting of our progress on sustainability and aligning our 

financial processes accordingly. For example, the 

renewal of the CHF 525 million syndicated 

loan

 during the reporting period included terms for incentives for the achievement of 

ambitious sustainability performance objectives.

In addition, we have achieved our five key strategic objectives that were expiring in the year 

under review, related to climate change mitigation, certification of our environmental 

management system, transparency about our product’s environmental impacts for our 

customers and supplier due diligence.

We would particularly like to highlight the approval from the Science Based Targets initiative 

for the long-term operational and value chain emissions reduction targets that we have 

submitted. We are proud to be the first company in our sector to have targets approved by 

this leading organization – an achievement that has required concerted effort across our 

company since 2018. For further details, please visit our 

2020/21 Sustainability Report

.

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dormakaba

Annual Report 2020/21

Letter to shareholders

7

Annual General Meeting on 12 October 2021

Karina Dubs-Kuenzle, member of the Board of Directors of dormakaba since 2001, has 

decided to retire from the Board at the next Annual General Meeting on 12 October 

2021. The members of the Board are appreciative of the very valuable contributions Karina 

Dubs-Kuenzle has made to the successful development of dormakaba over the past two 

decades and wish her all the best for the future.

The Board of Directors is proposing Thomas Aebischer to be elected as a new independent 

member. With this nomination, the Bord of Directors intends to further strengthen its 

competence in Finance: Thomas Aebischer brings broad financial know-how in a global, 

industrial, and publicly listed environment. Over the course of his career, Thomas Aebischer 

has held several positions as CFO in industrial businesses such as Holcim/LafargeHolcim and 

LyondellBasell Industries. Since 2021, he is CFO of the biotech start-up RWDC Industries 

Limited based in Singapore.

All other members of the Board of Directors will stand for re-election for another one-year 

term of office, with Riet Cadonau as Chairman and Hans Hess as Vice-Chairman and Lead 

Independent Director.

Business outlook

The coming months may well see a high level of uncertainty and volatility including continued 

negative effects associated with Covid-19. This may include selective regional restrictions 

and lockdowns, increasing shipping costs, shortages of electronic components, and raw 

material price inflation. Further factors may be geopolitical such as trade conflicts.

As part of its financial reporting going forward, the company has decided to introduce an 

adjusted EBITDA margin which reflects the underlying financial performance before 

exceptional items affecting the comparability.

The company is currently expecting moderate organic sales growth for financial year 

2021/22 as well as a slight year-on-year increase in the adjusted EBITDA margin (adjusted 

EBITDA margin for financial year 2020/21: 14.2%).

Strategy outlook

Our company’s current strategy cycle comes to an end this year. In April 2021, we therefore 

initiated the process to define our new strategy and resulting initiatives which we are calling 

“Shape4Growth”. As part of this strategy review, we are currently conducting a thorough 

full-potential analysis. First results highlight that we have strong assets to leverage going 

forward such as our broad product portfolio, our brands, our innovative strength, our 

dedicated, skilled people and our customer loyalty; they also point towards improvement 

potential with regards to, for example, greater customer-centricity, less complexity, and 

greater process efficiency in operations, IT and procurement, as well as further progress in 

capital deployment. Building on these levers, we expect to accelerate growth and increase 

profitability with the “Shape4Growth” program.

We are looking forward to sharing our vision, strategy, and targets at our Capital Markets 

Day on 15 November 2021.

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dormakaba

Thanks

Annual Report 2020/21

Letter to shareholders

8

We owe our good results to the resilience, commitment, and expertise of our employees. On 

behalf of the Board of Directors and the Executive Committee, we would once again like to 

express our gratitude and appreciation for our people’s continued focus on servicing our 

customers in this personally demanding environment. Further, we thank our customers and 

partners for the excellent, constructive collaboration and their loyalty to our offering and 

brands. We will work to make sure that we deserve their loyalty, focusing on meeting their 

needs for secure, seamless, and sustainable access solutions.

Finally, we thank you, our loyal shareholders, for your continued support and confidence in 

our company’s future. We are looking forward to a continued good exchange and 

partnership.

Yours sincerely

Riet Cadonau

Chairman 

Sabrina Soussan

CEO

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dormakaba

Annual Report 2020/21

Business performance

9

2020/21 in brief 

• Consolidated net sales of CHF 2,499.7 million

• Organic sales growth of 1.3%, with a strong second half-year (10.0%)

• EBITDA reaches CHF 353.1 million, with an EBITDA margin of 14.1%

• Cash flow margin of 12.5%

• Strong balance sheet; reduced net debt and higher equity ratio

• Net profit of CHF 193.3 million

• Dividend proposal of CHF 12.50 per share

dormakaba worldwide

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dormakaba

Annual Report 2020/21

Business performance

10

Segment Access Solutions AMER

AS AMER achieved total sales of CHF 669.6 million in financial year 2020/21. Organic sales 

declined by 5.2% compared to the previous year. Due to the weakening of the US 

commercial business the sales recovery in 2020/21 was less pronounced than in Europe and 

Asia – organic sales increased by just 1.6% in the second half of 2020/21 compared to the 

previous year.

The Lodging Systems business showed the most notable decline with organic sales 20% 

below the pre-Covid level; this is due to its high proportion of customers in the severely 

impacted hospitality industry. However, business sentiment and the aftermarket business 

continued to recover. Safe Locks and Mechanical Key Systems experienced double-digit sales 

growth whereas Door Hardware, Interior Glass Systems, and Services were below the 

previous year.

Major parts of the Entrance Systems business, including its touchless offering, experienced a 

good sequential recovery. This was supported by the continued strong performance of 

Alvarado, 

which was acquired in 2019

. Sales in Electronic Access & Data were above the 

previous year’s level due to good demand for integrated electronic security systems and 

several well-received product launches.

EBITDA was at CHF 109.8 million (previous year CHF 128.1 million). The EBITDA margin was 

at 16.4% (previous year 17.0%), impacted by volume contraction, the very weak performance 

of Mesker, increasing raw material costs, and higher freight costs which offset lower 

discretionary spending and cost-saving measures. The continued weak hollow metal door 

business (Mesker) had a negative effect of 240 basis points on the segment’s EBITDA 

margin. As the performance at Mesker continued to be very unsatisfactory, the segment 

must focus on the turnaround of the business; on top, management is evaluating strategic 

options.

The segment expects moderate organic growth in financial year 2021/22 driven by a recovery 

of the US commercial market which already showed an uptick during the fourth quarter of 

2020/21. In addition, the order book and the project pipeline improved based on several 

contract acquisitions, including a number of airport projects in the US, and Resorts World in 

Las Vegas, a hospitality project that includes 4,000 digital door locks interlinked to the 

Ambiance software platform

. Strategic investments will support further performance 

progress and profitable growth over time. These efforts include a dedicated Sales Excellence 

initiative, which is designed to drive performance by tailoring sales activities more effectively 

to geographic and market opportunities.

Growth is also expected from new, innovative solutions in Electronic Access & Data, 

Entrance Systems, and Safe Locks.

AS AMER will continue to increase sales prices to compensate for higher raw material costs 

and has initiated measures to secure supplies of scarce electronic components to enable 

further growth for its electronic access solutions.

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dormakaba

Annual Report 2020/21

Business performance

11

Key figures - segment AS AMER

CHF million, 
except where indicated

Net sales third parties

Intercompany sales

Total segment sales

Change in segment sales

Of which translation exchange differences

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization 
(EBITDA)

Average number of full-time equivalent 
employees

Segment sales (CHF million) - AS AMER

Financial year ended 
30.06.2021

%  

Financial year ended 
30.06.2020

%  

 640.9 

 28.7 

 669.6 

–85.7

–49.1

2.8

–39.4

–11.3  

–6.5  

0.4  

–5.2  

 720.4 

 34.9 

 755.3 

–61.4

–18.6

23.8

–66.6

–7.5  

–2.3  

2.9  

–8.1  

Change on
previous year 
in %

–11.0

–11.3

 109.8 

16.4  

 128.1 

17.0  

–14.3

 2,677 

 2,811 

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dormakaba

Annual Report 2020/21

Business performance

12

Segment Access Solutions APAC

AS APAC achieved total sales of CHF 415.2 million in the financial year 2020/21. Organic 

sales grew by 4.3% year-on-year. In the first half of 2020/21, organic sales were 10.5% below 

the previous year due to the pandemic and related project delays. Despite major countries 

(e.g. Australia) and regions (e.g. Southeast Asia) still being negatively impacted by regional 

lockdowns, there was a strong recovery in the second half-year, thanks to good demand in 

China and India. This resulted in 24.0% organic growth compared to the second half of 

2019/20.

Most Product Clusters contributed to growth. Good growth came from Services, electronic 

products such as digital locks, and particularly from the business with touchless access 

solutions in China where dormakaba is a market leader.

EBITDA reached CHF 58.9 million (previous year CHF 54.8 million). The EBITDA margin 

increased by 0.6 percentage points to 14.2% compared to the previous year’s level of 13.6%. 

The EBITDA margin improvement was driven by higher volumes, cost and efficiency gains as 

well as procurement savings, which offset a negative mix effect caused by stronger sales in 

the lower margin OEM business (Wah Yuet, China) for the US market.

Barring new waves of Covid-19 outbreaks, AS APAC expects moderate organic growth 

based on continued strength in China, a strong order intake and a solid project pipeline. The 

segment will benefit from project wins, including several hospitals in Australia, airports in 

China and India, the Shangri-La Hotel in Beijing, and the Shanghai Bank in China.

Growth will also be driven by new, innovative products for touchless solutions, like a new 

face recognition terminal that is easily integrated with automatic doors or physical access 

systems, thus enabling touchless access to buildings and rooms. Another example is 

anti-

microbial surface protection

 for hardware which people have to touch. This product has 

been certified as helping to prevent transmission of Covid-19. It has been launched in India in 

February 2021 and will be rolled out to other countries during financial year 2021/22.

The segment will continue to increase sales prices to compensate for higher raw material 

costs. It has initiated measures to secure supplies of scarce electronic components to enable 

further growth for its electronic access solutions.

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dormakaba

Annual Report 2020/21

Business performance

13

Key figures - segment AS APAC

CHF million, 
except where indicated

Net sales third parties

Intercompany sales

Total segment sales

Change in segment sales

Of which translation exchange differences

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization 
(EBITDA)

Average number of full-time equivalent 
employees

 Segment sales (CHF million) - AS APAC

Financial year ended 
30.06.2021

%  

Financial year ended 
30.06.2020

%  

 390.2 

 25.0 

 415.2 

12.8

–5.9

1.5

17.2

3.2  

–1.5  

0.4  

4.3  

 378.2 

 24.2 

 402.4 

–59.9

–20.6

0.0

–39.3

–12.9  

–4.4  

0.0  

–8.5  

Change on
previous year 
in %

3.2

3.2

 58.9 

14.2  

 54.8 

13.6  

7.5

 3,073 

 3,299 

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dormakaba

Annual Report 2020/21

Business performance

14

Segment Access Solutions DACH

AS DACH generated total sales of CHF 812.9 million in financial year 2020/21. Organic sales 

grew by 2.6% compared to the previous year’s level. Total third-party sales in Germany, 

Switzerland, and Austria were 6.3% above the prior-year period. While the first half of 

2020/21 was still impacted by the effect of the Covid-19 pandemic, there was a good 

recovery particularly in intercompany demand, resulting in organic growth of 8.6% for AS 

DACH in the second half of 2020/21 compared to prior-year period.

Sales growth in the DACH countries in 2020/21 was driven by the Product Clusters 

Electronic Access & Data (EAD) and Services, both with double-digit growth, as well as 

Entrance Systems. The segment benefited from the strategic transformation program 

initiated back in 2018. Besides improvements in operating efficiency (e.g. reduction of 

personnel expenses, productivity improvements) measures included a strengthening of 

marketing efforts. On top, the segment intensified its R&D efforts and successfully launched 

innovative products like EntriWorX (see below).

EBITDA stood at CHF 140.9 million which represents an 9.0% increase year-on-year 

(CHF 129.3 million). The EBITDA margin was up to 17.3% from the previous year's 16.3%. This 

improvement was driven by a positive contribution from the strategic transformation 

program, higher volumes, positive mix effects, productivity improvements and effective cost 

management.

AS DACH expects moderate organic growth for the financial year 2021/22 based on a good 

order backlog and continued growth in Product Clusters such as EAD. Further contributions 

are expected from several project wins, for example for the campus of the University of 

Vienna (Austria), where the offered solutions include several product clusters enabling 

touchless access.

The segment will continue to focus on the introduction of new, innovative products such as 

EntriWorX

, which supports smart planning processes for buildings, simple installation of 

door solutions and secure, smooth operations of these solutions. EntriWorX networks door 

technology components through simple plug & play instead of complex wiring and different 

transmission protocols, thus enabling door systems to be commissioned using a simple app. 

Once the building is in operation, the data from the connected door components can be 

processed in the customer’s existing management system or with dormakaba's own all-in-

one customized solution for managing access, occupancy, energy supply and maintenance. 

At the same time, the interfaces between the door components and the customer’s system 

can be reduced from up to four interfaces to one. Overall, EntriWorX creates significant 

productivity gains for the customers throughout the entire building life cycle; for example, 

the initial time for commissioning a complex door is reduced from several hours to less than 

30 minutes. AS DACH launched the solution in the German market at the end of April 2021, 

with a phased, international market rollout across all Access Solutions segments planned in 

the coming year.

The segment will continue to increase sales prices to compensate for higher raw material 

costs. It has initiated measures to secure supplies of scarce electronic components to enable 

continued growth for its electronic access solutions.

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dormakaba

Annual Report 2020/21

Business performance

15

Key figures - segment AS DACH

CHF million, 
except where indicated

Net sales third parties

Intercompany sales

Total segment sales

Change in segment sales

Of which translation exchange differences

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization 
(EBITDA)

Average number of full-time equivalent 
employees

Segment sales (CHF million) - AS DACH

Financial year ended 
30.06.2021

%  

Financial year ended 
30.06.2020

%  

 531.9 

 281.0 

 812.9 

21.0

0.5

0.0

20.5

2.7  

0.1

0.0  

2.6  

 501.4 

 290.5 

 791.9 

–71.1

–32.6

–8.7

–29.8

–8.2  

–3.7  

–1.0  

–3.5  

Change on
previous year 
in %

6.1

2.7

 140.9 

17.3  

 129.3 

16.3  

9.0

 3,315 

 3,452 

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dormakaba

Annual Report 2020/21

Business performance

16

Segment Access Solutions EMEA

AS EMEA achieved total sales of CHF 712.9 million in the 2020/21 financial year. Organic 

sales grew by 4.4% compared to the previous year. Financial year 2020/21 continued to be 

impacted by the pandemic; however, the sequential quarter-by-quarter recovery resulted in 

13.0% organic growth in the second half of 2020/21 compared to the prior-year period.

All major countries and regions saw good growth. There was a particular strong upswing in 

growth in Southern Europe, with France reaching all-time high sales levels, as well as good 

growth in the UK and Benelux. Scandinavia returned to organic growth supported by the 

successful turnaround of the business in Norway. The Norwegian business returned to 

organic growth and profitability thanks to the successful divestment of its project 

installation business in August 2020. The only region with negative organic growth was 

Middle East owing to larger non-repeated projects in the 2019/20 financial year as well as 

market liquidity constraints.

Sales growth in AS EMEA was driven by strong double-digit growth for the Product Cluster 

Electronic Access & Data (EAD). Most other Product Clusters experienced good growth as 

well, though Lodging Systems showed a double-digit decline due to the severe impact of the 

pandemic on the hospitality vertical.

EBITDA increased by CHF 15.4 million to CHF 60.9 million compared to the prior-year period, 

supported by strong volume growth and favorable product mix including price increases, as 

well as tight cost control and procurement benefits. At the same time, there was higher 

factory output especially with the growth of the EAD product cluster. The EBITDA margin 

therefore rose by 2.0 percentage points to 8.5%, which is above the pre-Covid level.

For the 2021/22 financial year, AS EMEA expects moderate organic growth with continued 

recovery of its main markets supported by a good order book above prior-year level in all 

regions. The segment will benefit from several project wins, for example for major airports in 

Spain, Poland, and the Middle East, a major business park in Moscow as well as a major 

contract for the Drammen hospital in Norway. In all these projects, the installed solutions 

will include several Product Clusters.

Recent product development efforts focus on the development of new, innovative solutions 

such as an automatic door system that uses biometric and telemetry imaging to manage 

people flow especially in stores with Covid-19 distancing requirements. The solution was 

launched in 2020/21 in the UK and the rollout across various other markets will continue in 

2021/22.

The segment will continue to increase sales prices to compensate for higher raw material 

costs and has initiated measures to secure supplies of scarce electronic components to 

enable growth for its electronic access solutions.

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dormakaba

Annual Report 2020/21

Business performance

17

Key figures - segment AS EMEA

CHF million, 
except where indicated

Net sales third parties

Intercompany sales

Total segment sales

Change in segment sales

Of which translation exchange differences

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization 
(EBITDA)

Average number of full-time equivalent 
employees

 Segment sales (CHF million) - AS EMEA

Financial year ended 
30.06.2021

%  

Financial year ended 
30.06.2020

%  

 591.1 

 121.8 

 712.9 

16.8

–13.3

–0.7

30.8

2.4  

–1.9  

–0.1

4.4  

 585.2 

 110.9 

 696.1 

–81.7

–37.4

0.2

–44.5

–10.5  

–4.8  

0.0  

–5.7  

Change on
previous year 
in %

1.0

2.4

 60.9 

8.5  

 45.5 

6.5  

33.8

 3,358 

 3,468 

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dormakaba

Annual Report 2020/21

Business performance

18

Segment Key & Wall Solutions

Key & Wall Solutions generated total sales of CHF 344.9 million in the financial year 2020/21. 

Organic sales grew by 1.8% year-on-year. In the first half of 2020/21, organic sales were 

9.2% below the previous year due to the impact of the pandemic, with key shops still closed 

due to regional lockdowns for example. In the second half-year, demand improved in most 

regions, which resulted in 16.0% organic sales growth compared to the second half of 

2019/20.

Business Unit Key Systems

 recorded double-digit growth in the year under review. Growth 

was driven by a good recovery in demand from the global automotive industry, and a strong 

key cutting machines business that benefitted from the introduction of a new platform of 

high-end electronic key cutting machines and a major contract in the USA. In addition, the 

previous year provided a weak baseline particularly for Key Systems as both supply and 

demand in major markets such as Italy, India, and Latin America were heavily impacted by 

the pandemic.

Organic sales for 

Business Unit Movable Walls

 were below the previous year due to a base 

effect stemming from having finalized a major project in Las Vegas. On top, delays in the 

finalization of existing projects, postponed construction projects as well as regional 

lockdowns had an impact. However, both order backlog and order entry remained strong.

EBITDA stood at CHF 54.2 million, up by 7.3% compared to the previous year. The EBITDA 

margin increased to 15.7% (previous year 14.4%) and has already achieved pre-Covid levels. 

Both Business Units improved their EBITDA margin, with Movable Walls reaching an all-time 

high. The increase in profitability was driven by higher volumes, continued tight cost 

management, and the reduction of personnel expenses as well as procurement savings and 

a favorable product mix in Movable Walls.

Barring new additional waves of Covid-19, Key & Wall Solutions expects moderate organic 

growth. Growth will be driven by both a good order backlog in Movable Walls and good 

demand for Key Systems in major regions and markets such as the automotive industry. The 

Movable Wall business has won several major contracts that will support growth such as the 

Shangri-La Hotel in Beijing (China), the expansion of the Las Vegas Convention Center 

(USA), and The Circle convention center at Zurich airport (Switzerland).

Sales will continue to be driven by new, innovative products like the 

Unocode F Series

, a new 

platform of five models of high-end electronic key cutting machines. The Unocode F Series 

was launched successfully in the second half of 2020/21 and already contributed to growth 

in the financial year 2020/21. For Movable Walls, growth potential is expected from new 

cost-effective automated movable walls.

Both Business Units will continue to increase sales prices to compensate for higher raw 

material costs.

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dormakaba

Annual Report 2020/21

Business performance

19

Key figures - segment Key & Wall Solutions

CHF million, 
except where indicated

Net sales third parties

Intercompany sales

Total segment sales

Change in segment sales

Of which translation exchange differences

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization 
(EBITDA)

Average number of full-time equivalent 
employees

Financial year ended 
30.06.2021

%  

Financial year ended 
30.06.2020

%  

 329.8 

 15.1 

 344.9 

–6.5

–12.6

0.0

6.1

–1.8  

–3.6  

0.0  

1.8  

 340.2 

 11.2 

 351.4 

–50.5

–14.6

0.0

–35.9

–12.6  

–3.7  

0.0  

–8.9  

Change on
previous year 
in %

–3.1

–1.8

 54.2 

15.7  

 50.5 

14.4  

7.3

 2,001 

 2,188 

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dormakaba

Annual Report 2020/21

Financial performance

20

Overview

dormakaba finished the 2020/21 financial year with good business results that marked an 

improvement on the previous year. The company recorded organic sales growth of 1.3% and 

an EBITDA margin of 14.1% (previous year 12.8%). In addition, cash flow from operations 

remained high at CHF 384.5 million (previous year CHF 407.9 million). Overall, the results did 

not yet reach pre-Covid level.

There was a strong recovery of the European and Asian businesses in 2020/21, while the 

performance of the Access Solutions business in the Americas was below previous year. 

1.3%

Several countries and regions which are important for dormakaba were still impacted by the 

organic sales growth

14.1%

EBITDA margin

CHF 
12.50

dividend per share

Covid-19 pandemic. dormakaba benefited from the cost-savings and restructuring program 

it introduced in the previous financial year, which led to a headcount reduction of around 

1,230 employees throughout the entire program lifetime and net savings of CHF 34.7 million 

for financial year 2020/21.

Sales

Organic growth was unevenly distributed across the financial year. While organic sales in the 

first six months were still down at –6.0%, the second half of the financial year saw double-

digit organic sales growth of 10.0% with a strong fourth quarter. Growth in the second half 

was not only supported by the lower comparable base, but also by a sequential 

improvement of the business in the second half of 2020/21. Overall year-on-year organic 

sales growth came to 1.3%. Currency translation had a negative impact on sales of 3.0% 

(CHF 76.6 million) due to the strengthening of the Swiss franc against major currencies 

compared to the previous year. Acquisitions and divestments had a 0.1% positive effect 

(previous year 0.7%). Overall, consolidated net sales amounted to CHF 2,499.7 million 

(previous year CHF 2,539.8 million), a decline of 1.6% (CHF 40.1 million).

Profitability

The recovery in organic growth and the associated higher volumes were also reflected in a 

higher gross margin and a higher EBITDA margin compared with the previous year. The 

gross margin for the reporting period was at 41.8% (previous year 41.1%).

Group EBITDA increased by 8.6% and amounted to CHF 353.1 million (previous year 

CHF 325.0 million). EBITDA includes a negative currency translation effect of CHF 11.1 million 

due to the strong Swiss franc, which was partly compensated by a positive effect from 

acquisitions and divestments of CHF 4.8 million.

The EBITDA margin increased to 14.1%, compared to 12.8% in the previous year. The increase 

in profitability was driven by higher volume, improvements in operational efficiency and 

effective cost management such as in procurement, which more than compensated for the 

effect of higher raw material and freight costs. The EBITDA margin progression was also 

supported by the aforementioned cost-savings and restructuring program, which was 

designed to address the negative impact of the pandemic. Further improvement was held 

back by weak results in AS AMER. The net effect of exceptional items on the EBITDA margin 

in the period under review was –0.1 percentage points (adjusted EBITDA margin of 14.2% for 

financial year 2020/21); however, these exceptional items were unequally distributed on a 

semiannual basis, with a positive effect on the EBITDA margin of 0.7 percentage points in 

the first half of 2020/21 (adjusted EBITDA margin of 14.1%) and a negative effect of 0.8 

percentage points in the second half (adjusted EBITDA margin of 14.3%).

EBIT increased by CHF 21.1 million to CHF 274.3 million (previous year CHF 253.2 million), and 

the EBIT margin was at 11.0% compared to 10.0% in the previous year.

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dormakaba

Annual Report 2020/21

Financial performance

21

The business performance of all segments showed an improvement compared to the 

previous financial year, except for AS AMER. 

Organic sales increased by 1.6% in 

AS AMER

 in the second half of 2020/21 compared to 

previous year but declined by 5.2% for the full year. The performance of AS AMER was 

impacted by the lagging demand of the US commercial market, the continued weak lodging 

business, and ongoing issues at the Mesker business (hollow metal doors), with Mesker alone 

negatively impacting the segment’s EBITDA margin by 240 basis points. All other segments 

experienced good to strong growth and an improved EBITDA margin with 

AS EMEA

 and 

Key 

& Wall Solutions

 already at or above pre-Covid levels. There was good growth in AS EMEA 

with 13.0% organic sales growth in the second half of 2020/21 and 4.4% organic sales 

growth for the full year, driven particularly by Southern Europe, the UK, and Benelux. 

AS 

DACH

 achieved 8.6% organic sales growth in the second half of 2020/21 compared to 

previous-year period and 2.6% organic sales growth for the full year; total third party sales 

growth in the German, Austrian, and Swiss markets was 6.3% above previous year, and thus 

significantly stronger than overall segment growth, which was held back by weak 

intercompany sales, particularly in the first half-year. 

AS APAC

 experienced a particularly 

good recovery in China and India in the second half of 2020/21 with a 24.0% organic sales 

growth for the segment. Although the first half of 2020/21 was still impacted by the 

pandemic, AS APAC achieved 4.3% year-on-year organic sales growth overall. Key & Wall 

Solutions experienced a strong recovery with 16.0% organic sales growth in the second half 

of 2020/21 driven by Business Unit Key Systems which resulted in 1.8% organic sales growth 

for financial year 2020/21.

Financial result, profit before taxes, and income taxes

The net financial result for the reporting period improved to CHF –24.7 million (previous year 

CHF –42.0 million). This was due to a more favorable interest rate environment and the 

pandemic-related crisis management focus on “cash is king”, including comprehensive credit 

and collection management as well as reduced investment spending, which enabled 

consistent deleveraging.

Profit before taxes increased to CHF 249.6 million (previous year CHF 211.2 million). Income 

taxes for the reporting period amounted to CHF 56.3 million (previous year CHF 47.1 million). 

The effective income tax rate amounts to 22.6% and was basically in line with the previous 

year (22.3%).

Net profit

dormakaba closed the 2020/21 financial year with a net profit of CHF 193.3 million (previous 

year CHF 164.1 million), an increase of 17.8%. This is attributable to the recovery in the 

operating performance and to the better net financial result. Net profit after minority 

interests increased to CHF 100.8 million (previous year CHF 84.6 million). The corresponding 

basic earnings per share amounted to CHF 24.2 (previous year CHF 20.4).

Based on an unchanged dividend policy of maintaining a minimum payout ratio of 50% of 

consolidated net profit after minority interests, the Board of Directors proposes that 

CHF 12.50 per share be paid out for financial year 2020/21, up from the CHF 10.50 per share 

paid for the previous year. This corresponds to a payout ratio of 52.2%.

Cash flow and balance sheet

Cash flow from operations was kept at a high level of CHF 384.5 million (previous year 

CHF 407.9 million). The slight decrease compared to the previous year is due to the increase 

in net working capital, which was linked to the economic recovery and strong growth in the 

fourth quarter of 2020/21. Net cash from operating activities stood at CHF 313.5 million 

(previous year CHF 328.1 million), representing a relatively high operating cash flow margin 

of 12.5% (previous year 12.9%).

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dormakaba

Annual Report 2020/21

Financial performance

22

Cash flow from investing activities of CHF –95.5 million was driven by the pandemic-related 

“cash is king” principle which led to lower capital expenditures of CHF 76.1 million (previous 

year CHF 94.9 million) on property, plant, and equipment and intangible assets. This 

represents 3.0% of sales (previous year 3.7%). Some smaller acquisitions were made during 

the year under review (CHF 18.6 million), whereas last year’s cash flow included a major 

acquisition (Alvarado) as well as some smaller ones, totaling to CHF 147.2 million.

As a result, the free cash flow figure of CHF 218.0 million was significantly above the 

previous year’s (CHF 95.7 million).

Cash flow from financing activities amounted to CHF -231.9 million (previous year CHF -65.8 

million). This includes dividend payments to company shareholders of CHF 43.7 million as 

well as to minority shareholders of CHF 39.7 million (in total CHF 83.4 million, previous year 

CHF 125.5 million).

The asset structure did not change significantly. As of 30 June 2021, total assets stand at 

CHF 1,869.8 million. Within current assets, cash and cash equivalents amount to CHF 169.1 

million, while inventories stand at CHF 450.6 million (24.1% of total assets; previous year 

24.6%); trade receivables increased to CHF 424.5 million (22.7% of total assets; previous year 

21.4%). Non-current assets consist mainly of property, plant, and equipment worth 

CHF 435.9 million (23.2% of total assets; previous year 24.5%).

Total liabilities come to CHF 1,604.9 million (85.8% of total assets; previous year 92.2%), of 

which CHF 320.3 million is accounted by the corporate bond due in October 2025. Current 

borrowings increased compared to last year because a corporate bond with a net value of 

CHF 340.0 million was reclassified from non-current liabilities to current liabilities due to its 

upcoming maturity in October 2021. Net financial debt decreased by CHF 158.9 million to 

CHF 508.8 million as of 30 June 2021 (previous year CHF 667.7 million). Financial leverage, 

which is net debt relative to EBITDA, is at 1.4x and has substantially decreased (30 June 

2020: 2.1x net debt/EBITDA). Furthermore, in the period under review dormakaba has 

secured a new five-year CHF 525 million syndicated credit facility with favorable and 

improved terms and conditions, which is a strong indicator of financial flexibility and 

stability. The loan agreement includes interest rate-relevant sustainability objectives, 

reinforcing dormakaba’s strategic goals and commitment to fulfil important ESG criteria.

The company’s equity stands at CHF 264.9 million as of 30 June 2021, which represents an 

equity ratio of 14.2% (previous year CHF 141.3 million or 7.8%).

Currency translation effects

The average euro exchange rate against the Swiss franc rose by 0.5% year-on-year from 

1.080 to 1.085. The average exchange rate of the US dollar decreased by 6.8% from 0.977 to 

0.910. Compared to previous years, most other major currencies depreciated against the 

Swiss franc, such as the Canadian dollar by 2.6%, the British pound by 0.5% and the Chinese 

renminbi by 1.1%. Currency translation had an overall negative impact of CHF 76.6 million on 

net sales and of CHF 11.1 million on EBITDA.

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dormakaba

Sales

EBITDA

EBITDA margin

Annual Report 2020/21

Financial performance

23

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dormakaba

Annual Report 2020/21

Financial performance

24

Dividend per share

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dormakaba

Annual Report 2020/21

Financial performance

25

Key figures

CHF million, 
except where indicated

Net sales

Change in sales

Of which translation exchange difference

Of which acquisition (disposal) impact

Of which organic sales growth

Operating profit before 
depreciation and amortization (EBITDA)

Operating profit (EBIT)

Profit before taxes

Net profit

Dividend per share (in CHF) 1)

Other key figures

Total assets

Net debt

Market capitalization

Average number of 
full-time equivalent employees

%

 –9.9 

 –3.7 

 0.7 

 –6.9 

 12.8 

 10.0 

 8.4 

 6.5 

Financial year ended 
30.06.2021

% 

Financial year ended 
30.06.2020

 –1.6   

 –3.0   

 0.1   

 1.3 

 14.1 

 11.0 

 10.0   

 7.7   

 2,499.7 

 –40.1 

 –76.6 

 3.6 

 32.9 

 353.1 

 274.3 

 249.6 

 193.3 

 12.5 

 1,869.8 

 508.8 

 2,628.4 

 14,989 

 2,539.8 

 –278.5 

 –104.3 

 19.0 

 –193.2 

 325.0 

 253.2 

 211.2 

 164.1 

 10.5 

 1,808.6 

 667.7  

 2,147.2  

 15,676  

1) Financial year ended 30.06.2021: proposal to the Annual General Meeting; distribution of an equal share from the reserves from capital contributions and 

from statutory retained earnings.

Third-party sales by segments

EBITDA contribution by segments (in % of total main segment EBITDA)

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

26

Fundamental information about 
dormakaba

dormakaba Holding AG is the ultimate parent company of dormakaba Group. dormakaba 

Group was formed by merging the two previously unaffiliated enterprises, Dorma and Kaba, 

on 1 September 2015. Since then dormakaba Holding AG owns 52.5% of dormakaba 

Holding GmbH + Co. KGaA, which as an intermediate holding company combines all 

operating entities of the Group and is fully consolidated in dormakaba Group’s consolidated 

financial statements, prepared by the parent company, dormakaba Holding AG, as at 

30 June 2021

1 ).

 Minority interests are shown separately as part of equity capital. 

dormakaba Holding AG has prepared its consolidated financial statements in Swiss francs 

(CHF) and in accordance with Swiss GAAP FER to the end of the financial year that runs 

from 1 July 2020 to 30 June 2021. Swiss GAAP FER is an internationally accepted accounting 

standard for small and medium-sized organizations and groups of organizations with a 

presence in Switzerland. dormakaba Holding AG is listed on the SIX Swiss Exchange and is 

headquartered in Rümlang (Zurich/Switzerland).

In addition to the provisions of Swiss GAAP FER, dormakaba Holding AG produces a Group 

Management Report that meets the requirements of the Schweizer Obligationenrecht (OR, 

Swiss Code of Obligations), particularly Art. 961c, and of the Deutsches Handelsgesetzbuch 

(HGB, German Commercial Code) § 315 HGB, and of Deutscher Rechnungslegungs 

Standard (DRS 20, German Accounting Standard).

1) Under § 290 of the Deutsches Handelsgesetzbuch (HGB, German Commercial Code), dormakaba 

Holding GmbH + Co KGaA is obliged to prepare consolidated financial statements, and under § 315 
HGB it is obliged to prepare a Group Management Report. However, under § 292 HGB dormakaba 
Holding GmbH + Co KGaA is exempt from these obligations if consolidated financial statements and 
a Group Management Report are produced and published at the level of the parent company in 
Switzerland. dormakaba Holding GmbH + Co KGaA’s single-company financial statements were 
produced in accordance with the relevant provisions of HGB.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

27

Business model

dormakaba Group (dormakaba) is one of the leading companies in the global security and 

access solutions market. With its comprehensive portfolio and strong brands, dormakaba 

offers its customers products, solutions, and services for access to places, buildings and 

rooms from a single source. The portfolio includes locking systems – from cylinders, keys, and 

locks right through to fully networked electronic access solutions as well as cloud-based 

solutions – but also physical access systems and automatic door systems, as well as a 

comprehensive range of door hinges, fittings, and door closers. The access solution business 

is complemented by products for time and enterprise data recording, high-security locks, 

horizontal and vertical sliding walls, and movable partitions. The business is also a market 

leader for key blanks, key cutting machines, and automotive solutions, such as transponder 

keys and programmers.

dormakaba is active in over 130 countries and has a presence in all relevant markets through 

production sites and/or distribution and service offices as well as through collaboration with 

local partners.

dormakaba has a long tradition of innovation and engineering skills. On the way to its 

strategic objective of innovation leadership within the industry, dormakaba anticipates and 

links customer requirements to technological trends and continuously develops state-of-the-

art solutions that create added value for customers and end users.

The company’s business is divided into five segments which are aligned to the implemented 

management structure. The four Access Solutions segments are based on geographical 

markets and offering. Segment Key & Wall Solutions is also based on offering but operating 

globally. A detailed description of the segments can be found in the 

notes to the 

consolidated financial statements

 for financial year 2020/21.

Goals and strategies

As a stock-listed company, dormakaba pursues the overall objective of increasing its 

enterprise value on a long-term basis, i.e. across industry cycles and economic ups and 

downs. In addition to creating shareholder value, the company’s strategy takes into account 

the interests of other stakeholder groups, too. Above all, this includes satisfied customers 

and partners, based on a successful positioning of the company’s products, solutions, and 

services in its target markets. dormakaba has distribution channels and production facilities 

in all of the industries’ key markets and will accelerate global expansion through a strong 

presence in Europe, the Americas, and Asia-Pacific.

dormakaba has a strong Pool Shareholder Group that will ensure its long-term-oriented 

strategy. Under the leadership of the new CEO, Sabrina Soussan, who started on 1 April 

2021, a strategy review process has been initiated. Details of the new strategy are expected 

to be communicated in the second quarter of the financial year 2021/22.

The current strategy is based on the following pillars:

• Providing a superior offering of products, along with services to meet the needs of 

customers and their installations along the entire life cycle;

• Expanded presence in existing markets, vertical extension of these markets, and 

expansion into new markets;

• Achieving enterprise excellence by improving processes and driving efficiency and 

competitiveness along the entire value chain;

• Leadership in innovation for superior customer value;

• Active management of the portfolio of business activities and disciplined pursuit of 

options for corporate transactions (acquisitions, divestments, joint ventures); and

• Efficient deployment of employees: having “the right people in the right roles”.

These strategic pillars are based on the two foundations of sustainability and enhancing the 

global brand power.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

28

Internal management system

dormakaba is led strategically by the Board of Directors (BoD) of dormakaba Holding AG. 

The duties and responsibilities of the BoD are defined by the Swiss Code of Obligations and 

the company’s 

Articles of Incorporation

 and Organizational Regulations. The BoD has 

delegated management of ongoing business to the Chief Executive Officer (CEO), 

supported by the Executive Committee (EC). Therefore, the CEO is responsible for overall 

management of dormakaba. The powers and functions of the EC are set out in the 

Organizational Regulations. Further details on the internal management system can be 

found in the 

Corporate Governance Report 2020/21

.

Compensation system for BoD and EC

The principles for compensating the BoD and EC are set out in the 

Articles of Incorporation

. 

The following regulations are particularly important:

• Basic principles of compensation for the BoD (Article 23);

• Basic principles of compensation for the EC (Article 24);

• Binding vote by the General Meeting (Article 22);

• Maximum additional amount of compensation for new EC members (Article 25);

• Loans (Article 28).

The Compensation Report, which provides further details on the compensation system and 

on compensation paid out in the financial year 2020/21, can be found 

here
.

Sustainability reporting

dormakaba has defined sustainability as a foundation of its business strategy. The company 

is committed to foster a sustainable development along the entire value chain in line with its 

economic, environmental, and social responsibilities toward current and future generations.

Detailed information on sustainability strategy, measures, and progress can be found in the 

dormakaba 

Sustainability Report 2020/21

, published in accordance with the Global 

Reporting Initiative Standards. dormakaba also publicly reports on sustainability-related 

matters on an annual basis in the dormakaba 

Modern Slavery Statement

, the 

Communication on Progress to the UN Global Compact, and in its submission to the Carbon 

Disclosure Project.

Research and development

The innovative strength of dormakaba and the development of new products, solutions, and 

services are key to the company's sustainable profitable growth, as exemplified by a 

continuous investment over time of 4–5% of sales in R&D. Research and development 

activities are coordinated across all segments. In financial year 2020/21, digitization 

continued to be an important driver in research and development work. The digitization of 

processes, products, solutions, and services creates opportunities for new business models 

and value streams.

In recent years, the product portfolio of dormakaba has increasingly embraced electronics, 

connectivity, and digital solutions. The continued investment in product innovation and 

digitization has positioned the company well to offer its customers attractive solutions for 

their demands emerging in this new environment. The pandemic has accelerated the 

adoption of seamless and touchless access solutions overall and specifically in attractive 

verticals such as healthcare and multi-housing.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

29

One such solution is 

Entrivo Occupancy Insights (OI)

 which is designed to help businesses 

and building operators manage the occupancy of spaces. Using discreet sensors at the room 

entrance, people traffic is calculated and assessed by the software. A display at the 

entrance shows the user whether the maximum number of people has been reached inside 

or whether access is possible. This avoids additional staffing, access bottlenecks, and 

queues. The secure, cloud-based Entrivo Engage application provides control over room 

occupancy settings, showing both real-time and time-course insights into door usage, 

occupancy, and compliance for individual rooms as well as for an enterprise-wide network. 

Occupancy bottlenecks or special events are reported via SMS or email notification. The 

software also enables the analysis of traffic routes to optimize access management and 

staff distribution.

More generally, dormakaba has been at the forefront of the digital transformation of the 

building technology industry, opening up new business models and value streams. An 

excellent example of this is 

EntriWorX

, which supports smart planning processes for 

buildings, simple installation of door solutions, and secure, smooth operations of these 

solutions. EntriWorX networks door technology components through simple plug & play 

instead of complex wiring and different transmission protocols, thus enabling door systems 

to be commissioned using a simple app. Once the building is in operation, the data from the 

connected door components can be processed in the customer’s existing management 

system or with dormakaba's own all-in-one customized solution for managing access, 

occupancy, energy supply, and maintenance. At the same time, the interfaces between the 

door components and the customer’s system can be reduced from up to four interfaces to 

one. Overall, EntriWorX creates significant productivity gains for the customers throughout 

the entire building life cycle; for example, the initial time for commissioning a complex door is 

reduced from several hours to less than 30 minutes. dormakaba launched the solution in the 

German market at the end of April 2021, with a phased, international market rollout planned 

in the coming year.

The products launched in the financial year 2020/21 included:

•

SafeRoute

: doors in emergency exits and escape routes represent an enormous 

challenge in terms of safety, as they have to fulfill conflicting requirements: protecting 

human life on the one hand, securing property on the other. The new escape route 

system SafeRoute ensures that planners, architects, and building operators can 

effortlessly harmonize the requirements of doors in emergency and escape routes.

•

HD8000

: new ANSI/BHMA A156.4 certified, heavy-duty door closer. Its robustness in 

combination with a wide range of arms and accessories makes it suitable for daily use 

in high-traffic environments.

• The

 "

Security and Health Check

" tool 

analyzes and assesses the security and up-to-

dateness of our access systems in terms of software, hardware (firmware), and 

badge technology. It also supports sales actions such as migrations, the introduction 

of new functions and technologies, and the conclusion of maintenance contracts 

(dormakaba care) by providing recommendations for action.

•

ST PRO Green

: while developing this new sliding door system, attention was paid to 

energy efficiency and resource conservation right from the selection of the materials 

used and throughout the entire production process. The profiles of the ST PRO Green 

series are thermally insulated and achieve a UD value (heat transfer coefficient) of up 

to 1.0 W/(m2-K) with triple glazing.

•

ES PROLINE

: with this new energy-efficient operator system for automatic sliding 

doors, most requirements of sliding doors can be implemented. The new system can 

move up to 400 kg and has been certified to have a longer life cycle of 1.5 million cycles 

and a low energy requirement. The electronic components used are state of the art. 

Thanks to the sensor technology integrated into the cover, there is no need to install a 

disturbing detector on the inside of the door. This product combined with our new 

sliding door generation ST PRO Green allows for significant savings in energy and 

heating costs of a building.

•

I6 Digital Door Lock:

  a smart digital lock with Bluetooth Low Energy (BLE) function 

developed predominantly for the Asian markets. I6 provides multiple unlocking 

methods: card, fingerprint, PIN, key, and mobile. The fingerprint-on-handle design 

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Fundamental information about dormakaba

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helps users open the door with one easy action. The BLE function allows users to share 

temporary passwords remotely.

•

Antiviral/Antimicrobial coating

: dormakaba now offers products with specialized 

antiviral/antimicrobial coating, paving the way for safer and more hygienic access 

across multiple products like lever handles, pull handles, panic devices, tripods, 

turnstiles and sensor barriers, hotel locks, and digital door locks. The coating from 

dormakaba has been certified for protection against coronavirus.

•

LAGARD 700 Series

: launched in October 2020, the 700 series offers a new LCD 

option with greater functionality and BLE capabilities. The harmonized keypad and 

lock bodies provide a more efficient experience to our distribution and OEM partners 

for ordering, inventory management and improving their ability to serve our end-user 

clients.

• A new and comprehensive solution for visitor management in multi-housing, giving the 

residents the power to manage visitor PIN codes and mobile keys with a significantly 

enhanced 

BlueSky app

 (available for iOS & Android), which works seamlessly with the 

Community access management system.

•

MUTO Comfort L 80 Pocket

: a sliding door system for housing the open door in a wall 

pocket. Wall areas adjacent to the passage area remain freely usable. In this sliding 

door variant, modified MUTO components allow for easy installation of the track 

elements for glass or timber doors with or without a glass side panel, even in a ceiling 

slot or a suspended ceiling.

•

Unocode F series

: an all-in-one solution for duplicating flat keys, automating the key 

feeding, engraving, cutting, and sorting. Designed for specialist locksmiths, our latest 

electronic key cutting machine under the brand Silca automates and simplifies the 

complete key duplication process to improve the speed and quality of service to their 

customers. Faster key duplication means significantly improved returns on each key 

sold.

dormakaba will continue to invest substantially in the development of new and existing 

products, platforms, solutions, and services, as well as in modernizing and optimizing its 

production facilities and systems, its processes, and its information technology systems. 

dormakaba will also allocate additional funds to digital transformation in the coming years 

and is convinced that these investments are vital to further shape the competitive position 

of the company and to develop new products and solutions to address market opportunities 

and trends.

Macroeconomic and sector-specific conditions

dormakaba operated in a difficult business environment in the financial year 2020/21, which 

was still impacted by the challenges posed by the Covid-19 pandemic. Restrictions such as 

government-mandated blanket lockdowns and closed borders continued to impact many 

countries and to disrupt to some extent international trade, with specific sectors such as 

travel and tourism facing considerably more harm. Nevertheless, the first half of the 

financial year 2020/21 was marked by an economic recovery in comparison to the second 

half of the previous financial year 2019/20, which was shaped by significant decline of the 

global economy.

This recovery was also reflected in GDP development, which grew by 8% in the first quarter 

of financial year 2020/21 in the G20 countries compared to the previous quarter (OECD, 

2020). After this noticeable rebound due to a weak previous quarter, the sequential recovery 

continued at a more linear pace in the following quarters. This resulted in GDP growth rates 

of only around 1.5% in the second and third quarter of financial year 2020/21 in the most 

important industrialized and emerging countries (OECD, 2020).

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Fundamental information about dormakaba

31

This recovery was also reflected in global trade. Its volume increased by 11.6% in the period 

from July to September 2020 compared to the previous quarter but was still more than 5% 

lower compared to the same period in the year before (WTO, 2020). A sustained sequential 

recovery was also visible in the following quarters. As a globally operating company, 

dormakaba benefited from this upturn. The companies’ financial performance improved 

sequentially in the first half of the 2020/21 financial year compared to the months before 

that were heavily affected by the pandemic. There were also geographical differences in this 

recovery. In the second half of the financial year 2020/21, there have been further 

improvements especially in terms of growth for most regions and countries. Yet in some 

countries like the USA, growth in the commercial construction business was still below the 

level of the previous year; this impacted dormakaba as it is mainly exposed to the 

commercial sector and therefore for example could not benefit from the significant growth 

rate for the US residential market.

Course of business and position at the end of the financial year

Detailed information on the business performance and the average number of full-time 

equivalent employees in the financial year 2020/21 can be found in the 

financial 

performance section

 of this Group Management Report and in the 

consolidated financial 

statements

 for financial year 2020/21.

Non-financial performance indicators

dormakaba continuously tracks non-financial performance indicators. These indicators have 

a strategic focus respective objective, however dormakaba is not being operated by them. 

The main non-financial performance indicators are the following:

Customers and products

The dormakaba brand stands for is high-quality products. Product quality and customer 

satisfaction are therefore crucial and must remain a focus at all stages along the entire 

value chain. Customer satisfaction is addressed through customer dialog as well as through 

local surveys. Customers usually consider the expanded offering from a single source as a 

benefit.

Human resources

Employees are crucial to the success of dormakaba. Therefore, the company strives to shape 

a work environment which enables professional growth and engagement. As part of this, 

dormakaba implemented a Group-wide employee engagement program called “dormakaba 

dialogue” in the financial year 2017/18. In February 2020, all dormakaba employees around 

the globe were invited to participate in the second round of the corresponding survey. In the 

financial year 2020/21, team leaders were asked to discuss the results in dedicated sessions 

to develop improvement actions with their teams.

In order to feel the pulse of the organization, get strategic feedbacks and get to know how 

the employees are feeling during the ongoing pandemic, a global dormakaba Pulse Check 

was conducted in April 2021. The high response rate of 70% shows that a vast majority of 

dormakaba employees used the opportunity to provide feedback.

dormakaba offers various trainings and development programs to continuously develop and 

engage its employees, for instance courses on sales skills, project management, intercultural 

awareness, or leadership. More information on human resources can be found in the 

dormakaba 

Sustainability Report 2020/21

.

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Fundamental information about dormakaba

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Compliance and human rights

When conducting its business, it is a matter of course for dormakaba to comply not only 

with applicable law and legal regulations at the local, national, and international level but 

also with internal company directives at all its locations. This applies to internal processes as 

well as to relations with external partners, including customers, authorities, and suppliers. To 

live up to its responsibilities in these areas, dormakaba has developed measures and 

processes to ensure its responsibilities are met and to prevent abuse. These measures and 

processes are continuously improved and developed further. The company sets binding rules 

in its Group-wide Code of Conduct which is available to employees on the Group Intranet in 

various languages and to external stakeholders on the 

dormakaba website

. Furthermore, 

the segments ensure that all dormakaba employees participate in the mandatory Code of 

Conduct trainings. The Code and additional directives form an important foundation for the 

sustained economic success of dormakaba all over the world.

dormakaba acknowledges its responsibility to respect human rights as outlined in the Code 

of Conduct and the Supplier Code of Conduct (see paragraph on supply chain below).

dormakaba published its 

Statement of Commitment on Human Rights

 in line with 

international standards including the UN Guiding Principles on Business and Human Rights. 

The commitment clarifies:

1. The relevant international human rights frameworks that the company subscribes to,

2. Salient human rights issues of dormakaba, and

3. The company’s Human Rights Due Diligence (HRDD) framework describing the 

appropriate policies and processes to implement its human rights commitment.

Based on the human rights-related risks and impacts identified, dormakaba will continue to 

develop prevention and mitigation measures integrated into company operations, training 

programs, policies, and management systems. Human rights-related risks identification and 

mitigation are a central part of supplier due diligence as well. This will be achieved through 

the implementation of a human rights roadmap approved by the EC in the context of the 

HRDD process development.

In the financial year 2020/21, dormakaba completed a Human Rights Impact Assessment in 

its operations in Singapore and Malaysia. A key focus has also been to further assess the 

salient issues of conflict and child labor through a supply chain traceability project in 

collaboration with a Swiss university. In addition, Responsible Labor and Zero Recruitment 

Fees policies have been developed. Further information on human rights can be found in the 

Sustainability Report 2020/21

.

Environment

dormakaba uses resources in the manufacture of its products and generates waste and 

emissions. Environmental issues are therefore a key aspect of sustainability and are relevant 

along the entire value chain. A detailed overview of the company’s sustainability work and 

the most important benchmarks, including greenhouse gas emissions, energy consumption, 

water consumption, and waste management can be found in the 

Sustainability Report 

2020/21
.

Supply chain

dormakaba pursues a comprehensive and consistent procurement policy. Based on a 

detailed analysis of all expenditures, goods and services are grouped into material categories 

according to their characteristics. By means of this analysis, all products and quantities as 

well as the complete supplier portfolio are identified and then classified into either global, 

regional, or local material groups.

The process to approve a supplier is in accordance with DIN and ISO requirements, as are 

the supplier evaluation and assessment processes.

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Fundamental information about dormakaba

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dormakaba carries out on-site quality audits via a standard audit questionnaire to examine 

suppliers’ quality management. Suppliers are selected for audits based on a risk assessment 

process that takes into account the potential risk from specific locations, products, and 

performance. This risk assessment results in a score ranking, indicating the frequency of 

auditing required for the relevant supplier.

In addition, the dormakaba 

Supplier Code of Conduct

 outlines minimum requirements with 

regards to human rights, fair working conditions, environmental responsibility, and business 

ethics, among others. To ensure our suppliers contribute to social and environmental well-

being, dormakaba focuses on three areas: identifying supply chain risks; supplier off-site 

sustainability assessments; and setting improvement plans. The risk assessment is based on 

risk indicators for materials compliance and geography for: (1) Energy and Emissions; (2) 

Effluents and Waste; (3) Occupational Health and Safety; (4) Materials; (5) Training and 

Education; (6) Freedom of Association; and (7) Human Rights. Around 2,200 suppliers are 

included in the risk group. Thus far, we have assessed the sustainability performance of 

approximately 10% of these suppliers. Improvement plans have been allocated to 45 of 

these suppliers. In order to continuously improve the assessment rate of the entire risk 

group, allocations for inviting 500 suppliers per year to participate have been made through 

to the financial year 2026/27.

Further information can be found in the 

chapter supplier social and environmental 

assessment

 of the Sustainability Report 2020/21.

Opportunity and risk report

Opportunities
Opportunities arising from market position and synergy effects

dormakaba is one of the global leaders in the fragmented market for security and access 

solutions, and offers its customers high-quality products, solutions, and services for access 

to places, buildings, and rooms from a single source. dormakaba is expanding its competitive 

position based on its expanded complementary product portfolios, combined geographical 

presence, and optimized value chains.

Opportunities arising from the “dormakaba” brand

The brands Dorma and Kaba are being continued under “dormakaba” following the merger. 

Both brands and their sub-brands are well known in the relevant customer groups as 

representing high-quality, innovative products and inspire great brand loyalty. By combining 

the two brands to one master brand for Access Solutions, opportunities are being created by 

complementary strengths through the cross-selling potential.

Opportunities arising from industry consolidation

Opportunities also arise from the ongoing and anticipated consolidation of the industry 

dormakaba operates in. Despite the consolidation that has already occurred, the market for 

security and access solutions remains highly fragmented. The three biggest companies in the 

industry together account for only about one third of market share. dormakaba wants to 

further strengthen its market position and thus intends to continue to play an active role in 

industry consolidation.

Opportunities through innovation

The market for security and access solutions is in transformation. Megatrends such as the 

rising need for security, urbanization, demographic change, technology, and increasing 

prosperity in emerging economies are driving the demand but also require new technological 

approaches. dormakaba intends to continue to invest significantly in innovation and product 

development, to exploit the growth opportunities brought by these megatrends, and to 

achieve its desired innovation leadership (see also the statements on Research and 

Development above).

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Fundamental information about dormakaba

34

Risk policy, risk management, and risks at dormakaba
Risk policy

dormakaba manages a globally active business. All its business activities are conducted with 

the aim of securing economic success. However, these activities can also bring about risks. 

The overriding goal of the risk policy of dormakaba is to secure the future development of 

the Group, to achieve sustainable profitable growth, and thus to increase enterprise value. In 

the course of its business activities, dormakaba is exposed to the general risks inherent in 

any entrepreneurial operation, and these may impede or prevent the achievement of its 

goals. In this context, opportunities to be utilized to meet or exceed planned targets are 

analyzed to identify and assess the risks they bring about. In the course of business, these 

risks are monitored and managed carefully, and their mitigation plans are continuously 

adapted to changes.

dormakaba always takes strategic and operational decisions on the basis of a systematic 

analysis and evaluation of the opportunities and risks relating to its assets, financial position, 

and earnings. It avoids risks that are assessed to be incalculable, unreasonably high, or 

existential.

Opportunities, as understood in the Group’s opportunity and risk policy, are chances to use 

events, developments, or active operations to achieve or exceed planned quantitative and 

qualitative objectives. Risks, as understood in the risk policy of dormakaba, are all those 

internal and external events and developments that could have a negative effect on the 

Group’s planned economic success. In addition to direct, quantitatively measurable risks, 

qualitative risks, such as reputational risks, are also taken into account.

Risk management

The overriding aim of dormakaba is to sustainably increase its enterprise value (see also 

chapter Goals and Strategies above). Active risk management supports the company’s 

management in achieving this goal.

Opportunities and risks should be identified at an early stage and actively controlled. To do 

this, dormakaba has implemented a comprehensive risk management system.

a) Internal Control System based on Group accounting

In line with the Swiss Code of Obligations, dormakaba has implemented an Internal Control 

System (ICS) based on the consolidated (Group) accounting (in the following section 

“accounting”). The ICS ensures that business activities are correctly recorded, analyzed, 

evaluated, and transmitted to the external accounts.

The essential characteristics of the ICS with respect to accounting are:

• A clear organizational, business, controlling, and monitoring structure;

• Computer systems used for accounting are protected against unauthorized access;

• Internal regulations about the specific requirements are developed, implemented, and 

communicated;

• The departments and persons involved in accounting meet the requirements in terms 

of quantity and expertise;

• The ICS, as it relates to accounting, and the internal reporting systems ensure and 

continuously check the correctness and completeness of data in the accounting 

system; the Internal Audit department regularly conducts spot checks of the 

implemented processes and controls;

• The four-eyes principle has to be applied to all processes relevant to accounting, and 

the separation of functions has to be respected, both to the extent organizationally 

possible, which is subject to special audits;

• The BoD regularly deals with the main topics relevant to accounting, risk 

management, Internal Audit, the external audit mandate, and external audit priorities.

In addition, statutory and specific internal corporate guidelines and directives are used to 

ensure that accounting is consistent and proper. The application of clear and consistent 

accounting rules and a uniform consolidation software tool ensures consistent accounting 

throughout the Group in line with legal and statutory requirements as well as the chosen 

accounting framework Swiss GAAP FER.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

35

Further information can be found in the 

Corporate Governance Report 2020/21

.

b) Risk management system

Risk management is integrated into the regular business and decision-making processes, 

codified in internal rules and regulations, and made binding to all Group companies. It 

includes an impact-focused assessment of risks, implementation of appropriate risk 

mitigation measures, regular review of identified risks and measures, and transparent 

reporting of the risk situation. Responsibility for the definition and monitoring of risk 

management (“risk governance”) lies with the BoD, while the Audit Committee monitors 

implementation. Responsibility for implementing and applying the risk management system 

rests with the EC and with line managers throughout the internal hierarchy.

The company’s risk management system distinguishes between operational and strategic 

risks:

• Operational risks are future events that could hurt the efficiency or effectiveness of 

business processes, or that could compromise compliance with regulations or 

reporting requirements in day-to-day business. Responsibility for identifying and 

controlling these risks lies with segment heads.

• Strategic risks are future events that may compromise the long-term development of 

dormakaba and prevent it from reaching its strategic objectives. Reports about 

strategic risks from the segments and Group functions are consolidated at Group level 

into risk maps that show likelihood of occurrence and potential amount of damage, 

with both dimensions divided into four evaluation categories. Strategic risks are 

discussed within the medium-term planning process and consolidated by the EC into a 

“Group Risk Assessment” that is presented for approval to the BoD through its Audit 

Committee. The EC reviews the risk situation every half year. Additionally, the risk 

situation is scheduled for discussion and review during the segments’ Monthly 

Performance Review meetings every quarter.

The Group Internal Audit function is responsible for internal audits at dormakaba. Internal 

Audit reports directly to the Audit Committee, though in functional terms it reports to the 

CFO. All audits performed in financial year 2020/21 were in line with the (yearly) audit plan 

and approved by the Audit Committee.

Risks faced by dormakaba

a) Risks arising from business transactions

The planned growth strategy is also implemented by means of acquisitions. This creates 

risks in the evaluation, transaction, and integration of the corresponding entities and assets. 

To minimize these risks, dormakaba manages the acquisition projects rigorously through 

standardized PMI processes, using well-trained specialist employees and professional 

support from outside the Group.

b) Opportunities and risks arising from the business model

In recent years, dormakaba has continued to extend its product portfolio on electronic and 

cloud-based solutions. Its products are very frequently used in security-relevant applications 

such as access control systems; increasingly often these are connected. dormakaba is 

therefore more exposed to the risk that hackers will gain unauthorized access to sites and 

premises protected by dormakaba products, causing damage to the Group’s reputation and 

possibly exposing dormakaba to liability claims. dormakaba counters the increasing 

significance of such hacking scenarios during the product development process by using the 

latest methods to identify points that could be attacked, and then closing these known 

vulnerabilities in the hardware and software with upgrades before new products are 

launched on the market. Equally important, existing products (mechanical, electronic, and 

cloud-based) are subject to continuous testing to keep them robust against new threats. 

dormakaba has taken out product liability insurance to be protected against these hacking 

threats to an extent that is economically reasonable.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

36

Digital transformation is progressing rapidly, and it is essential to the success of dormakaba 

that it keeps pace with this development. This applies to the Group’s products and their 

connectivity, but also to operational processes. Sudden, disruptive developments are not 

rare these days, and there is a risk that existing competitors or new entrants to the markets 

of dormakaba could use such disruptive leaps to create significant advantages for 

themselves. The company’s innovation management team systematically monitors and 

analyzes the relevant technologies. As part of medium-term planning, targeted analysis of 

information relating to the state of the market and the competition is conducted to ensure 

that local peculiarities are also taken into consideration. For dormakaba, as a manufacturer 

and supplier of high-quality access products and solutions in the premium market segment, 

the growing pressure on prices in relevant markets and specific product areas also 

represents a risk. It counters this risk through the targeted development of new products 

that offer customers a broader range of solutions and services, and thus help to secure the 

Group’s market position. This strategy is complemented by elaborate strategic pricing 

efforts.

A significant risk in product manufacturing is the possibility of a lengthy interruption to 

operations at one or several of the Group’s worldwide production sites, for example because 

of fire or cyberattacks. Supplier failure and poor-quality raw materials and components also 

constitute a risk. Alongside the essential insurance protection, a central goal of the loss 

prevention programs in place at all manufacturing sites is to minimize these risks. Through 

these programs, the measures in place to prevent fire are regularly updated, formulated, 

and implemented. This is a recurring process that includes regular site visits and systematic 

risk grading analyses, conducted by the company’s global insurance provider who also 

organizes feedback loops and supports in improvement projects. To counter the increasing 

risk of cyberattacks, dormakaba established an information security organization that is 

capable of assessing cyber threats and orchestrating adequate mitigation projects to 

protect vital assets.

Manufacturing processes create the risk of air and water pollution. To minimize this risk, 

dormakaba invests continuously in environmental protection measures. dormakaba has ISO 

14001 certification for 43% of its manufacturing sites worldwide.

As a globally active company, dormakaba is exposed to risks created by the political 

situation in individual countries and regions, and also to risks resulting from trade conflicts 

between countries or country groups. Both risk drivers can rarely be influenced. dormakaba 

carefully monitors such situations and tries to implement prompt and appropriate risk 

control measures. Its top priority is always to protect its own employees.

In early 2020, these political tensions and the overall economic development started to be 

impacted by the Covid-19 pandemic. The pandemic and the regulatory consequences 

implemented by most governments worldwide resulted in an unprecedented slump in 

business activity in many countries dormakaba is doing business in. This effect is visible in the 

company’s revenues and profitability, and it can be expected to impact revenues and 

profitability further into the future. dormakaba reacted by implementing state-of-the-art 

crisis management processes both to ensure the health and safety of employees and to 

minimize the impact on business operations and supply chains, and thus on customers, while 

at the same time placing a strong focus on its cash situation and financial stability. 

Additionally, scenario planning methods are used to identify organizational and geographic 

units that provide opportunities for cost reduction measures. The scenarios are also used to 

find opportunities to introduce new products or fine-tune the business approach to specific 

markets. In this context, dormakaba is keeping a close watch on its supply chains to make 

sure that imminent disruptions caused by non-performing vendors or regulatory hindrances 

are noticed at an early stage and an adequate reaction can be initialized. Monitoring and re-

evaluation of the current situation is institutionalized and repeated at a quick pace to keep 

up with geopolitical and economic developments. The target is to be and remain capable of 

reacting quickly and adequately to changes that might occur.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

37

c) Personnel risks

Committed employees and managers are pivotal to the sustainable business success of 

dormakaba and to the implementation of its strategy. The most common personnel risks 

evaluated by the Group are those relating to succession planning, fluctuation, and 

competences. There is a risk that vacant positions cannot be filled properly, and that 

competent employees could be lost. In the wake of various personnel initiatives, and with the 

aim of fostering long-term employee retention, these risks are addressed throughout the 

Group with the help of an extensive employer branding initiative, employee surveys, talent 

and succession management, and through individual, targeted employee development.

Since the beginning of the Covid-19 pandemic, large focus was put on defining guidelines 

and specific measures such as strengthened safety precautions in the production 

environment as well as for sales staff and service technicians. Further guidelines include 

working from home for a longer period of time for office workers or travel restrictions. 

Another integral part was and still is providing employees with informational material on 

safety precautions and safe behavior to avoid the spread of the virus as well as continuously 

communicating updates to related measures, stay-at-home policies or lockdowns set by 

local governments.

Many industries face serious skill shortages, which also affect a technology-driven company 

like dormakaba. To mitigate possible talent shortages, dormakaba is increasing its efforts to 

find suitable candidates supported by its global employer branding initiative which is 

regularly adapted and tailored to the needs of the organization. This also includes career 

path models for certain functions such as product development and IT, as well as remote 

working models.

d) IT risks

The main business processes and customer solutions of dormakaba are supported by IT 

systems. The failure of these systems and the permanent loss of data through operating or 

program error, or as a result of increasingly prevalent external influences (e.g. cybercrime) 

represent a risk. To limit the risk of critical systems and infrastructure failing including 

operational technology (OT) in manufacturing, the company’s IT strategy is to use state-of-

the-art protection standards. These are for example email address validation, client security 

protection and monitoring, identity and access control management, network security 

management, network and infrastructure management (e.g. 24x7 monitoring, high-level 

firewall protection tools, redundant network connections), special OT cybersecurity 

measures, and IT continuity operating plans as provision of redundant data and systems. 

dormakaba is using advanced threat protection solutions and operates a security operations 

center to further mitigate cyber security risks. A global information security management 

system (ISMS) according to ISO 27001 is in place. Cybersecurity risk awareness trainings (e-

Learnings, behavior trainings concerning phishing malware) are globally mandatory for each 

employee with access to corporate IT systems. Additionally, dormakaba has taken out 

insurance to be protected against cyber threats to an extent that is economically 

reasonable.

Successful and timely execution of the global IT strategy (standardization of applications 

and infrastructure) is vital for the company’s future success. Failure could result in delay of 

integration projects and underperformance of important business or Group-wide processes, 

including financial damage. dormakaba manages such risks by an IT governance model, 

which involves all relevant stakeholders including operational business.

e) Legal and tax risks

As a globally active group of companies, dormakaba is exposed to the risk of legal disputes. 

These legal disputes can concern e.g. product liability claims as well as potential competition 

and antitrust law and trademark or patent rights infringements. Risks are managed with 

the aid of Group-wide standards, trainings, and controls. The internal Legal department 

and/or external lawyers are brought in for legal matters associated with specific risks.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

38

International business activities can also give rise to tax risks. As tax law is in the 

responsibility of each jurisdiction, external tax assessments might not be aligned and might 

lead to double taxation. To identify and manage such tax risks, dormakaba sets directives 

and manuals based on a defined tax policy. The responsibility for the tax policy rests with the 

BoD. For intra-Group transactions dormakaba follows the dealing at arm’s length principle 

of the OECD (Organization for Economic Cooperation and Development). This leads to tax 

payments where the economic value is created. dormakaba publishes the amount of taxes 

paid in a yearly CbCR (Country-by-Country Report). Transactions may further be subject to 

export control regulations. Compliance is managed through Group-wide standards, including 

directives and employee trainings. The internal Tax department works closely together with 

the local internal finance and legal organization and consults external advisors in case of 

need.

f) Compliance risks

Compliance risks arise as a result of a business model involving worldwide production and 

sales units, a growth strategy, and increasingly internationalized procurement. Risks also 

result from the wide variety of distribution channels, from participation in tendering 

processes, from the use of products in public spaces and private buildings, from the wide 

and international supplier base, and from active work within trade associations. Significant 

compliance risks include bribery and corruption, infringements of antitrust and competition 

law, fraud, preferential treatment of business partners from personal motives, violation of 

intellectual property protection rights, and shortages or improper installation of products. 

These risks can result in financial, liability, and reputational damage.

It is Group Compliance’s mission to support the dormakaba organization and every 

dormakaba employee to take appropriate decisions consistent with applicable laws and 

corporate regulations and to act with integrity.

This mission is based on the following strategic goals:

• Enable employees to work in accordance with legal requirements as well as 

dormakaba´s company values, its Code of Conduct and other internal rules and 

regulations.

• Support the BoD and EC to ensure that all provisions of the law and dormakaba’s 

rules and regulations are complied with. The objective is to achieve compliance by all 

Group entities.

• Reduce undue risks for dormakaba, its employees and management.

• Implement and operate a Compliance Management System (CMS) which meets the 

most stringent certification demands according to best practice standards.

That is why prevention is the priority: the implemented system is intended to avoid 

infringements, and employees are properly trained and advised.

On 1 July 2016, a new 

Code of Conduct

 was introduced. The subsequent mandatory Code of 

Conduct trainings were successfully completed for all dormakaba employees. Procedures are 

in place to ensure that new employees sign the dormakaba Code of Conduct and are 

trained. In addition, dormakaba placed emphasis on antitrust trainings for a defined target 

group of employees who are particularly exposed (Senior Management, Sales, etc.). A full set 

of internal rules and regulations on Group Directive level covering the main activities of 

dormakaba is available and regularly updated. The implemented compliance mechanisms 

are adjusted to changing circumstances where necessary.

g) Financial risks

dormakaba is exposed to various financial risks on account of its international activities. As 

well as the risk of default on claims, e.g. trade receivables, liquidity and credit risks, these 

include market price risks in particular (interest rate, currency, and other price risks).

Further details on dormakaba’s financial risk exposure and its risk avoidance and mitigation 

measures can be found in the 

consolidated financial statements

 for financial year 2020/21.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

39

Since 1 April 2014, the “European Market Infrastructure Regulation” (EMIR), the EU initiative 

to regulate OTC trade in derivatives, has imposed an audit duty. During the annual audit 

under § 20 para. 1 of the German Securities Trading Act for the audit period from 1 July 

2019 to 30 June 2020, it was confirmed that dormakaba has an overall and in all respects 

appropriate and effective system for ensuring compliance with the statutory requirements.

Since 1 January 2016, Switzerland regulates the OTC trade in derivatives with the 

Finanzmarktinfrastrukturgesetz (FinfraG). All Swiss-based Group companies classify as 

“NFC“ (small non-financial counterparties) and have signed agreements with their banks 

regarding the delegation of reporting duties.

The funding for dormakaba Group companies is managed centrally. A five-year syndicated 

sustainability-linked credit facility, agreed for dormakaba during financial year 2020/21 with 

a consortium of banks, amounts to CHF 525 million with options to extend by another two 

years and to increase the facility by CHF 200 million. There are also agreements in place 

with various regional banks for bilateral credit facilities. dormakaba thus has sufficient 

liquidity reserves to ensure that even unexpected events do not have a significant effect on 

its liquidity position.

h) Other risks

The company’s business model could also give rise to other risks not mentioned so far. These 

could be, for instance, liability risks resulting from local laws that are not known at Group 

level. dormakaba counters these risks by keeping the quality of its products and services 

consistently high, by engaging legal experts when the risk of a legal dispute is identified, and 

by taking out appropriate insurance cover.

Assessment of overall risk and opportunity situation

In conclusion, the company’s opportunity and risk situation can be rated as moderate.

Existing risks are identified, continuously monitored through the risk management system, 

and hedged where necessary using appropriate countermeasures.

With the strong brand, the broad existing portfolio, the wide market presence, and with the 

existing innovation structure and approach, the prospects of further profitable growth for 

dormakaba remain promising.

Apart from the ramifications of a possible worsening of the Covid-19 situation, there is no 

expectation of a significant change in the risk situation, compared with the previous 

financial year. There is no sign of any risks that would endanger the continued existence of 

dormakaba. Currently no risk has been identified that could significantly affect the assets, 

financial position, or earnings of dormakaba, neither there is evidence of any liquidity risk. A 

material deterioration in the future assets, financial position and earnings is not expected 

given the current risk situation.

Future prospects (forward-looking report)

After the Covid-19 pandemic negatively impacted the global economy in the calendar year 

2020, most countries started to recover during the first half of 2021, and there are signs of a 

continued economic recovery for the second half of 2021 and 2022. Macroeconomic data 

indicate that the global economy measured by GDP will grow by about 6.0% in 2021 and by 

about 4.4% in 2022 (IMF World Economic Outlook, April 2021). At the same time, however, 

the speed of growth is forecast to vary greatly by country and region. For example, while 

China has already reached its pre-Covid level end of 2020, the United States and further 

Western countries will potentially reach their pre-Covid level of economic strength as early 

as 2021 or 2022. Furthermore, many emerging and developing countries, which were or are 

heavily impacted by the pandemic, will not achieve the corresponding economic level through 

their recovery until 2023 (IMF World Economic Outlook, April 2021). Nevertheless, the 

forecasts are to a large extent influenced by further developments of the pandemic, such as 

the need for further lockdown measures due to proliferating mutations of the Corona virus.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

40

Furthermore, risks have emerged due to the measures taken while combating the economic 

consequences of the pandemic. First, many countries had to incur enormous financial debt 

to support their domestic economies. This potentially poses a threat to the stability of the 

global financial system. In addition, increased inflation is expected by the central banks, 

although it is unclear what the impact on the economy will be. A third risk arises from 

continuing geopolitical tensions between the United States and China, which potentially 

pose a threat to global trade and supply chains. On top, scarcity of supply of semiconductors 

and further electronic components could also have a negative impact on dormakaba's 

business in the financial year 2021/22.

As a globally operating company, dormakaba will continue to be exposed to a wide range of 

risks in the individual regions. For this reason, the company also publishes details on the 

development of the individual regional segments in addition to the information about the 

business performance of the Group. However, dormakaba believes that its business and 

regional profile puts it in a good position to respond flexibly to regional changes. Since the 

merger to form dormakaba in September 2015, the company’s risk profile has improved 

significantly; dormakaba has gained scale, while remaining financially flexible and noticeably 

diversifying its product portfolio and global presence. This enables the company to continue 

to execute its strategy consistently even during the current pandemic and thus to create a 

solid basis for its competitiveness and sustainable profitable growth in the post-pandemic 

period. 

dormakaba has reacted quickly and decisively to the challenges of the pandemic in the 

financial years 2019/20 and 2020/21. While many of its end-user markets have recovered 

during the financial year 2020/21, the pandemic is still a setback for some of dormakaba’s 

verticals like hospitality and airports. However, this does not invalidate the five megatrends 

that continue to shape our industry in the longer term:

• Prosperity will increase globally, especially in growth markets with growing middle 

classes, and this will fuel the desire for additional protection (growth driver: increasing 

prosperity);

• At the same time, the average life expectancy is rising steadily, which means that 

institutions and private homes increasingly need barrier-free solutions that allow 

senior citizens to move easily from room to room (growth driver: demographic 

change);

• Then, urbanization is creating more conurbations and more cities with over a million 

inhabitants, requiring ever more complex infrastructure solutions (growth driver: 

urbanization);

• There is an increasing need that buildings and land must be secured, while flow of 

people must be managed in ways that ensure optimum efficiency and convenience 

(growth driver: need for security);

• Finally, technology influences practically every aspect of the access and security 

market, from digitization to distribution channels to the networking of products in the 

“Internet of Things” (growth driver: technology).

All these factors are contributing to a growing demand for smart, seamless, and secure 

access solutions. With its comprehensive solutions and services offering and global presence, 

dormakaba is playing a significant role in these markets.

In addition to these five megatrends, dormakaba is well positioned to address demand 

emerging from the pandemic. The company expects access and credentialing policies across 

all vertical end markets to be strengthened, with emphasis on adaptability, versatility, and 

health. As such, dormakaba believes it is well equipped with key products and interoperable 

solutions to realize the growth potential, for example in the area of seamless and touchless 

access solutions. dormakaba is also willing to consider investments in the ongoing 

consolidation of the industry, which is likely to accelerate.

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dormakaba

Annual Report 2020/21

Fundamental information about dormakaba

41

At the present time, it is not yet possible to estimate how lasting the changes resulting from 

the pandemic will be, particularly in heavily affected verticals like hospitality and airports. In 

the case of hospitality in particular, the effects will only become apparent in the long term 

and will have an impact on dormakaba's business environment if, for example, travel figures 

settle at a lower level in the medium and long term. The commercial construction activity for 

office space could also face a changing environment due to the pandemic, e.g. if people tend 

to work more from home, this could impact new office construction. However, at the same 

time, higher demand for upgrading office space is expected, which includes increasing 

requests for touchless and seamless access solutions; further, dormakaba also expects 

existing office space to be used differently going forward (shared offices, new workplace 

models).

The coming months may well see a high level of uncertainty and volatility including continued 

negative effects associated with Covid-19. This may include selective regional restrictions 

and lockdowns, increasing shipping costs, shortages of electronic components, and raw 

material price inflation. Further factors may be geopolitical such as trade conflicts.

As part of its financial reporting going forward, the company has decided to introduce an 

adjusted EBITDA margin which reflects the underlying financial performance before 

exceptional items affecting the comparability.

The company is currently expecting moderate organic sales growth for financial year 

2021/22 as well as a slight year-on-year increase in the adjusted EBITDA margin (adjusted 

EBITDA margin for financial year 2020/21: 14.2%).

Capital structure

Detailed information on dormakaba Holding AG’s capital structure can be found in the 

Corporate Governance Report 2020/21

.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

42

 
dormakaba

Annual Report 2020/21

Consolidated financial statements

43

 
dormakaba

Annual Report 2020/21

Consolidated financial statements

44

Consolidated income statement

CHF million, 
except share amounts

Financial year 
ended 30.06.2021

Note 

Financial year 
ended 30.06.2020

%

%

Net sales

Cost of goods sold

Gross margin

Other operating income, net

Sales and marketing

General administration

1.2 

2,499.7 

100.0 

2,539.8 

100.0

–1,455.9 

–58.2 

–1,497.0 

–58.9

1,043.8 

17.0 

41.8 

0.7 

1,042.8 

11.3 

41.1

0.4

–404.7 

–16.2 

–428.7 

–16.9

–272.3 

–10.9 

–269.7 

–10.6

Research and development

–109.5 

–4.4 

–102.5 

Operating profit (EBIT)

Result from associates

Financial expenses

Financial income

Profit before taxes

Income taxes

Net profit

Net profit attributable to minority 
interests

Net profit attributable to the owners 
of the parent

Basic earnings per share in CHF

Diluted earnings per share in CHF

Operating profit before depreciation 
and amortization (EBITDA)

4.2 

1.4 

1.4 

1.5 

3.3 

3.3 

1.1 

–4.0

10.0

0.0

–1.7

0.1

8.4

–1.9

6.5

11.0

0.0 

–1.1 

0.1 

10.0

–2.3 

7.7

274.3 

0.1 

–26.7 

1.9 

249.6 

–56.3 

193.3 

92.5 

 100.8 

24.2 

24.1 

253.2 

–0.2 

–43.2 

1.4 

211.2 

–47.1 

164.1 

79.5 

84.6 

20.4 

20.3 

353.1 

14.1

325.0 

12.8

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dormakaba

Annual Report 2020/21

Consolidated financial statements

45

Consolidated balance sheet

Assets

CHF million

Current assets

Cash and cash equivalents

Trade receivables

Inventories

Current income tax assets

Other current assets

Total current assets

Non-current assets

Property, plant, and equipment

Intangible assets

Investments in associates

Non-current financial assets

Deferred income tax assets

Total non-current assets 

Total assets

Liabilities and equity

CHF million

Current liabilities

Current borrowings

Trade payables

Current income tax liabilities

Accrued and other current liabilities

Provisions

Total current liabilities

Non-current liabilities

Accrued pension costs and benefits

Deferred income tax liabilities

Non-current liabilities

Total non-current liabilities

Total liabilities

Equity

Share capital

Additional paid-in capital

Retained earnings

Goodwill offset in equity

Treasury shares

Translation exchange differences

Total equity owners of the parent

Minority interests

Total equity 

Financial year 
ended 30.06.2021

Note 

Financial year 
ended 30.06.2020

%

%

2.1 

2.2 

2.6 

2.3 

2.3 

4.2 

2.6 

1.5 

169.1

424.5

450.6

36.2

65.7

9.0 

22.7 

24.1 

2.0 

3.5 

156.8

388.1

445.0

33.9

60.4

8.7

21.4

24.6

1.9

3.3

1,146.1

61.3 

1,084.2

59.9

435.9

23.2 

441.8

24.5

90.8

5.4

38.8

152.8

723.7

4.9 

0.3 

2.1 

8.2 

38.7 

83.7

3.3

35.9

159.7

724.4

4.6

0.2

2.0

8.8

40.1

1,869.8

100.0 

1,808.6

100.0

Financial year 
ended 30.06.2021

Note 

Financial year 
ended 30.06.2020

%

%

353.5

169.1

46.2

364.2

26.7

959.7

294.6

26.2

324.4

645.2

18.9

9.0

2.5

19.5

1.4

51.3

15.8

1.4

17.3

34.5

139.9

129.0

44.5

312.6

43.9

7.7

7.1

2.5

17.3

2.4

669.9

37.0

288.4

24.4

684.6

997.4

1,604.9

85.8

1,667.3

0.4

811.3

1,318.7

0.0

43.4

70.5

0.4

811.3

1,261.4

3.1 

2.6 

2.4 

2.5 

1.5 

3.1 

3.2 

3.4 

3.2 

3.5 

3.4

16.0

1.3

37.9

55.2

92.2

0.0

44.9

69.7

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–101.1

–1,881.3

–104.1

–23.0

–9.3

207.5

57.4

264.9

–1.2

–0.5

11.1

3.1

14.2

–31.4

–22.3

138.1

3.2

141.3

–1.7

–1.2

7.6

0.2

7.8

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1,869.8

100.0

1,808.6

100.0

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dormakaba

Annual Report 2020/21

Consolidated financial statements

46

Consolidated cash flow statement

CHF million

Net profit

Depreciation and amortization

Income tax expenses

Interest expenses

Interest income

(Gain) Loss on disposal of fixed assets, net

Adjustment for non-cash items

Change in trade receivables

Change in inventories

Change in other current assets

Change in trade payables

Change in accrued pension cost

Change in accrued and other current liabilities

Cash generated from operations

Income taxes paid

Interest paid

Interest received

Net cash from operating activities

Cash flows from investing activities

Additions of property, plant, and equipment

Proceeds from sale of property, plant, and equipment

Additions of intangible assets

Change in non-current financial assets

Acquisition of subsidiaries, net of cash acquired

Sale of subsidiaries, net of cash sold

Acquisition of associates and joint ventures

Net cash used in investing activities

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

2.3

1.5 

1.4 

1.4 

2.3 

2.3 

2.3 

4.3 

4.3 

4.2 

193.3 

78.8 

56.3 

19.5 

–0.9 

–0.6 

6.9 

–29.0 

–1.1 

–0.3 

36.2 

–0.4 

25.8 

384.5 

–52.1 

–19.9 

1.0 

313.5 

–46.6 

2.9 

–29.5 

–0.8 

–18.6 

–0.9 

–2.0 

–95.5 

164.1

71.8

47.1

36.7

–1.2

–2.8

9.6

94.7

–5.6

–2.9

0.1

3.7

–7.4

407.9

–44.7

–36.3

1.2

328.1

–59.6

8.8

–35.3

0.9

–147.2

0.0

0.0

–232.4

Free cash flow

5.1

218.0 

95.7

3.1 

3.1 

3.1 

3.3 

Cash flows from financing activities

Buyback of own bond

Other proceeds from (repayment of) current 
borrowings, net

Proceeds from (repayment of) non-current borrowings, 
net

Change in other non-current liabilities

Dividends paid to company’s shareholders

Dividends paid to minority shareholders

Net cash flows from financing activities

Translation exchange differences

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Net increase (decrease) in cash and cash equivalents

–20.0 

–128.1 

0.1 

–0.5 

–43.7 

–39.7 

–231.9 

26.2 

12.3 

156.8 

169.1 

12.3 

0.0

59.0

2.1

–1.4

–66.5

–59.0

–65.8

4.5

34.4

122.4

156.8

34.4

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dormakaba

Annual Report 2020/21

Consolidated financial statements

47

Consolidated statement of 
changes in equity

CHF million

Share
capital

Additional
paid-in 
capital

Retained
earnings

Goodwill 
offset in 
equity

Treasury
shares

Cumul.
translation
adjustm.

Minority 
interests

Total
equity

Balance at 30.06.2021

0.4

811.3

1,318.7

–1,890.6

–23.0

–9.3

Net profit for the reporting 
period

Goodwill on acquisitions and 
divestments (see note 3.4)

Minority interest on 
divestment of subsidiary 
(see note 4.3)

Currency translation 
adjustments

Dividend paid (see note 3.3)

Shares awarded (share-
based compensation)

–9.3

100.8

–43.7

0.2

Balance at 30.06.2020

0.4

811.3

1,261.4

–1,881.3

13.0

–22.3

8.4

–31.4

57.4

92.5

–8.5

264.9

193.3

–17.8

–0.7

–0.7

10.5

–39.7

0.1

3.2

79.5

23.5

–83.4

8.7

141.3

164.1

Net profit for the reporting 
period

Goodwill on acquisitions and 
divestments (see note 3.4)

Currency translation 
adjustments

Dividend paid (see note 3.3)

Shares awarded (share-
based compensation)

84.6

–66.5

–1.6

Balance at 01.07.2019

0.4

811.3

1,244.9

–1,809.2

–72.1

–65.3

–137.4

–11.7

–10.6

–12.5

–59.0

–1.4

61.9

–24.2

–125.5

5.8

258.5

8.8

–40.2

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dormakaba

Annual Report 2020/21

Consolidated financial statements

48

Notes to the consolidated financial 
statements for the financial year 
2020/21

1. Performance

This section provides information on the operational performance of dormakaba Group. The 

description of the operating model provides useful information to understand the segment 

reporting, which corresponds to the Group's internal reporting system. In addition, 

information is presented on selected income and expense items.

The key headlines concerning the Group's performance are:

• Consolidated net sales of CHF 2,499.7 million

• Organic sales growth of 1.3%, with a strong second half-year (10.0%)

• EBITDA reaches CHF 353.1 million, with an EBITDA margin of 14.1%

• Cash flow margin of 12.5%

• Strong balance sheet; reduced net debt and higher equity ratio

• Net profit of CHF 193.3 million

• Dividend proposal of CHF 12.50 per share

1.1 Segment reporting

Operating model

dormakaba Group has divided the areas of business in which the company is globally active 

into five segments. Access Solutions (AS) is structured in four segments by region: AS AMER 

(North and South America), AS APAC (Asia Pacific), AS DACH (Germany, Austria, and 

Switzerland), and AS EMEA (Europe, Middle East, and Africa). The Key & Wall Solutions 

segment is global.

To best meet customers’ needs, dormakaba Group’s operating model is based on a matrix 

structure, which means that all four Access Solutions segments have a dual responsibility. 

The Access Solutions global product portfolio is arranged in eight Global Product Clusters: 

Lodging Systems, Safe Locks, Door Hardware, Interior Glass Systems, Entrance Systems, 

Mechanical Key Systems, Electronic Access & Data, and Services. The Global Product 

Clusters are each assigned to specific segments, along with the related production facilities, 

regardless of the geographical location. These Global Product Clusters are complemented by 

local products in all Access Solutions segments.

The operating model is currently under review as part of a strategy review, which is expected 

to be finalized until end of 2021.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

49

dormakaba Group’s worldwide operations are as follows:

 this segment includes dormakaba Group’s business activities for access solutions in North and 
AS AMER:
South America. It also has overall responsibility across all segments for the Global Lodging Systems and 
Safe Locks Product Clusters.

AS APAC:
Pacific region.

 this segment includes dormakaba Group’s business activities for access solutions in the Asia-

 this segment includes dormakaba Group’s business activities for access solutions in Germany, 

AS DACH:
Austria, and Switzerland. It also has overall responsibility across all segments for the Door Hardware, 
Interior Glass Systems, and Entrance Systems Global Product Clusters, including the associated 
production facilities and competence centers, in particular in Singapore, Suzhou (China), Melaka 
(Malaysia), and Sofia (Bulgaria).

 this segment includes dormakaba Group’s business activities for access solutions in Europe 

AS EMEA:
(excluding DACH), the Middle East, and Africa. It also has overall responsibility across all segments for the 
Global Product Clusters Mechanical Key Systems and Electronic Access & Data, including the associated 
production facilities and competence centers, in particular in Wetzikon and Rümlang (Switzerland), 
Herzogenburg and Eggenburg (Austria), and Villingen-Schwenningen (Germany).

this segment combines the two global business units, Key Systems and Movable 

Key & Wall Solutions: 
Walls. Key Systems includes the Keys, Key Cutting Machines, and Automotive Solutions product 
categories. Movable Walls specializes in acoustic movable partitions and in horizontal and vertical 
partitioning systems in the space-dividing systems sector. The segment has production facilities in 
Europe, North and South America, and Asia.

Other business activities, which do not fit into the basic segment structure, are disclosed in the “Other” 
segment. These mainly consist of operations involving contactless identification systems and trusted 
services based on the Legic SmartCard and Connect technologies.

Offering

dormakaba stands for security, sustainability, and reliability. It aims to develop products, 

solutions, and services that make access in life of its customers smart and secure. 

dormakaba offers an expanded, comprehensive portfolio of products, solutions, and services 

for access to places, buildings and rooms from a single source – whether it be hotels, shops, 

sporting venues, airports, hospitals, the home, or the office. The offering includes:

•

For the Access Solutions segments: 

the four AS segments – AMER, APAC, DACH, and 

EMEA – include all hardware- and software-based components, products, and 

solutions for access solutions as well as related services. The offering includes the 

Global Product Clusters (Lodging Systems, Safe Locks, Door Hardware, Interior Glass 

Systems, Entrance Systems, Mechanical Key Systems, Electronic Access & Data, and 

Services) as well as local products. The multifaceted portfolio ranges from door 

technology solutions, automatic door systems, a wide variety of fittings, door closers 

and stoppers, and locking systems – from cylinders, keys, and locks all the way to fully 

networked electronic access solutions for companies, public facilities, hotels, and many 

other applications. The range also includes physical access systems, high-security locks, 

glass fittings, solutions for workforce management, as well as services for all these 

applications.

The profitability of each AS segment depends on the different market dynamics of the 

geographical regions but also reflects dormakaba Group’s operating model. In 

compliance with transfer pricing regulation, profit is allocated to entities based on the 

functions they perform and the risks they assume. As a result, the profitability of AS 

EMEA, for example, is lower as the segment consists mainly of sales companies and it 

has fewer production sites; therefore, products sold in this segment might contribute 

to the financial performance of another segment as well.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

50

•

Key & Wall Solutions segment:

 the global Key Systems and Movable Walls business 

units are combined in this segment. Key Systems offers a range of high-performance 

key blanks and mechanical, electronic, and (semi-)industrial key cutting and origination 

machines. In addition, the portfolio covers solutions for the automotive industry, such 

as vehicle keys, transponders, and key programming devices and duplication 

equipment. The Movable Walls unit specializes in acoustic movable partitions as well 

as horizontal and vertical partitioning systems. The business is global and offers 

partition solutions that range from manual application to fully automatic/electronic 

walls.

In accordance with the management organization and the reporting to the Group 

management level, the reporting segments consist of the businesses as described above. 

The reporting forms the basis for assessing performance and allocating resources. Segment 

accounting is prepared up to the level of EBITDA/EBIT because these are the key figures 

used for management purposes. Net working capital that is directly attributable or can be 

allocated on a reasonable basis to a specific segment is reported under the segment 

concerned. With the exception of certain central costs and items that affect comparability, 

which are not allocated to the individual segments for internal reporting purposes, the 

segment results are based on the same accounting principles that are used to determine the 

operating profit of the Group. Intersegment transactions are based on the arm’s length 

principle.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

51

CHF million

Net sales third parties

Intercompany sales

Total sales

Operating profit (EBIT)

as % of sales

Depreciation and amortization

Operating profit before depreciation 
and amortization (EBITDA)

as % of sales

Net working capital

Capital expenditure

Net sales third parties

Intercompany sales

Total sales

Operating profit (EBIT)

as % of sales

Depreciation and amortization

Operating profit before depreciation 
and amortization (EBITDA)

as % of sales

Net working capital

Capital expenditure

Net sales third parties

Intercompany sales

Total sales

Operating profit (EBIT)

as % of sales

Depreciation and amortization

Operating profit before depreciation 
and amortization (EBITDA)

as % of sales

Net working capital

Capital expenditure

Net sales third parties

Intercompany sales

Total sales

Operating profit (EBIT)

as % of sales

Depreciation and amortization

Operating profit before depreciation 
and amortization (EBITDA)

as % of sales

Net working capital

Capital expenditure

Financial year 
ended 
30.06.2021

Financial year 
ended 
30.06.2020

Financial year 
ended 
30.06.2021

Financial year 
ended 
30.06.2020

Financial year 
ended 
30.06.2021

Financial year 
ended 
30.06.2020

Access Solutions AMER

Access Solutions APAC

Access Solutions DACH

640.9

28.7

669.6

94.5

14.1%

15.3

109.8

16.4%

178.3

15.8

720.4 

34.9 

755.3 

114.8 

15.2% 

13.3 

128.1 

17.0% 

165.8 

24.3 

390.2

25.0

415.2

50.9

12.3%

8.0

58.9

14.2%

100.6

5.9

378.2 

24.2 

402.4 

46.6 

11.6% 

8.2 

54.8 

13.6% 

100.4 

8.0 

531.9

281.0

812.9

125.1

15.4%

15.8

140.9

17.3%

130.1

12.6

501.4

290.5

791.9

112.3

14.2%

17.0

129.3

16.3%

136.5

16.8

Access Solutions EMEA

Eliminations

Access Solutions TOTAL

591.1

121.8

712.9

49.0

6.9%

11.9

60.9

8.5%

173.7

10.8

0.0

0.0

0.0

–90.4

0.0%

17.7

–72.7

0.0%

–12.1

12.9

585.2 

110.9 

696.1 

32.8 

4.7% 

12.7 

45.5 

6.5% 

167.1 

11.8 

0.0

–449.7

–449.7

–0.9

0.2%

0.0

–0.9

0.2%

–12.5

0.0

0.0

–454.3

–454.3

–2.1

0.5%

0.0

–2.1

0.5%

–14.5

0.0

Key & Wall Solutions

329.8

15.1

344.9

44.6

12.9%

9.6

54.2

15.7%

80.1

10.7

340.2 

11.2 

351.4 

41.7 

11.9% 

8.8 

50.5 

14.4% 

84.0 

10.4 

Corporate

Eliminations

0.0 

0.0 

0.0 

–93.3

0.0% 

11.7 

–81.6

0.0% 

–13.2 

16.6 

0.0

–26.9

–26.9

0.0

0.0%

0.0

0.0

0.0%

2.1

0.0

0.0

–21.9

–21.9

0.0

0.0%

0.0

0.0

0.0%

2.0

0.0

2,154.1

6.8

2,160.9

318.6

14.7%

51.0

369.6

17.1%

570.2

45.1

15.8

5.0

20.8

1.5

7.2%

0.5

2.0

9.6%

1.3

7.4

2,499.7

0.0

2,499.7

274.3

11.0%

78.8

353.1

14.1%

641.6

76.1

2,185.2

6.2

2,191.4

304.4

13.9%

51.2

355.6

16.2%

555.3

60.9

Other

14.4

4.5

18.9

0.4

2.1%

0.1

0.5

2.6%

3.8

7.0

Group

2,539.8

0.0

2,539.8

253.2

10.0%

71.8

325.0

12.8%

631.9

94.9

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Annual Report 2020/21

Consolidated financial statements

52

1.2 Net sales by region

CHF million

Financial 
year ended 
30.06.2021

Financial 
year ended 
30.06.2020

%  

%

Net sales to third parties

2,499.7 100.0

2,539.8 100.0

Switzerland

Germany

Rest of EMEA

Americas

Asia Pacific

185.6

336.8

7.4

13.5

754.1

30.2

855.8

367.4

34.2

14.7

 178.9 

 329.8 

 726.9 

 942.5 

 361.7 

7.0

13.0

28.6

37.2

14.2

Accounting principles

Net sales includes all sales of goods and services, after deduction of freight expense 

of goods sold, sales commissions, and other sales deductions, such as discounts and 

rebates.

Sales from goods are recognized when all significant risks, rewards of ownership 

and control is transferred. Sales related to services are recognized when the service 

is provided. Distinctive components related to multi-element contracts are 

recognized separately.

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Annual Report 2020/21

Consolidated financial statements

53

1.3 Personnel expenses

CHF million

Personnel expenses

Salaries and wages

Social security expenses

Share-based payments

Pension cost (see note 2.5)

Employment termination expenses

Other benefits

Financial 
year ended 
30.06.2021

Financial 
year ended 
30.06.2020

% 

%

1,022.3 100.0 

1,027.7 100.0

824.8

80.6 

162.1

15.9 

8.3

23.3

2.7

1.1

0.8 

2.3 

0.3 

0.1 

79.3

16.0

0.6

2.5

1.5

0.1

815.4

163.8

6.0

25.9

15.4

1.2

15,189

15,676

Employees at balance sheet date

Average number of full-time equivalent employees

14,998

14,989

Average number of employees per segment

14,989 100.0 

15,676 100.0

Access Solutions AMER

Access Solutions APAC

Access Solutions DACH

Access Solutions EMEA

Key & Wall Solutions

Other

Corporate

2,677

17.9 

3,073

20.5 

2,811

3,299

17.9

21.0

3,315

22.1 

3,452

22.0

3,358

22.4 

2,001

13.3 

59

506

0.4 

3.4 

3,468

2,188

61

397

22.1

14.0

0.4

2.6

Average number of employees per geographical region

14,989 100.0 

15,676 100.0

Switzerland

Germany

Rest of EMEA

Americas

Asia Pacific

853

2,891

3,606

3,607

5.7 

19.3 

24.1 

24.1 

4,032

26.8 

825

2,971

3,688

3,825

4,367

5.3

19.0

23.5

24.4

27.8

Personnel expenses also contain Covid-19 contributions from government for short-time 

work and other compensation. These grants are recorded in personnel costs with a cost-

reducing effect to reflect the economic substance and did not have a material impact on the 

consolidated financial statements (2020/21 and 2019/20).

Share-based payments

The Nomination and Compensation Committee nominates individual Executive Committee 

(EC) members and other members of Senior Management for long-term incentive awards. 

The long-term incentive award is split into two components: in the 2020/21 financial year 

one-third (2019/20: one-half) is granted in the form of restricted shares of dormakaba 

subject to a three-year blocking period. This component of the award is designed to provide 

participants an ownership interest in the long-term value creation of the company by 

making them shareholders. The other two-thirds (2019/20: one-half) of the award is 

granted in the form of performance share units of dormakaba subject to a three-year 

performance-based vesting period. This component of the award is designed to reward 

participants for the future performance of the earnings per share (EPS) and the relative 

Total Shareholder Return (TSR) of the company over the three-year performance period. 

Both performance conditions are equally weighted at 50%. The vesting level may range from 

0% to a maximum of 200% of the original number of units granted (maximum two shares 

for each performance share unit originally granted).

The fair value of the restricted shares corresponds to the value of the closing price of the 

dormakaba Holding AG share on the SIX Swiss Exchange as at the business day prior to the 

date of the allocation.

The fair value of the performance share units at the grant date comprises adjustments for 

lost dividends during the vesting periods and the TSR performance condition. The expenses 

for the performance share units are allocated on a straight-line basis over the vesting 

period.

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Annual Report 2020/21

Consolidated financial statements

54

The restricted shares allocated to the members of the Board of Directors (BoD) are also 

blocked for three years.

Further information about the allocation of treasury shares is disclosed in the note on 

share 

capital and treasury shares (3.2)

, and further details about long-term incentive stock award 

plans are outlined in the 

Compensation Report
.

Accounting principles

The fair value of the employee services received in exchange for shares is measured 

at the fair value of the shares as at the grant date and recognized as an expense 

with a corresponding entry in equity. Expenses for shares that vest immediately are 

recognized accordingly. Shares that are subject to future services are recognized 

over the vesting period.

1.4 Financial result

CHF million

Financial income

Interest income

Other financial income

Financial expense

Interest expenses for bonds

Interest expenses for forward contracts

Other interest expenses

Foreign exchange losses (gains) 

Other financial expenses

3.1 

3.5 

3.5 

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

1.9

0.9

1.0

26.7

4.4

6.6

8.5

3.4

3.8

1.4

1.2

0.2

43.2

4.5

22.1

10.1

2.8

3.7

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1.5 Taxes

Income taxes

The weighted applicable tax rate is calculated using the expected income tax rates of the 

individual Group companies in each jurisdiction. The increase in the weighted applicable tax 

rate is mainly due to tax rate changes as well as countries with higher-than-average tax 

rates contributing more to the total group profit.

CHF million

Profit before taxes

Weighted applicable tax rate

Tax calculated at applicable tax rate

Current income taxes

Deferred income taxes

Income taxes

Difference between applicable and effective income taxes

Impact of losses and tax loss carryforwards

Tax-exempt income

Non-deductible expenses

Non-recoverable withholding tax expenses

Tax charges (credits) relating to prior periods, net

Other

Income taxes charged to equity

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

249.6

25.2%

211.2

23.4%

62.9

50.5

5.8

56.3

–6.6

–5.0

–6.1

7.0

2.2

0.0

–4.7

–0.6

49.4

39.0

8.1

47.1

–2.3

–4.2

–2.7

3.3

3.5

1.8

–4.0

0.5

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Annual Report 2020/21

Consolidated financial statements

55

Deferred taxes

CHF million

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Balance sheet presentation of deferred income taxes

Total deferred income taxes, net

Deferred income tax assets

Deferred income tax liabilities

Expiration of tax loss carryforwards not recognized as 
deferred tax assets

Balance of tax loss carryforwards at end of financial year 

Expiry in 1 year

Expiry in 2 to 5 years

Expiry after 5 years

No expiry

Accounting principles

 126.6 

 152.8 

 26.2 

142.7

0.0

17.0

11.9

113.8

135.3

159.7

24.4

139.9

0.0

8.3

3.0

128.6

Current income taxes are based on taxable income for the current year and charged 

to income when incurred. Deferred income taxes are determined using the liability 

method, with the applicable and substantially enacted income tax rates applied on a 

comprehensive basis to eligible temporary differences. Deferred income tax assets 

arising from temporary differences are only recognized to the extent that it is 

probable that future taxable profit will be available, against which the temporary 

differences can be utilized. Deferred income taxes resulting from tax loss 

carryforwards applicable to future taxable income are only recognized to the extent 

of the available deferred tax liabilities.

Use of accounting estimates

The recoverable amount of deferred income tax assets is based on past 

performance and forecasts of the corresponding taxable entity over a period of 

several years. Deviations between actual and projected results can lead to 

impairment losses.

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Annual Report 2020/21

Consolidated financial statements

56

2. Operating assets and liabilities

Detailed information on the operating assets used and liabilities incurred to support the 

Group’s operating activities are disclosed in this section. This includes disclosures on the 

valuation of trade receivables and inventory as well as movements in tangible and intangible 

assets, provisions, and employee benefits.

2.1 Trade receivables

Maturity analysis

CHF million

Financial year ended 30.06.2021 

Financial year ended 30.06.2020

Gross  

Allow.  

Net

Gross  

Allow.  

Net

Trade receivables

Not yet due

1–30 day(s) overdue

31–60 days overdue

61–90 days overdue

91–120 days overdue

121–150 days overdue

More than 150 days overdue

446.9

327.4

50.5

19.2

10.6

5.5

4.2

29.5

–22.4

–0.5

–0.1

–0.1

0.0

–0.2

–0.3

–21.2

424.5

326.9

50.4

19.1

10.6

5.3

3.9

8.3

412.8

271.4  

42.5  

18.3  

17.9  

12.6  

7.8  

42.3  

–24.7

–0.4

–0.3

–0.1

–0.1

–0.4

–0.5

–22.9

388.1

271.0

42.2

18.2

17.8

12.2

7.3

19.4

The Group does not hold material collateral as security for trade receivables.

Accounting principles

Short-term accounts receivable are stated at nominal value less allowance for 

doubtful accounts. The amount of the allowance is the difference between the 

asset’s carrying amount and the present value of estimated future cash flows. It is 

assessed based on the maturity structure. In addition, accounts receivable are 

individually impaired if there is clear evidence of insolvency or other indications that 

collectability is severely endangered.

2.2 Inventories

CHF million

Inventories, net

Allowance for obsolete and slow-moving items

Inventories, gross

Raw materials and supplies

Semi-finished goods and work in progress

Finished goods

Prepayments to suppliers

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

450.6

60.6

511.2

228.5

84.8

193.9

4.0

445.0

57.1

502.1

205.8

74.6

218.7

3.0

Accounting principles

Inventories are valued at the lower of purchase/manufacturing cost and net 

realizable value. Cost is determined using the weighted average method. 

Manufacturing cost includes direct labor and material as well as a commensurate 

share of related overhead cost. Allowances are made for obsolete and slow-moving 

items. Cash discounts from suppliers are treated as purchase cost reductions.

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Annual Report 2020/21

Consolidated financial statements

57

2.3 Property, plant, and equipment/Intangible assets

Plant, 
machinery,
and 
equipment

Land and 
buildings

Furniture
and 
fixtures

Pre-
payments

Total 
property, 
plant, and 
equipment

Intangible 
assets

CHF million, 
except where indicated

30 June 2021, net

30 June 2020, net

Cost 30 June 2021

Additions

Disposals

Reclassifications

Acquisition of businesses

Divestment of businesses

Translation exchange 
differences

30 June 2020

Additions

Disposals

Reclassifications

Acquisition of businesses

Translation exchange 
differences

1 July 2019

232.3

234.8

343.9

4.2

–11.6

0.7

0.1

0.0

2.4

348.1

4.2

–7.4

20.2

0.0

–11.3

342.4

125.4

127.7

53.6

58.7

361.7

187.7

8.7

–8.6

13.2

0.1

–0.2

3.4

345.1

18.2

–8.2

12.8

0.1

–12.5

334.7

12.2

–7.6

3.5

0.3

–0.1

3.4

176.0

16.2

–6.2

6.1

0.4

–8.0

167.5

Estimated useful life (in years)  

20-50 1)

4-15

3-15

Accumulated 
depreciation 30 June 2021

Additions

Disposals

Reclassifications

Divestment of businesses

Translation exchange 
differences

30 June 2020

Additions

Disposals

Reclassifications

Translation exchange 
differences

1 July 2019

1) Land is not depreciated.

111.6

9.6

–11.8

0.1

0.0

0.4

113.3

9.7

–2.4

0.1

–1.9

107.8

236.3

24.6

–8.0

0.1

–0.2

2.4

217.4

25.7

–8.0

–0.4

–7.2

207.3

134.1

21.0

–6.1

–0.3

–0.1

2.3

117.3

21.3

–5.6

0.4

–5.1

106.3

24.6

20.6

24.6

21.5

–0.1

–17.6

0.0

0.0

0.2

20.6

21.0

–0.1

–41.5

0.0

–1.1

42.3

0.0

0.0

0.0

0.0

0.0

0.0

0.0

0.0

0.0

–0.1

0.0

0.1

435.9

441.8

917.9

46.6

–27.9

–0.2

0.5

–0.3

9.4

90.8

83.7

180.3

29.5

–18.5

0.2

0.0

0.0

3.1

889.8

166.0

59.6

–21.9

–2.4

0.5

–32.9

886.9

482.0

55.2

–25.9

–0.1

–0.3

5.1

448.0

56.7

–16.0

0.0

–14.2

421.5

35.3

–0.5

2.3

0.0

–5.1

134.0

2-5

89.5

23.6

–18.1

0.1

0.0

1.6

82.3

15.1

–0.4

0.0

–2.7

70.3

Intangible assets: additions to cost include CHF 8.4 million (2019/20: CHF 9.6 million) 

invested in development projects.

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Annual Report 2020/21

Consolidated financial statements

58

Accounting principles

Property, plant, and equipment 

are recorded at cost less accumulated depreciation 

using the straight-line method. Subsequent costs are included in the asset’s carrying 

amount or recognized as a separate asset, as appropriate, only when it is probable 

that future economic benefits associated with the item will flow to the Group and 

the cost of the item can be measured reliably. The carrying amount of the replaced 

part is derecognized. All other repairs and maintenance are charged to the income 

statement during the financial period in which they are incurred.

Items of minor value are charged directly to the income statement. All gains and 

losses on the disposal of property, plant, and equipment are recognized in the 

income statement.

Intangible assets

 that embody future economic benefits (such as acquired licenses, 

patents, and similar rights) and eligible development costs are capitalized at cost 

and are amortized using the straight-line method.

Development costs are recognized as an asset when specific recognition criteria are 

met and the amount recognized is assessed to be recoverable through future 

economic benefits.

Use of accounting estimates

Property, plant, and equipment as well as intangible assets are tested for 

impairment whenever events or changes in circumstances indicate that the carrying 

amount may not be recoverable. To determine whether impairment exists, 

estimates are made of the expected future cash flows arising from the use of the 

asset. Actual cost may differ from the discounted future cash flows based on these 

estimates.

2.4 Provisions

CHF million

Warranty and
customer returns

Restructuring

Other

Total

Provisions 30 June 2021

Additions

Releases

Usage

Translation exchange 
differences

Provisions 30 June 2020

Additions

Releases

Usage

Acquisition of businesses

Translation exchange 
differences

Provisions 1 July 2019

13.3

7.2

–1.3

–7.0

0.1

14.3

9.0

–1.0

–8.2

0.1

–0.5

14.9

4.2

0.2

–2.8

–5.9

0.1

12.6

10.5

–1.0

–4.0

0.0

–0.4

7.5

9.2

3.4

–6.6

–4.6

0.0

17.0

7.8

–0.7

–5.5

0.0

–1.2

16.6

26.7

10.8

–10.7

–17.5

0.2

43.9

27.3

–2.7

–17.7

0.1

–2.1

39.0

The provision for warranty and customer returns covers customer warranty claims and 

voluntary concessions as well as customer returns.

The movements as well as the ending balance of the provision for restructuring mainly 

relates to ongoing initiatives to address the Covid-19 pandemic, which were approved by the 

Board of Directors. 

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Annual Report 2020/21

Consolidated financial statements

59

Other provisions mainly comprise those relating to environmental risks, litigation, and sales 

agents' indemnities.

Accounting principles

Provisions are recognized when:

• the Group has a present obligation (legal or constructive) as a result of a past

event;

• it is probable that a use of resources will be required to settle the obligation; and

• the amount of the obligation can be reliably estimated.

A restructuring is a program planned and controlled by the Management that 

materially changes the manner in which the business is conducted. Costs relating to 

restructuring plans or agreements, including the reduction of excess staff, the 

discontinuation of certain activities, the streamlining of facilities and operations, 

and other restructuring measures, are recorded in the period in which the Group 

commits itself to a detailed formal plan.

Use of accounting estimates

In the course of their ordinary operating activities, Group companies can face claims 

from third parties. Provisions for pending claims are measured on the basis of the 

information available and a realistic estimate of the expected outflow of resources. 

The outcome of these proceedings may result in claims against the Group that 

cannot be met at all or in full through provisions or insurance cover.

Significant judgment is required to determine the costs of restructuring plans. The 

actual cost might deviate from the original plan.

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Annual Report 2020/21

Consolidated financial statements

60

2.5 Employee benefit liabilities

CHF million

Financial year 
ended 
30.06.2021

Financial year 
ended 
30.06.2020 

Economic part of 
the Corporation 

Translation 
differences

Change to 
previous year 
period or 
recognized 
in current 
result of the 
period, 
respectively

Contributions 
concerning 
the 
business 
period

Financial year 
ended 
30.06.2021

Financial year 
ended 
30.06.2020

Pension benefit expenses 
within personnel expenses

 23.0 

 10.0 

 12.2 

 0.8 

 23.3 

 10.0 

 12.2 

 1.1 

 25.9 

 9.5 

 15.0 

 1.4 

Total

Pension institutions 
with surplus

Pension institutions 
without surplus/deficit

Pension institutions 
without own assets

Other long-term 
employee benefits

CHF million

 294.6 

 288.4 

 6.0 

 0.3 

 269.3 

 263.0 

 6.0 

 0.3 

 25.3 

 25.4 

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Pension benefit expenses within personnel expenses

Decrease/increase economic obligation from pension 
institutions without own assets

Contributions and changes employer contribution reserves

Contributions to pension institutions from Group entities

23.3

1.1

22.2

22.2

25.9

1.4

24.5

24.5

The expenses for pension institutions with a surplus relate entirely to pension plans in 

Switzerland. The Swiss plans are valued annually as of December and in line with Swiss 

GAAP FER 26. The pension institutions without own assets are assessed annually as of the 

financial year-end closing. They relate mainly to pension liabilities of Group companies in 

Germany, Austria, and Italy.

Accounting principles

There are various pension plans in existence within the Group, which are individually 

aligned with local conditions in the respective countries. The plans are financed 

either by means of contributions to legally independent pension/insurance funds or 

by recognition as liabilities in the balance sheet of the respective Group companies. 

An economic obligation or an economic benefit arising from a Swiss pension scheme 

is determined from the statements made on the basis of Swiss GAAP FER 26 

“Accounting of Pension Plans” and recognized in the balance sheet accordingly.

The provision for pension plans of foreign subsidiaries, which are not organized as an 

independent legal entity, is determined based on the local valuation methods.

Use of accounting estimates

dormakaba Group operates pension plans in various countries. The calculation of 

pension provisions for plans that do not have their own assets is based on actuarial 

assumptions, which may differ from the actual results.

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Annual Report 2020/21

Consolidated financial statements

61

2.6 Other assets and liabilities

Other assets

CHF million

Other current assets 

Prepaid expenses

Retentions

Sales, withholding and other recoverable taxes

Fair value of forward contracts

Other receivables and miscellaneous

3.5 

Non-current financial assets

Pension-related assets

Long-term prepaid expenses

Long-term held securities

Accounting principles

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

Note 

65.7

21.3

6.6

33.1

1.9

2.8

38.8

20.1

8.3

10.4

60.4

17.5

5.7

33.0

1.0

3.2

35.9

19.4

6.6

9.9

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Long-term held securities are recorded at fair value. All realized and unrealized gains 

and losses are recognized in the income statement. Other non-current financial 

assets are stated at amortized cost less valuation adjustments.

Other liabilities

CHF million

Accrued and other current liabilities

Advances from customers

Deferred income

Sales, withholding and other tax payable

Payables to social security and pension fund

Accruals for salary payments, bonuses, vacation, 
overtime and other employee benefits

Accrued interest 

Fair value of forward contracts

3.5 

Other accruals and current non-interest-bearing 
liabilities

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

Note 

364.2

30.6

33.8

42.8

20.9

135.5

3.3

0.8

96.5

312.6

38.8

33.4

35.7

17.3

111.0

3.6

0.7

72.1

Current borrowings and other non-current liabilities are disclosed in the note on 

capital 

management (3.1)

 as this information relates to capital management disclosures.

Accounting principles

Financial liabilities measured at amortized cost are initially recorded at fair value, 

net of transaction costs incurred, and subsequently measured at amortized cost. 

Any difference between the proceeds from disposal (net of transaction costs) and 

the redemption value is recognized in the income statement over the period of the 

borrowing using the effective interest method.

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Annual Report 2020/21

Consolidated financial statements

62

3. Capital and financial risk
management

This section outlines the principles and procedures applied to manage the capital structure 

and the financial risks to which the Group is exposed. Detailed information on dormakaba 

Group’s sources of funding, such as credit facilities and bonds, are also provided here. In 

addition, the details of the share capital, treasury shares, earnings per share, and dividends 

are disclosed in this section. The theoretical movement of goodwill provides information 

about the impact of dormakaba Group’s accounting option to offset the goodwill in equity.

3.1 Capital management

Capital management has the following objectives:

• securing sufficient liquidity to meet the Group’s needs to fulfil its financial obligations;

• securing sufficient funding capacity for future investments and acquisitions;

• ensuring creditworthiness;

• achieving an appropriate risk-adjusted return for investors.

The comprehensive crisis management measures implemented by the Group management 

last financial year due to Covid-19 pandemic are ongoing. Measures aimed at focusing on 

cash flow by following the “cash is king” principle. This includes daily monitoring of the 

liquidity and financial debt status on group level, also regarding financial covenants and 

undrawn credit facilities. Further increased attention was on the net working capital 

management, which also includes a strict credit management and collection discipline on the 

trade receivables as well as restrictions on capital expenditures. The accelerating business in 

the fourth quarter and the shift of focus towards profitability and sales growth resulted in 

an increase in accounts receivables and inventory which however remained below pre-Covid 

level.

Borrowings and other financial liabilities

CHF million

Current borrowings

Short-term bank loans and overdrafts

Bonds - short-term

Current portion of other non-current liabilities

Non-current liabilities

Bonds - long-term

Other non-interest bearing liabilities

Other interest-bearing liabilities

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

353.5

9.9

340.0

3.6

324.4

320.3

0.0

4.1

139.9

139.0

0.0

0.9

684.6

680.4

0.1

4.1

Credit facility

As of 30 June 2021, the short-term bank loans and overdrafts amount to CHF 9.9 million 

(2019/20: CHF 139.0 million).

In November 2020 dormakaba renewed its main credit facility of CHF 500 million which 

expired in March 2021. The new five-year syndicated loan in the amount of CHF 525 million 

includes options for a prolongation of two additional years and for an increase of up to 

CHF 200 million. For the first time incentives for the achievement of ambitious sustainability 

performance objectives in the form of three important ESG (Environmental, Social, and 

Governance) criteria were included in the contract. As in the expiring contract, also in the 

new credit facility the single financial covenant is the leverage factor (calculated as the ratio 

of net debt to EBITDA). As of 30 June 2021 and throughout the 2020/21 financial year, 

dormakaba complied with the financial covenant. As per 30 June 2021 this credit line was 

undrawn.

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Consolidated financial statements

63

The interest expenses on short-term bank loans and overdrafts are recorded within other 

interest expenses. Interest expenses are disclosed in detail in the note on the 

financial result 

(1.4)

.

Net debt

Disclosed below are the corresponding key figures as at 30 June 2021 and 30 June 2020, 

respectively, including the maturities.

CHF million

Up to 
1 year

2 to 5 
years

Over 
5 years

Total

Up to 
1 year

2 to 5 
years

Over 
5 years 

Total

Financial year ended 30.06.2021

Financial year ended 30.06.2020

Short-term bank 
loans and 
overdrafts

9.9

9.9

139.0 

139.0

Bonds

340.0

320.3

Other liabilities

3.6

1.6

2.5

660.3

7.7

360.0  

320.4 

680.4

0.9 

2.0  

2.2 

5.1

Cash and cash 
equivalents

–169.1

–169.1

–156.8

Net debt

EBITDA

Net debt/EBITDA 
(Leverage)

184.4

321.9

2.5

508.8

–16.9 

362.0

322.6 

353.1

1.4x

–156.8

667.7

325.0

2.1x

The interest expenses for drawdowns from the syndicated credit facility and other credit 

facilities are recorded within other interest expenses. Interest expenses are disclosed in 

detail in the note on the 

financial result (1.4)

.

Accounting principles

Financial liabilities measured at amortized cost are initially recorded at fair value, 

net of transaction costs incurred, and subsequently measured at amortized cost. 

Any difference between the proceeds of disposal (net of transaction costs) and the 

redemption value is recognized in the income statement over the period of the 

borrowing using the effective interest method.

Bonds

Two bonds were placed in September 2017 in the Swiss capital market by dormakaba 

Finance AG, a Group company of dormakaba Holding AG, as a dual tranche transaction 

worth a total of CHF 680 million (ISIN CH0384629884 due in 2021 and ISIN CH0384629892 

due in 2025). Due to its maturity the first tranche of CHF 360 million is disclosed as per 

30 June 2021 within current borrowings (previous year in non-current liabilities). In the 

2020/21 financial year the nominal buy-back value of CHF 20.0 million of the bond has been 

netted with the short-term part of the liability.

CHF million

Coupon
% p.a.

Financial year 
ended 30.06.2021

Coupon
% p.a.

Financial year 
ended 30.06.2020

Bonds (at fixed interest rates)

CHF 360 million bond 2017 – 2021 
Payment date: 13 October 2017
Issue price: 100.298%

CHF 320 million bond 2017 – 2025 
Payment date: 13 October 2017
Issue price: 100.46%

660.3

680.4

0.375

340.0

0.375

360.0

1.000

320.3

1.000

320.4

The interest expenses for the two bonds amount to CHF 4.4 million in 2020/21 (2019/20: 

CHF 4.5 million). This is disclosed in the note on the 

financial result (1.4)

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Annual Report 2020/21

Consolidated financial statements

64

Accounting principles

Bonds are initially recorded at issue price, net of issue costs. Issue costs as well as 

any discount or premium are recognized in the financial result of the income 

statement over the period of each bond.

3.2 Share capital and treasury shares

Share capital

As of 30 June 2021, the share capital comprised 4,200,026 registered shares with a par value 

of CHF 0.10 each. The shares are listed on the SIX Swiss Exchange (DOKA/ISIN 

CH0011795959).

Conditional capital as of 30 June 2021 amounted to CHF 42,438.40.

In accordance with the resolution of the Annual General Meeting (AGM) of 22 October 2019, 

the BoD is authorized to increase the share capital, no later than 22 October 2021, by a 

maximum amount of CHF 42,000 through the issue of a maximum of 420,000 fully paid-in 

registered shares at a nominal value of CHF 0.10 each. The increase may be made in partial 

amounts. No shares were issued out of authorized capital in the 2020/21 financial year.

Treasury shares

Treasury shares are recorded as a negative balance within equity and disclosed in the 

consolidated statement of changes in equity. These registered shares are predominantly 

intended for share-based compensation. Further information about the long-term incentive 

stock award plans are disclosed in the note on 

personnel expense (1.3)

 and within the 

Compensation Report
.

Equity and treasury shares

Financial year ended 30.06.2021  

Financial year ended 30.06.2020

Number of 
shares 

Transaction (Ø) 
price in CHF per 
share 

Treasury shares

in CHF million  

Number of 
shares 

Transaction (Ø) 
price in CHF per 
share 

Treasury shares
in CHF million

Treasury shares as at 30 June

Shares awarded (share-based compensation) 

Treasury shares as at 1 July

 31,259 

 736.45 

 –11,551   

 42,810   

 723.64   

 733.00   

 23.0 

 –8.4 

 31.4 

 42,810 

 733.00 

 –11,899   

 54,709   

 743.55   

 735.29   

 31.4 

 –8.8 

 40.2 

In the 2020/21 financial year, a total of 11,551 shares (2019/20: 11,899 shares) were allocated. 

9,805 shares (7,605 restricted and 2,200  performance shares) were vested as part of the 

long-term incentive stock award plans (2019/20: 10,104 shares made up of 6,006 restricted 

and 4,098 performance shares). In addition, 1,746 restricted shares (2019/20: 1,787 restricted 

shares) were allocated to the BoD members and 0 shares (2019/20: 8 shares) were 

allocated as consideration for acquisitions from previous years. Further information on the 

long-term incentive stock award plans is included in the 

Compensation Report
.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

65

3.3 Earnings per share and dividends

Earnings per share

Number of shares, 
except where indicated

Financial year 
ended 30.06.2021  

Financial year 
ended 30.06.2020

Net profit attributable to the owners of the parent

100.8  

 84.6 

For basic number of shares

Number of shares outstanding at end of financial year

4,168,767  

4,157,216

Own shares (acquired)/reissued

11,551  

11,899

Number of shares outstanding at beginning of financial year

4,157,216  

4,145,317

Weighted average number of shares outstanding (basic)

4,163,010  

4,149,791

Basic earnings per share in CHF 

24.2  

20.4

For diluted number of shares

Weighted average number of shares outstanding (basic) 

4,163,010  

4,149,791

Eligible shares under stock award plans and shares awarded in 
acquisitions

15,873  

9,945

Weighted average number of shares outstanding (diluted)

4,178,883  

4,159,736

Diluted earnings per share in CHF 

24.1  

20.3

The earnings per share is calculated based on the profit attributable to the owners of the 

parent only. Net profit attributable to minority interests is not taken into account. The 

minorities represent mainly the shareholders who hold 47.5% of the shares of dormakaba 

Holding GmbH + Co. KGaA, a direct subsidiary of the Group parent, dormakaba Holding AG, 

which holds the remaining 52.5%. The legal subsidiaries are disclosed in the note on the 

legal 

structure of the dormakaba Group (5.3)
.

Accounting principles

Basic earnings per share is calculated by dividing net profit attributable to the 

owners of the parent by the weighted average number of shares outstanding during 

the reporting period.

The diluted earnings per share includes all potentially dilutive effects.

Dividends

CHF million, 
except where indicated

CHF per 
share  1)  

Financial year
ended
30.06.2021  2)  

CHF per 
share  

Financial year 
ended 
30.06.2020  

CHF per 
share  

Financial year 
ended 
30.06.2019

Dividend for the 
financial year

Net profit attributable 
to the owners of the 
parent

Dividend payout ratio 
in %

12.50  

52.1  

10.50  

43.7  

16.00  

66.5

100.8  

51.7  

84.6  

51.6  

131.8

50.5

1) In 2020/21: proposal to the AGM; distribution of an equal share from the reserves from capital 

contributions and from statutory retained earnings.
Date of payment: 18 October 2021 (estimated final dividend payable, subject to variations in the 
number of shares up to the recording date). This dividend has not been recognized as a liability as at 
30 June 2021 and will be recognized in subsequent consolidated financial statements.

2) The dividend for the financial year is calculated on the basis of the outstanding shares at the end of 

the financial year.

dormakaba Group envisages a dividend policy whereby the minimum payout ratio should be 

50% of the consolidated net profit after minority interests.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

66

The dividend distribution is proposed to the AGM in the form of an equal distribution from 

the reserves from capital contributions and statutory retained earnings of the parent entity, 

dormakaba Holding AG. After approval of this proposal by the AGM, the distribution from 

the reserves from capital contributions as well as dividend distribution from statutory 

retained earnings will be paid out on 18 October 2021 according to the instructions received: 

CHF 12.50 (2019/20: CHF 10.50) gross per listed registered share at CHF 0.10 par value, 

whereof only the distribution from reserves from capital contributions will be paid free of 

Swiss withholding tax in accordance with Art. 5 para. 1

bis

 of the Federal Law on Withholding 

Tax.

3.4 Theoretical equity and goodwill movement

The total goodwill of CHF 17.8 million, resulting from acquisitions, recorded in the 2020/21 

financial year (2019/20: CHF 137.4 million) is offset in equity as disclosed in the consolidated 

statement of changes in equity. See also the note on 

business combinations and 

divestments (4.3)

. The following tables show the impact on equity and net profit based on 

the assumption that the goodwill was capitalized and amortized over a period of five years.

CHF million

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Theoretical book value of goodwill, net

205.1

406.2

Cost 30 June

Additions from acquisitions

Adjustments (earn-out, divestments and others)

Translation exchange differences

Cost 1 July

Accumulated amortization 30 June

Additions

Impairment

Translation exchange differences

Accumulated amortization 1 July

2,035.3

2,026.7

17.8

0.0

–9.2

136.9

0.5

–45.7

2,026.7

1,935.0

1,830.2

205.7

4.0

0.0

1,620.5

1,620.5

383.7

0.0

–30.6

1,267.4

The disclosed impairment of CHF 4.0 million relates to goodwill offset in equity in 2016/17 

financial year in connection with the acquisition of Mesker Openings Group (USA). This 

impairment does not affect consolidated income.

Financial year ended 30.06.2021

Financial year ended 30.06.2020

Theoretical 
(incl. 
amorti-
zation 
goodwill)

Amorti-
zation 
goodwill

Effective

Theoretical 
(incl. 
amorti-
zation 
goodwill)

Amorti-
zation 
goodwill

CHF million

Effective

Effects on the income 
statement

Operating profit (EBIT)

274.3

–205.7

EBIT as % of net sales

11.0

–8.2

68.6

2.7

253.2  

–383.7

–130.5

10.0  

–15.1

–5.1

Net profit

193.3

–205.7

–12.4

164.1  

–383.7

–219.6

Effect on the balance sheet

Equity according to balance 
sheet

Equity as % of balance sheet 
total

264.9

205.1

470.0

141.3  

406.2  

547.5

14.2

22.6

7.8  

24.7

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dormakaba

Annual Report 2020/21

Consolidated financial statements

67

Accounting principles

As goodwill is fully offset in equity at the date of acquisition, an impairment of 

goodwill does not affect income; it is only disclosed in the notes to the consolidated 

financial statements.

Goodwill represents the excess of the consideration transferred, the amount of any 

non-controlling interest in the acquired entity, and the book value as at the 

acquisition date of any previous equity interest in the acquired entity over the fair 

value of the Group’s share of the identifiable net assets acquired. Only intangible 

assets purchased separately are recognized as part of an acquisition. The positive or 

negative goodwill resulting from acquisitions is offset in equity at the date of 

acquisition against retained earnings.

If the purchase price contains elements that are dependent on future results, they 

are estimated as accurately as possible at the date of acquisition and recognized in 

the balance sheet. In the event of any disparities when the definitive purchase price 

is settled, the goodwill offset in equity is adjusted accordingly. The consequences of 

a theoretical capitalization and amortization of goodwill are explained in the note on 

the theoretical movement of goodwill.

3.5 Financial risk management

The tasks of the BoD include identifying risks, determining suitable measures, and 

implementing these measures or having them implemented. The BoD of dormakaba 

Holding AG conducted a regular Group-wide risk assessment in the year under review and 

determined the risks to be managed at particular management levels.

The Covid-19 pandemic continues to have a significant impact on the global economic 

environment. The ongoing comprehensive crisis management measures implemented by the 

Group management last financial year were re-assessed and acknowledged by the BoD in 

April 2021. The aim of the measures is to ensure the health and safety of all employees, to 

minimize the impact on business operations and supply chains, and thus on customers, and 

to focus on cash flow by following a “cash is king” principle. dormakaba adjusted its financial 

management as well as its forecast structures to retain its entrepreneurial flexibility and 

financial stability at all times. This includes the daily monitoring of cash flows, liquidity, and 

the status of financial debt at Group level, also regarding available undrawn credit 

facilities. The Group-wide cost savings and restructuring program introduced in the fourth 

quarter of financial year 2019/20 to adjust capacities and costs is ongoing and continuously 

assessed by the BoD through dialogue with the EC. This ensures that operating risks are 

given due attention, reported accordingly and the BoD has a comprehensive overview of the 

key risks and measures taken.

Liquidity risk

Liquidity risk arises due to the possibility that dormakaba Group might experience difficulty 

in settling its debts or otherwise meeting its obligations related to financial liabilities.

Liquidity risk is managed centrally by Group Treasury. The Group’s objective is to maintain a 

balance between the continuity of funding and flexibility by using varied financing 

instruments across a range of maturities. The Group aims to maintain a spread of 

maturities to avoid excessive refinancing in any one period. The Group endeavors to maintain 

funding flexibility by keeping available committed credit lines with a variety of 

counterparties.

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dormakaba

Credit risk

Annual Report 2020/21

Consolidated financial statements

68

Credit risk is the risk of loss if a counterparty fails to fulfil its obligations to dormakaba 

Group. Hence, dormakaba Group is exposed to credit risk arising from financing activities, 

including deposits with banks and financial institutions, foreign exchange transactions, and 

other financial instruments, such as trade receivables, other current assets, and non-current 

financial assets.

Cash and cash equivalents are mainly held in the form of current accounts and current fixed-

term deposits. Counterparty risks with financial institutions are monitored continuously and 

are minimized by the Group limiting its relationships to high-ranking banks only.

Trade receivables are monitored on an ongoing basis locally and via Group management 

reporting procedures. The danger of cluster risks on trade receivables is limited due to the 

large number and wide geographical spread of customers. The extent of the credit risk is 

determined mainly by the individual characteristics of each customer. The assessment of 

this risk involves a review of the customer’s creditworthiness based on its financial situation 

and experience. The maturity analysis of trade receivables is disclosed in the note on 

trade 

receivables (2.1)
.

Interest rate risk

Interest rate risk is the risk that the Group’s financial situation is impacted by changes in 

interest rates.

The dormakaba Group’s interest rate risk arises from its short-term and long-term 

borrowings. The interest rate risk is hedged only in a few cases. Management strives for a 

well-balanced mix of long- and short-term interest rate exposure, taking into consideration 

the planned funding requirements. Funding and related interest are managed centrally by 

Group Treasury.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

69

Foreign currency exposure
Translation risk

dormakaba Group does not actively manage the translation risk.

In the 2020/21 financial year, the Group’s equity was positively impacted in the amount of 

CHF 23.5 million by foreign currency translation (2019/20: CHF 24.2 million negative impact).

The key exchange rates based on net sales in foreign currencies are disclosed in the table 

below:

Currency rates (CHF), 
net sales (CHF million)

Net sales 
30.06.2021 

Exchange 
rate 
30.06.2021  

Average 
rate 
2020/21  

Net sales 
30.06.2020  

Exchange 
rate 
30.06.2020  

Average 
rate 
2019/20

Total net sales

2,499.7  

2,539.8 

EUR

USD

CHF

CAD

AUD

GBP

CNY

HKD

INR

NOK

Net sales in other 
currencies

1.096  

0.921  

1.085  

0.910  

1.000  

1.000  

0.743  

0.710  

0.692  

0.680  

1.275  

0.142  

0.119  

1.226  

0.137  

0.117  

0.012  

0.012  

0.108  

0.104  

753.2  

644.0  

196.6  

141.3  

140.9  

102.1  

69.3  

56.0  

50.0  

38.3  

308.0  

707.5  

736.4  

189.3  

148.9 

138.0  

91.3  

65.2  

44.2  

49.3  

40.8  

328.9  

1.069  

0.952  

1.000  

0.696  

0.653  

1.170  

0.134  

0.123  

0.013  

0.098  

1.080

0.977

1.000

0.729

0.656

1.231

0.139

0.125

0.014

0.105

In the 2020/21 financial year, dormakaba Group’s sales growth was negatively impacted by 

foreign currency translations in the amount of CHF 76.6 million (2019/20: CHF 104.3 million 

negative impact) and EBITDA likewise by CHF 11.1 million (2019/20: CHF 16.0 million 

negative impact).

Transaction risk

Management monitors foreign exchange risks on a regular basis. When management deems 

it appropriate to do so, dormakaba uses derivative financial instruments to manage its 

transaction risk exposure to fluctuations in exchange rates.

Foreign exchange risks relating to intercompany loans are covered to a large extent by 

forward exchange contracts with third parties. The external counterparties involved are 

high-ranking financial institutions. dormakaba enters into financial transactions only to 

hedge against a related off-balance-sheet risk or a highly probable future business 

transaction. No uncovered short transactions are entered into.

Intercompany invoicing is structured in a way that foreign exchange risks are concentrated 

in dormakaba's manufacturing companies. The use of a group netting system with 

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dormakaba

Annual Report 2020/21

Consolidated financial statements

70

intercompany payment terms of up to 60 days reduces the intercompany exposure and 

foreign exchange risk. The third party and intercompany cross-currency exposures are 

reduced through natural hedges or they are hedged using financial instruments.

dormakaba Group actively manages the transaction risk arising from net investment in 

foreign currencies.

The following currency forward contracts for hedging purposes existed as at the balance 

sheet date:

CHF million

Contract value

Fair value – held-for-trading, net

Assets from fair value of forward contracts

Liabilities from fair value of forward contracts

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

 578.2 

 1.1 

1.9 

 –0.8 

739.1

0.3

1.0

–0.7

In the 2020/21 financial year, the net foreign exchange loss amounts to CHF 3.4 million 

(2019/20: loss amounts to CHF 2.8 million). While the hedges mitigate the foreign currency 

effect arising from intercompany loans, the interest expenses for forward contracts 

amounts to CHF 6.6 million (2019/20: CHF 22.1 million). The foreign exchange gains and 

losses as well as the interest expenses and income are disclosed in the note on the 

financial 

result (1.4)
.

Accounting principles

Derivative financial instruments for the purpose of hedging balance sheet items are 

recorded using the same valuation principles as applied to the underlying hedged 

positions.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

71

4. Other financial information

This section provides details of the various commitments and contingencies as well as 

information about the associated companies, the acquisitions, and the legal subsidiaries 

including the Group companies' shareholdings.

4.1 Commitments and contingencies

Lease commitments

Operating lease payments are charged to income (CHF 35.9 million in 2020/21 and CHF 36.0 

million in 2019/20) on a straight-line basis over the lease term. The following table shows the 

future minimum lease payments resulting from non-cancellable operating leases:

CHF million

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Future payment commitments for operating leases

Up to 1 year

2 to 5 years

Over 5 years

103.5

31.4

60.6

11.5

118.8

34.2

62.7

21.9

Operating lease commitments mainly refer to the lease of buildings used for operational 

purposes.

Accounting principles

Operating lease agreements are lease agreements that do not qualify as finance 

leases and are not capitalized in the balance sheet.

Other commitments and contingencies

CHF million

Current endorsement liabilities

Investments committed to purchase from third parties:

Property, plant, and equipment

Intangible assets

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

 1.0 

6.9

0.6

2.1

5.5

1.5

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dormakaba

Annual Report 2020/21

Consolidated financial statements

72

4.2 Equity accounted investments

CHF million

Investments in associates - 30 June

Increase of investments in associates

Share of profit (loss)

Investments in associates - 1 July

Result from associates

Share of profit (loss)

Accounting principles

Financial year 
ended 30.06.2021 

Financial year 
ended 30.06.2020

5.4

2.0

0.1

3.3

0.1

0.1

3.3

0.0

–0.2

3.5

–0.2

–0.2

Investments in associates and joint ventures where dormakaba Group exercises 

significant influence but does not have control (i.e. usually an interest between 20% 

and 50%) are accounted for using the equity method of accounting. Under the 

equity method, investments in associated companies and joint ventures are initially 

recognized at cost, and the carrying amount is increased or decreased to recognize 

dormakaba Group’s share of the profit or loss of the associate/joint venture after 

the date of acquisition. Profit and loss are attributed to the owners of the parent 

and to the minority interests, even if this results in a negative balance. Investments 

in which dormakaba Group does not have significant influence (i.e. dormakaba 

Group’s interest is usually less than 20%) are recorded at cost.

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Annual Report 2020/21

Consolidated financial statements

73

4.3 Business combinations and divestments

Business combinations

The following table summarizes all considerations paid for businesses, as well as the assets 

and liabilities acquired and recognized at fair value as at the acquisition date for the full 

financial year 2020/21 and for the full financial year 2019/20 in comparison.

CHF million

Total consideration

Cash paid

Deferred payment

Acquisition-related costs

Identifiable assets and liabilities

Cash and cash equivalents

Trade receivables

Inventories

Current income tax assets

Other current assets

Property, plant, and equipment

Deferred income tax assets

Current borrowings

Trade payables

Current income tax liabilities

Accrued and other current liabilities

Provisions

Non-current borrowings

Goodwill

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

 Total 

20.5 

19.9 

0.5 

0.1 

2.7 

1.4 

3.2 

0.9 

0.0 

0.8 

0.5 

0.2 

–0.4 

–1.5 

–0.3 

–1.7 

0.0 

–0.4 

17.8 

 Total 

161.3 

159.1 

1.3 

0.9 

23.9 

16.8 

4.2 

5.3 

1.8 

0.2 

0.5 

0.2 

0.0 

–0.4 

0.0 

–4.6 

–0.1 

0.0 

137.4 

In the first half year 2020/21 dormakaba has acquired E Plus Nominees Pty Ltd., based in 

Melbourne (AUS), and 1st Access Group Ltd., based in Hertfordshire (UK). In the second half-

year, dormakaba acquired Larsen's Automatic Controls, based in Central Queensland (AUS), 

R.T.R. Services Limited, based in Hertfordshire (UK), AXE (Porte Automatique Services), 

based in Champigny-sur-Marne (FR), and Judlin Fermetures, based in Paris (FR).

The goodwill resulting from these acquisitions is offset in equity against retained earnings.

Divestments
Norwegian project installation business

On 31 August 2020, dormakaba divested its project installation business in Norway. The 

buyer of the business is Låssenteret, which is a well-established Norwegian security 

installation group. With this transaction, Låssenteret and dormakaba intend to further 

strengthen their already existing commercial relationship.

Yantai DORMA Tri-Circle Lock Co. Ltd.

On 30 June 2021, dormakaba divested its 60% share in Yantai DORMA Tri-Circle Lock 

Co. Ltd. The buyer is Yantai Tri-Circle International Trading Co., Ltd. located in Shandong, 

China, and holder of the 40% minority share.

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Consolidated financial statements

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Accounting principles

Goodwill represents the excess of the consideration transferred, the amount of any 

non-controlling interest in the acquired entity and the book value as at the 

acquisition date of any previous equity interest in the acquired entity over the fair 

value of the Group’s share of the identifiable net assets acquired. Only intangible 

assets purchased separately are recognized as part of an acquisition. The positive or 

negative goodwill resulting from acquisitions is offset in equity at the date of 

acquisition against retained earnings.

If the purchase price contains elements that are dependent on future results, they 

are estimated as accurately as possible at the date of acquisition and recognized in 

the balance sheet. In the event of any disparities when the definitive purchase price 

is settled, the goodwill offset in equity is adjusted accordingly. The consequences of 

a theoretical capitalization and amortization of goodwill are explained in the note on 

the 

theoretical equity and goodwill movement (3.4)

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Consolidated financial statements

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5. Other disclosures

This section provides a general understanding of the preparation and consolidation principles 

as well as an overview of the use of accounting estimates. In addition, it details any events 

occurring between the balance sheet date and the date at which the financial statements 

are approved by the BoD.

5.1 About this report

Parent company of the Group

The parent company of the Group is dormakaba Holding AG, a company limited by shares 

that is incorporated and domiciled in Rümlang (Switzerland). The address of its registered 

office is Hofwisenstrasse 24, 8153 Rümlang, Switzerland. The company is listed on the SIX 

Swiss Exchange.

Basis for preparation

These consolidated financial statements were approved for issue by the BoD on 26 August 

2021 and will be presented for approval by the AGM on 12 October 2021.

The consolidated financial statements of dormakaba Group comply with Swiss law and have 

been prepared using the historical cost principle, except where disclosed in the accounting 

policies below, and in accordance with Swiss GAAP FER as a whole (GAAP = Generally 

Accepted Accounting Principles, FER = Fachempfehlung zur Rechnungslegung or “accounting 

and reporting recommendations”). Furthermore, the accounting complies with the provisions 

of the Listing Rules of SIX and Swiss company law. The accounting policies have been 

applied consistently by Group companies. No changes to the Swiss GAAP FER requirements 

were announced or released in the year under review.

Currency conversion

The consolidated financial statements are presented in Swiss francs (CHF), which is 

dormakaba Group’s presentation currency. Items included in the financial statements of 

each dormakaba Group company are measured using the currency of the primary economic 

environment in which that company operates (the “functional currency”).

Foreign currency transactions are converted into the functional currency of the appropriate 

entity using the exchange rates prevailing as at the dates of the transactions. Foreign 

exchange gains and losses resulting from the settlement of such transactions and from the 

translation of monetary assets and liabilities denominated in foreign currencies at year-end 

exchange rates are recognized in the income statement.

The assets and liabilities of subsidiaries reporting in currencies other than Swiss francs are 

translated at the exchange rates prevailing as at the balance sheet date. Income, expenses, 

cash flows, and other movement items are translated at average exchange rates for the 

period. All resulting exchange differences are recognized in equity. Upon consolidation, 

exchange differences arising from the translation of the net investment in foreign 

companies and from borrowings and other currency instruments designated as hedges of 

such investments are taken to equity. When a foreign operation is sold, exchange differences 

that were recorded in equity are recycled to the income statement as part of the gain or loss 

on the sale.

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Consolidated financial statements

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Basis of consolidation

The consolidated financial statements of dormakaba Group include the operations of 

dormakaba Holding AG and all direct and indirect subsidiaries. The Group controls an entity 

when the Group is exposed to, or has rights to, variable returns from its involvement with 

the entity and it has the ability to affect those returns through its power over the entity. The 

consolidated accounts are based on the annual financial statements of the individual 

subsidiaries. All companies follow the uniform measurement and reporting practices 

prescribed by the Group. In applying the full consolidation method, the assets, liabilities, 

income, and expenses of all subsidiaries are included in their entirety. Minority interests in 

equity and profit are disclosed separately. Subsidiaries are consolidated from the date 

when control is acquired. The identifiable assets and liabilities are revalued and included 

according to the acquisition method. Any difference between the cost of acquisition and the 

fair value of the Group’s share of net assets acquired constitutes goodwill. Subsidiaries sold 

are excluded from consolidation as of the date when control ceases. All intercompany 

balances, transactions, and intercompany profits are eliminated upon consolidation. 

Investments in associates and joint ventures where dormakaba Group exercises significant 

influence but does not exercise control (i.e. usually an interest between 20% and 50%) are 

accounted for using the equity method of accounting. Under the equity method, investments 

in associated companies and joint ventures are initially recognized at cost, and the carrying 

amount is increased or decreased to recognize dormakaba Group’s share of the profit or 

loss of the associate/joint venture after the date of acquisition. Profit and loss are 

attributed to the owners of the parent and to the minority interests, even if this results in a 

negative balance. Investments in which dormakaba Group does not have significant 

influence (i.e. dormakaba Group’s interest is usually less than 20%) are recorded at cost.

Companies established or acquired or those in which the Group increases its interest and 

thereby obtains control during the year are consolidated as of the date of establishment or 

the date when control commences. Companies are deconsolidated as of the date that 

control effectively ceases upon disposal or a reduction in ownership interest. This rule is 

applied similarly to investments in associates.

In the event that shares of a Group company or associated company are sold, the difference 

between the proceeds from the sale and the proportional book value of the net assets, 

including historical goodwill, is recognized as a gain or loss in the income statement.

The Group treats transactions with minority interests that do not result in a loss of control 

as transactions with the equity owners of the Group. A change in ownership interest results 

in an adjustment between the carrying amounts of the controlling interests and minority 

interests to reflect their relative interests in the subsidiary.

Use of estimates

The preparation of financial statements in accordance with Swiss GAAP FER requires the 

use of estimates and assumptions, which have an effect on the reported value of assets and 

liabilities, the disclosure of contingent assets and liabilities at the date of the financial 

statements, and the reported value of revenues and expenses during the reporting period. 

Although these estimates are based on Management’s best knowledge of current events as 

well as actions that dormakaba Group may undertake in the future, the actual results may 

differ from the estimates.

The Covid-19 pandemic continues to have a significant impact on the global economic 

environment. dormakaba has reviewed all areas involving significant accounting estimates 

and assumptions. In this review process also net book values of 

property, plant, and 

equipment (2.3) intangible assets (2.3)

, 

 and goodwill which is disclosed in note 

theoretical 

equity and goodwill movement (3.4)

, were assessed for impairments. Other areas, such as 

valuation of 

trade receivables (2.1) inventories (2.2)

, 

 and 

provisions (2.4)

 were also in the 

focus of review. In this context an impairment of goodwill is disclosed in note  

theoretical 

equity and goodwill movement (3.4)

. As goodwill is fully offset in equity at the date of 

acquisition, an impairment does not affect income. There was no impairment loss to be 

recorded in the consolidated income statement as a result of the review. In addition, the 

ongoing Covid-19 pandemic has no material impact on the remaining significant accounting 

estimates and assumptions.

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Consolidated financial statements

77

The most important accounting estimates are described in a blue box at the end of the note 

to which they relate as per the following table:

Use of accounting estimates

Deferred income taxes

Provisions

Testing goodwill and assets for impairment

Accrued pension costs and benefits

Note

1.5

2.4

2.3, 5.1

2.5

In accordance with Swiss GAAP FER, assets are subject to an impairment test based on 

indicators reflecting a possible impairment of the individual assets. Therefore, the following 

accounting estimates apply to all assets in general.

Use of accounting estimates

For the purpose of testing impairment, goodwill and assets are grouped in cash-

generating units for which cash flows are separately identifiable. The Group 

estimates the recoverable amount of those cash-generating units, which generally 

represent their value in use. Value in use is assessed using the discounted cash flow 

method. The estimates used in these calculations are based on updated budgets 

and medium-term plans covering a period of three years. Cash flows beyond the 

projection period are extrapolated in perpetuity.

When the carrying amount exceeds its recoverable amount, an impairment loss is 

recognized separately in the income statement. The recoverable amount is the 

higher of fair value less cost of disposal and value in use.

Alternative performance measures (APM)

Some of the key figures used by dormakaba to measure the financial performance are not 

defined by Swiss GAAP FER. The comparability of these figures with those of other 

companies might be limited. Explanations and reconciliations of these APMs are disclosed 

below. 

Adjusted EBITDA and EBITDA margin - Exceptional items affecting comparability

Reported EBITDA is adjusted for exceptional items affecting the comparability (IAC) of 

Group’s financial performance between periods. Items affecting comparability include 

events and transactions which are exceptional for the period of occurrence or outside the 

course of normal business.

Adjusted EBITDA margin is calculated as the ratio of adjusted EBITDA to net sales.

Capital expenditure

Capital expenditure (Capex) consists of the additions in property, plant, and equipment and 

the additions of intangible assets.

CHF million

Capital expenditure

Additions of property, plant, and equipment

Additions of intangible assets

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

76.1

46.6

29.5

94.9

59.6

35.3

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Consolidated financial statements

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Free cash flow and free cash flow before acquisitions/divestments

Free cash flow consists of cash flow from operating activities together with cash flow from 

investing activities. Free cash flow before acquisitions/divestments excludes the cash 

effective movements arising from acquisitions/divestments. 

CHF million

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Free cash flow before acquisitions/divestments

Acquisition of subsidiaries, net of cash acquired

Sale of subsidiaries, net of cash sold

Acquisition of associates and joint ventures

Free cash flow

Net cash from operating activities

Net cash used in investing activities

239.5

–18.6

–0.9

–2.0

218.0

313.5

–95.5

242.9

–147.2

0.0

0.0

95.7

328.1

–232.4

Net working capital

Net working capital is used by the Group to measure the efficiency of the segment in 

managing financial resources and complements the Group’s performance management. 

dormakaba defines net working capital as trade receivables plus inventories, minus the sum 

of trade payables, advances from customers and deferred income.

CHF million

Net working capital

Trade receivables

Inventories

Trade payables

Advances from customers

Deferred income

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

2.1 

2.2 

641.6

424.5

450.6

–169.1

–30.6

–33.8

631.9

388.1

445.0

–129.0

–38.8

–33.4

Operating cash flow margin

Operating cash flow margin is calculated as the ratio of net cash from operating activities 

to net sales.

CHF million

Operating cash flow margin

Net sales

Net cash from operating activities

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

1.2 

12.5%

2,499.7

313.5

12.9%

2,539.8

328.1

Operating profit before depreciation and amortization (EBITDA)

Earnings before interest, taxes, depreciation, and amortization (EBITDA) corresponds to the 

operating result (EBIT) before depreciation on tangible fixed assets and amortization on 

intangible assets.

CHF million

Operating profit (EBIT)

Depreciation and amortization

Operating profit before depreciation and amortization 
(EBITDA)

Depreciation and amortization

Result from associates

Financial expenses

Financial income

Profit before taxes

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

274.3

78.8

353.1

–78.8

0.1

–26.7

1.9

249.6

253.2

71.8

325.0

–71.8

–0.2

–43.2

1.4

211.2

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Consolidated financial statements

79

Organic sales growth

Organic growth in sales refers to the growth compared to the same period of previous year 

adjusted for the impacts from currency translation as well as impacts from acquisition and 

divestment.

5.2 Events occurring after the balance sheet date

On 23 August 2021, dormakaba signed an agreement to acquire the Australian Reliance 

Doors and Best Doors Australia Groups (RELBDA), thus strengthening its position in door 

automation. The group of companies is a well-established provider in the Australian market 

with reputable brands for residential garage doors, automatic openers, industrial overhead 

doors as well as related services. RELBDA has manufacturing sites located in Brisbane, 

Sydney, Melbourne, and Adelaide. This transaction will allow dormakaba to further diversify 

and expand its footprint into the residential sector of the Australian market by combining 

the products to integrated solutions for a seamless home access. 

On 2 July 2021, dormakaba signed an agreement to acquire Solus Security Systems Pvt Ltd, 

a market leader for integrated Electronic Access & Data solutions in India. Based in 

Bangalore (India) with multiple further locations, Solus provides integrated solutions for 

Access Control, Time and Attendance, Visitor Management, Vehicle Access and Security, as 

well as the services required for managing these solutions. The transaction was closed on 

15 July 2021.

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dormakaba

Annual Report 2020/21

Consolidated financial statements

80

5.3 Legal structure of the dormakaba Group

As at 30 June 2021

List of substantial Group and associated companies

Share capital 
in local currency 
(000)

Voting 
rights in %

  Group companies with shareholdings

dormakaba Holding AG, Rümlang/CH

dormakaba Holding GmbH + Co. KGaA, Ennepetal/DE

  CHF  

  EUR  

 420.0  

   Publicly Listed Company

 27,642.1  

52.5  dormakaba Holding AG

dormakaba Beteiligungs-GmbH, Ennepetal/DE

  EUR  

 1,000.0  

52.5  dormakaba Holding AG

All of the following companies are held directly or indirectly by dormakaba Holding GmbH + Co. KGaA. The voting rights listed for these companies represent the voting 
rights of this sub-holding. dormakaba shareholders ultimately benefit from the 52.5% share of the cash flows generated by these entities.

dormakaba International Holding AG, Rümlang/CH

  CHF  

 101.0   

100  dormakaba Holding GmbH + Co. KGaA

47.5  Familie Mankel Industriebeteiligung 

GmbH + Co. KGaA

ADUK Products Ltd., Nuneaton/GB

Advanced Diagnostics Ltd., Nuneaton/GB

Aluminium Services Inc., Randolph/US

Alvarado Manufacturing Co. Inc., Chino/US

any2any GmbH, Munich/DE

ATM-Türautomatik GmbH, Gleisdorf/AT

AXE S.A.S., Champigny-sur-Marne/FR

Corporación Cerrajera Alba, S.A. de C.V., Edo. de México/MX 

Dörken + Mankel Verwaltungs-Gesellschaft mit beschränkter 
Haftung, Ennepetal/DE

  GBP  

  GBP

  USD  

  USD  

  EUR  

  EUR  

  EUR  

  MXN  

  EUR  

 0.1  

 0.1   

 30.0  

100.0  

 35.9  

 35.0  

 38.1  

100  Kaba Holding (UK) Ltd.

100  ADUK Products Ltd.

100  dormakaba USA Inc.

100  dormakaba U.S. Holding Ltd.

26  dormakaba International Holding GmbH

100  dormakaba Austria GmbH

100  dormakaba France S.A.S.

 202,059.4  

100  dormakaba Canada Inc.

 30.0  

100  dormakaba Holding GmbH + Co. KGaA

DORMA Arabia Automatic Doors Company Ltd., Dammam/SA

  SAR  

 10.0  

95  Dorma- Vertrieb-International GmbH

DORMA Door Controls Pty. Ltd., Hallam/AU 

DORMA Ghana Limited, Accra/GH 

DORMA HUEPPE Pty. Ltd., Regents Park/AU

DORMA Hüppe Asia Sdn. Bhd., Senai, Johor/MY

5  DORMA Produktion International GmbH

  AUD  

  GHS  

  AUD  

  MYR

 910.7  

100  Dorma- Vertrieb-International GmbH

 1,850.0  

 5,374.4  

100  Dorma- Vertrieb-International GmbH

100  DORMA Door Controls Pty. Ltd.

 2,510.0   

100  DORMA Hüppe Raumtrennsysteme 

GmbH

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DORMA Hüppe Austria GmbH, Linz/AT

  EUR  

 146.0  

100  DORMA Hüppe Raumtrennsysteme 

GmbH

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DORMA Hüppe S.A., Brugge/BE

  EUR  

 3,300.0  

100  DORMA Hüppe Raumtrennsysteme 

DORMA Ireland Ltd., Kildare/IE

DORMA Hüppe Raumtrennsysteme GmbH, Westerstede/DE

DORMA Produktion International GmbH, Ennepetal/DE    

DORMA UK Ltd., Hitchin/GB

1ST ACCESS GROUP LIMITED, Willenhall/GB

Dorma- Vertrieb-International Gesellschaft mit beschränkter 
Haftung, Ennepetal/DE

DORMA-Glas GmbH, Bad Salzuflen/DE

dormakaba (China) Technologies Ltd., Shenzhen/CN

dormakaba (Thailand) Ltd., Bangkok/TH

dormakaba Access Indonesia, PT, Jakarta/IN

dormakaba Access Solutions LLC, Doha/QA

dormakaba Access Solutions (China) Ltd./Shanghai/CN

dormakaba Australia Pty. Ltd., Hallam/AU

dormakaba Austria GmbH, Herzogenburg/AT

dormakaba Belgium N.V., Bruges/BE

dormakaba Brasil Soluções de Acesso Ltda., São Paulo/BR

dormakaba Bulgaria Ltd., Sofia/BG

dormakaba Canada Inc., Montreal/CA

dormakaba Cesko s.r.o., Praha/CZ

dormakaba China Ltd, Suzhou/CN

dormakaba Danmark A/S, Albertslund/DK

dormakaba Deutschland GmbH, Ennepetal/DE 

DORMAKABA DOO BEOGRAD, Beograd/RS

dormakaba EAD GmbH, Villingen-Schwenningen/DE 

dormakaba España S.A.U., Madrid/ES

dormakaba Eurasia LLC, Moscow/RU

  EUR  

  EUR  

  EUR  

  GBP  

  GBP  

  EUR  

  EUR  

  CNY  

  THB  

  IDR

  QAR  

  CNY  

  AUD  

  EUR  

  EUR  

  BRL  

  EUR  

  CAD 

  CZK  

  CNY  

  DKK  

  EUR  

  RSD  

  EUR  

  EUR  

  RUB  

GmbH

 1,500.0  

100  Dorma- Vertrieb-International GmbH

 3’000.00  

100  dormakaba Holding GmbH + Co. KGaA

 60.0  

100  dormakaba Deutschland GmbH

 250.0   

100  dormakaba Nederland B.V.

 1.2   

100  DORMA UK Ltd., Hitchin/GB

 110.0  

100  dormakaba Deutschland GmbH

 520.0  

100  dormakaba Deutschland GmbH

 69,500.0  

100  dormakaba Hong Kong Limited

 13,490.0   

100  Dorma- Vertrieb-International GmbH

 2,555,199.5  

90  Dorma- Vertrieb-International GmbH

10  DORMA Produktion International GmbH

 200.0  

 760.0  

 10.7  

100  Dorma- Vertrieb-International GmbH

100  Dorma- Vertrieb-International GmbH

100  DORMA Door Controls Pty. Ltd.

 1,460.0   

100  dormakaba International Holding AG

 2,416.3   

100  dormakaba International Holding AG

 35,160.7  

100  dormakaba International Holding AG

 1,314.1  

100  Dorma- Vertrieb-International GmbH

 1.0  

100  dormakaba International Holding AG

 100.0   

100  Dorma- Vertrieb-International GmbH

 127,759.1  

100  Dorma- Vertrieb-International GmbH

 696.0   

100  dormakaba International Holding AG

 126,780.0  

100  dormakaba Holding GmbH + Co. KGaA

 4,474.3   

100  Dorma- Vertrieb-International GmbH

 819.1  

100  dormakaba Holding GmbH + Co. KGaA

 600.0   

100  dormakaba International Holding AG

 213,000.0  

100  Dorma- Vertrieb-International GmbH

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dormakaba

Annual Report 2020/21

Consolidated financial statements

81

dormakaba Finance AG, Rümlang/CH

dormakaba Services B.V., Dodewaard/NL

dormakaba Finance GmbH, Ennepetal/DE

dormakaba France S.A.S., Créteil/FR

dormakaba Gulf FZE, Dubai/AE

dormakaba Hong Kong Limited, Hong Kong/HK

dormakaba Hrvatska d.o.o., Zagreb/HR

dormakaba Immobilien GmbH, Villingen-Schwenningen/DE

dormakaba India Private Limited, Chennai/IN

dormakaba International Holding GmbH, Ennepetal/DE

dormakaba Italia Srl., Milano/IT

dormakaba Japan Co. Ltd., Tokyo/JP

dormakaba Kapi Ve Güvenlik Sistemleri Sanayi Ve Ticaret A.S., 
Istanbul/TR

  CHF  

  EUR  

  EUR  

  EUR  

  USD  

  HKD  

  HRK  

  EUR  

  INR

  EUR  

  EUR  

  JPY

  TRY  

 100.0   

100  dormakaba Holding GmbH + Co. KGaA

 100.0  

 25.0  

100  dormakaba Nederland B.V.

100  dormakaba Holding GmbH + Co. KGaA

 5,617.2  

100  dormakaba International Holding AG

 9,524.9   

100  Dorma- Vertrieb-International GmbH

 100.0   

100  dormakaba Nederland B.V.

 5,650.0   

100  Dorma- Vertrieb-International GmbH

 50.0  

100  dormakaba Holding GmbH + Co. KGaA

 1,147,197.3  

100  Dorma- Vertrieb-International GmbH

 1,000.0   

100  dormakaba Holding GmbH + Co. KGaA

 260.0   

100  dormakaba Schweiz AG

 120,000.0  

100  dormakaba Schweiz AG

 3,750.0  

99  Dorma- Vertrieb-International GmbH

1  dormakaba Deutschland GmbH

dormakaba Kenya Limited, Nairobi/KE

  KES  

 40,000.0   

99  Dorma- Vertrieb-International GmbH

dormakaba Korea Inc., Seoul/KR

dormakaba Kuwait for Ready Made Windows LLC, Kuwait City/
KW

dormakaba Luxembourg S.A., Wecker/LU

dormakaba Magyarorszàg Zrt., Budapest/HU

dormakaba Malaysia SDN BHD, Selangor/MY

dormakaba Maroc SARL, Casablanca/MA

dormakaba México, S. de R.L. de C.V., Mexico City/MX

dormakaba Middle East (LLC), Dubai/AE

dormakaba Middle East SPV Limited, Abu Dhabi/AE

dormakaba Nederland B.V., Dodewaard/NL

dormakaba New Zealand Limited, Auckland/NZ

dormakaba Norge A/S, Drammen/NO 

dormakaba Philippines Inc., Makati City/PH

dormakaba Polska sp.z.o.o., Konstancin-Jeziorna/PL

dormakaba Portugal, Unipessoal Lda., Lisbon/PT

dormakaba Production GmbH + Co. Kommanditgesellschaft, 
Ennepetal/DE, Singapore/SGP

dormakaba Production GmbH, Ennepetal/DE

dormakaba Production Malaysia SDN. BHD., Melaka/MY

dormakaba Romania S.R.L., Bucharest/RO

dormakaba Schweiz AG, Wetzikon/CH 

dormakaba Singapore Pte Ltd, Singapore/SGP

dormakaba Slovensko s.r.o, Bratislava/SK

dormakaba South Africa (Pty.) Ltd., Johannesburg/ZA

dormakaba Suomi Oy, Helsinki/FI

dormakaba Sverige AB, Västra Frölunda/SE

dormakaba Ukraine LLC, Kiev/UA

dormakaba Uruguay S.A, Montevideo/UY

dormakaba U.S. Holding Ltd., Wilmington/US

dormakaba USA Inc., Wilmington/US 

dormakaba Workforce Solutions LLC, Wilmington/US

E Plus Nominees Pty. Ltd., Hallam/AU

E Plus Building Products Pty. Ltd., Hallam/AU

Farpointe Data Inc., San Jose/US

Fermetures GROOM S.A.S., Javené/FR

Forponto Informática S.A., São Paulo/BR

Grupo Klaus S.A.C., Lima/PE

H. Cillekens & ZN BV, Roermond/NL

Judlin Fermetures S.A.R.L., Paris/FR

Kaba do Brasil Ltda., São Paulo/BR

  KRW  

  KWD  

  EUR  

  HUF  

  MYR  

  MAD  

  MXN  

  AED  

  AED  

  EUR  

  NZD  

  NOK  

  PHP  

  PLN  

  EUR  

  EUR  

  EUR  

  MYR  

  RON  

  CHF  

  SGD  

  EUR  

  ZAR  

  EUR  

  SEK  

  EUR  

  UYU  

  USD  

  USD  

  USD  

  AUD  

  AUD  

  USD  

  EUR  

  BRL  

  PEN  

  EUR  

  EUR  

  BRL  

1  dormakaba Deutschland GmbH

 150,000.0  

100  Dorma- Vertrieb-International GmbH

 10.0  

49  Dorma- Vertrieb-International GmbH

51  dormakaba Middle East SPV Ltd.

 15,191.6  

100  dormakaba International Holding AG

 251,000.0  

100  dormakaba Luxembourg S.A.

 800.0  

100  dormakaba Nederland B.V.

 2,000.0  

100  Dorma- Vertrieb-International GmbH

 3.0  

96.6  Dorma- Vertrieb-International GmbH

3.4  dormakaba Deutschland GmbH

 7,700.0  

100  Dorma- Vertrieb-International GmbH

 N/A  

 11.7  

100  dormakaba International Holding AG

100  Dorma- Vertrieb-International GmbH

 384.0   

100  dormakaba Nederland B.V.

 1,769.0  

100  dormakaba International Holding AG

 18,000.0   

100  Dorma- Vertrieb-International GmbH

 10,000.0  

100  dormakaba International Holding AG

 50.0  

100  Dorma- Vertrieb-International GmbH

 2,560.0  

100  dormakaba Deutschland GmbH

 50.0  

100  dormakaba Deutschland GmbH

 5,000.0   

100  Dorma- Vertrieb-International GmbH

 4,705.8   

100  Dorma- Vertrieb-International GmbH

 6,800.0  

100  dormakaba International Holding AG

 2,000.0   

100  dormakaba Production GmbH + Co. KG

 6.6   

100  Dorma- Vertrieb-International GmbH

 1.0  

 67.3  

 500.0  

 250.0   

100  Dorma- Vertrieb-International GmbH

100  Dorma- Vertrieb-International GmbH

100  dormakaba Nederland B.V.

99  Dorma- Vertrieb-International GmbH

1  dormakaba Deutschland GmbH

 10.8   

100  Dorma- Vertrieb-International GmbH

 235,000.0   

59.52  dormakaba Schweiz AG

17  dormakaba Nederland B.V.

23.48  dormakaba International Holding AG

 1.0  

 19.7   

 0.4   

 0.2   

100  dormakaba U.S. Holding Ltd.

100  dormakaba U.S. Holding Ltd.

100  DORMA Door Controls Pty. Ltd.

100  E Plus Nominees Pty. Ltd.

 1,701.7  

 1,500.0  

100  dormakaba USA Inc.

100  dormakaba France S.A.S.

 10.0  

100  Task Sistemas de Computação S.A.

 11,516.2  

100  dormakaba International Holding AG

 15.9  

 100.0  

100  dormakaba Nederland B.V.

100  dormakaba France S.A.S.

 32,051.2  

100  dormakaba International Holding AG

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dormakaba

Annual Report 2020/21

Consolidated financial statements

82

Kaba Holding (UK) Ltd., London/GB

Kaba Holding AG, Rümlang/CH

Kaba Ilco Corp., Rocky Mount/US

Kaba Jaya Security Sdn. Bhd., Selangor/MY 

Kaba Ltd., Tiverton/GB

Kaba Mas LLC, Lexington/US

Kaba Security Systems Private Limited, Chennai/IN

Kilargo Pty. Ltd., Hallam/AU

KIWS Property LLC, Delaware/US

Lasservice Midt-Norge A/S, Drammen/NO

Legic Identsystems AG, Wetzikon/CH

Mauer Thüringen GmbH, Bad Berka/DE 

Minda Silca Engineering Pvt. Ltd., New Delhi/IN

Modernfold Inc., Greenfield/US

Modernfold of Nevada LLC., Greenfield/US

Path Line (China) Ltd., Hong Kong/HK

Poksundo GmbH, Villingen-Schwenningen/DE

Rafi Shapira & Sons Ltd., Rishon LeZion/IL

Resolute Testing Laboratories Pty. Ltd., Hallam/AU

R.T.R. Services Limited, Derbyshire/GB

Seca Solutions A/S, Sandnes/NO

Silca GmbH, Velbert/DE

Silca Key Systems S.A., Barcelona/ES

Silca S.A.S., Porcheville/FR

Silca S.p.A., Vittorio Veneto/IT

  GBP  

  CHF  

  USD  

  MYR  

  GBP  

  USD  

  INR

  AUD  

  NOK  

  CHF  

  EUR  

  INR

  USD  

  USD  

  HKD  

  EUR  

  ILS

  AUD  

  GBP  

  NOK  

  EUR  

  EUR  

  EUR 

  EUR  

 173.0  

 100.0  

100  dormakaba International Holding AG

100  dormakaba International Holding AG

 56,897.6   

100  dormakaba U.S. Holding Ltd.

 350.0  

70  dormakaba Schweiz AG

30  dormakaba International Holding AG

 6,300.0   

100  Kaba Holding (UK) Ltd. 

 880.7   

100  dormakaba U.S. Holding Ltd.

 59,630.8  

100  dormakaba India Private Limited

 1.0   

 N/A   

 100.0  

 500.0  

 255.7  

100  DORMA Door Controls Pty. Ltd.

100  dormakaba USA Inc.

100  dormakaba Norge A/S

100  dormakaba Schweiz AG

100  dormakaba EAD GmbH

 107,510.0  

65  dormakaba International Holding AG

 0.0   

 0.0  

100  dormakaba USA Inc.

100  Modernfold Inc.

 113,900.0  

100  Wah Yuet Hong Kong Limited

 50.0  

50  dormakaba International Holding GmbH

 0.1  

 0.1   

30  Dorma- Vertrieb-International GmbH

100  Kilargo Pty. Ltd.

 6,270.0   

100  DORMA UK Ltd.

 3,000.0  

100  dormakaba Norge A/S

 358.0  

 162.3  

 797.7  

100  dormakaba Holding GmbH + Co. KGaA

100  dormakaba Luxembourg S.A.

100  dormakaba France S.A.S.

 10,000.0   

97  dormakaba Luxembourg S.A.

3  dormakaba Schweiz AG

Silca South America S.A., Tocancipa/CO

  COP  

 4,973,013.8  

65.92  dormakaba International Holding AG

Skyfold Inc., Quebec/CA

Smart Access Solutions Company Ltd., Riyadh/SA

Task Sistemas de Computação S.A., Rio de Janeiro/BR

TLHM Co. Ltd., Taiwan/TWN

WAH MEI Access Security Technology Co. LTD. Taishan/CN

Wah Yuet Hong Kong Limited, Hong Kong/HK 

Wah Yuet (Ng’s) Overseas Co. Ltd., Tortola/VG

Wah Yuet Industrial Co. Ltd., Hong Kong/HK 

  CAD  

  SAR  

  BRL  

  TWD  

  USD  

  HKD  

  USD  

  HKD  

32.52  dormakaba Schweiz AG

 113,994.5   

100  dormakaba Canada Inc.

 25.0   

100  dormakaba Middle East SPV Limited

 26,438.7  

100  dormakaba International Holding AG

 270,000.0   

100  dormakaba International Holding AG

 15,000.0   

100  Wah Yuet Hong Kong Limited

 560,250.0   

100  dormakaba Schweiz AG

 13,289.0  

 1,000.0  

100  Wah Yuet Hong Kong Limited

100  Wah Yuet Hong Kong Limited

Apart from dormakaba Holding AG in Rümlang, none of the companies in the dormakaba Group’s scope of consolidation is listed on a stock exchange. The 

registered shares of dormakaba Holding AG are traded on the SIX Swiss Exchange (security no./ISIN: 1179595/CH 0011795959). As at 30 June 2021, the 

company’s market capitalization was CHF 2,628.4 million.

This disclosure meets the requirements of the GRI standards (Disclosure 102-45). 

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dormakaba

Annual Report 2020/21

Consolidated financial statements

83

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dormakaba

Annual Report 2020/21

Consolidated financial statements

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dormakaba

Annual Report 2020/21

Consolidated financial statements

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dormakaba

Annual Report 2020/21

Consolidated financial statements

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

87

dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

88

Balance sheet

Assets

CHF million

Current assets

Cash and cash equivalents

Other current assets: third parties

Total current assets

Non-current assets

Investments

Loans to Group companies

Total non-current assets

Total assets

Liabilities and equity

CHF million

Current liabilities

Other current liabilities: third parties

Accruals

Total current liabilities 

Long-term provisions

Equity

Share capital

Legal capital reserves

- reserves from capital contributions

Legal  reserves

Reserves for treasury shares

Statutory retained earnings

- available earnings carried forward

Net profit for the year

Total equity

Total liabilities and equity

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

0.2

0.1

0.3

704.9

171.7

876.6

876.9

0.1

0.0

0.1

704.9

170.9

875.8

875.9

2.1 

2.2 

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

2.3 

2.4 

2.6 

1.3

0.1

1.4

11.3

0.4

71.6

261.0

23.0

464.0

44.2

864.2

876.9

0.7

0.1

0.8

11.3

0.4

93.5

261.0

31.4

411.3

66.2

863.8

875.9

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

89

Income statement

CHF million

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

Note 

Operating revenues

Dividend income from investments

Interest from loans to Group companies

Total operating revenues

Operating expenses

Financial expenses

Personnel expenses

Other operating expenses

Direct taxes

Total operating expenses

Net profit for the period

3.1 

3.2 

3.3 

3.4 

46.0

5.3

51.3

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–1.2

–0.3

–7.1

44.2

67.5

5.4

72.9

–3.6

–1.8

–1.0

–0.3

–6.7

66.2

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

90

Notes to the financial statements

1. Principles

1.1 General

These annual financial statements were prepared in accordance with the provisions of the 

Swiss accounting law (Title 32 of the Swiss Code of Obligations [CO]). The main valuation 

principles applied that are not prescribed by law are described below.

In accordance with the provisions of the Swiss accounting law (article 961d para. 1 CO), the 

company does not provide a management report, a cash flow statement, or additional 

information in the notes and refers instead to the consolidated financial statements of 

dormakaba Holding AG for the relevant information.

1.2 Loans to Group companies and other financial assets

Loans granted to Group companies and other financial investments in foreign currencies are 

valued at the market rate on the balance sheet date. The valuation is at nominal values, 

taking into consideration any impairment required. 

1.3 Investments

Investments are valued in accordance with the principle of individual valuation. General value 

adjustments can be applied. 

1.4 Dividend income

Dividend income is recorded when payment is received.

2. Information on balance sheet items

2.1 Investments

Share capital
in local currency

Voting rights 
in %

dormakaba Holding GmbH + Co. KGaA, Ennepetal/DE

dormakaba Beteiligungs-GmbH, Ennepetal/DE

EUR 

EUR 

27,642,105  

1,000,000  

 52.5 

 52.5 

There are no changes to the investments. 

2.2 Loans to Group companies

Counterparty

Currency 

Interest 
rate 

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

dormakaba International Holding AG, 
Rümlang/CH

Total loans to Group companies

CHF 

1.00% 

171.7

171.7

170.9

170.9

2.3 Long-term provisions

These provisions relate to general risks.

2.4 Share capital

As at 30 June 2021, the share capital amounted to CHF 420,002.60 divided into 4,200,026 

registered shares at a par value of CHF 0.10.

Conditional capital as at 30 June 2021 amounted to CHF 42,438.40.

In accordance with the resolution of the Annual General Meeting (AGM) of 22 October 2019, 

the Board of Directors (BoD) is authorized to increase the share capital by no later than 

22 October 2021 up to a maximum amount of CHF 42,000 by issuing a maximum of 

420,000 fully paid-in registered shares with a nominal value of CHF 0.10 each. The increase 

may be made in partial amounts.

No shares were issued out of the authorized capital in the year under review. 

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

91

2.5 Principal shareholders

As at 30.06.2021 
No. of shares 
at CHF 0.10 
par value

As at 30.06.2020 
No. of shares 
at CHF 0.10 
par value

%

%

Pool Shareholders 1)

1,187,875

28.3

1,205,449

28.7

Group’s treasury shares

31,259

0.7

42,810

1.0

Public shareholders

Other public shareholders

Total public shareholders

BoD and EC members 2)

BoD members

EC members

Less double-counting in respect of Riet 
Cadonau 3)

Total BoD and EC members

Less double-counting in respect of Pool 
Shareholders 4)

2,951,387

2,951,387

70.3

70.3

2,926,306

2,926,306

69.7

69.7

558,186

12,088

–

570,274

13.3

0.3

0.0

13.6

553,987

17,497

–5,840

565,644

13.2

0.4

–0.1

13.5

–540,769

–12.9

–540,183

–12.9

Total shares

4,200,026

100.0

4,200,026

100.0

1) The following persons are party to the pool agreement dated 29 April 2015: Familie Mankel 

Industriebeteiligungs GmbH + Co. KGaA / Ennepetal, Mankel Family Office GmbH / Ennepetal, KRM 
Beteiligungs GmbH / Ennepetal, Christine Mankel / Ennepetal, Stephanie Brecht-Bergen / Düsseldorf, 
as well as Martina Bössow / Meilen, heirs of Ulrich Bremi / Zollikon, Balz Dubs / Zurich, Karina Dubs / 
Zurich, Kevin Dubs / Zurich, Linus Dubs / Zurich, Anja Flückiger / Herrliberg, Christian Forrer / Bern, 
heirs of Karin Forrer / Muri, Anna Katharina Kuenzle / Thalwil, Clive Kuenzle / Zurich, Michael Kuenzle / 
Meilen, Alexandra Sallai / Worb, Christoph Sallai / Bern, Andrea Ullmann / Zollikon, Sascha Ullmann / 
Zollikon, Adrian Weibel / Meilen and Tonia Weibel / Meilen.

2) Including related parties.

3) Shareholdings of Riet Cadonau as at 30 June 2021 are included only under BoD members because 

effective as of 1 April 2021, he stepped down from his position as CEO and EC member, and continued
his role as BoD Chair.

4) Shareholdings of Pool Shareholders who are also BoD members are included under Pool Shareholders

and BoD members.

2.6 Treasury shares

Treasury shares at the 
beginning of the period

Purchase

Share-based compensation

Revaluation

Treasury shares at the end 
of the period

Treasury shares held in 
other Group entities

Financial year ended 30.06.2021

Financial year ended 30.06.2020

CHF million   Number of shares

CHF million   Number of shares

0.0

1.0

–0.9

–0.1

0.0

–

1,746

–1,746

–

–

0.0

1.1  

–1.0

–0.1

0.0

–

1,787

–1,787

–

–

23.0

31,259

31.4  

42,810

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

92

3. Information on the income statement

3.1 Dividend income

The dividend income for the year is CHF 46.0 million (2019/20: CHF 67.5 million).

3.2 Financial expenses

The financial expenses relate primarily to guarantee fees paid to dormakaba Holding GmbH 

+ Co. KGaA to guarantee the bond issued by dormakaba Finance AG.

3.3 Other operating expenses

The main expense items relate to external consulting services and marketing expenses. 

3.4 Direct taxes

Direct taxes comprise capital taxes and income taxes.

4. Other information

4.1 General information

dormakaba Holding AG is incorporated and domiciled in Rümlang (Switzerland). The address 

of its registered office is Hofwisenstrasse 24, 8153 Rümlang, Switzerland.

The company is listed on the SIX Swiss Exchange. 

4.2 Full-time equivalents

As at 30 June 2021, dormakaba Holding AG did not employ any personnel. 

4.3 Contingent liabilities

CHF million

Guarantees

Of which used

Financial year 
ended 30.06.2021

Financial year 
ended 30.06.2020

693.7 

0.0 

693.7 

0.0 

As in the previous year, the guarantees disclosed relate to the guarantee accorded to the 

bondholders for the bonds issued by dormakaba Finance AG in the total nominal amount of 

CHF 680.0 million.

The dormakaba companies in Switzerland are treated as a single entity for VAT purposes 

(Group taxation article 13 Swiss VAT Act). If one company is unable to meet its payment 

obligations to the taxation authorities, the other Group companies within the tax group are 

jointly and severally liable.

5. Conditional and authorized capital

Financial year ended 30.06.2021

Financial year ended 30.06.2020

Share capital 
value in CHF   Number of shares

Share capital 
value in CHF   Number of shares

Conditional capital at the 
end of the period

Authorized capital  at the 
end of the period

42,438

424,384

42,438  

424,384

42,000

420,000

42,000  

420,000

Conditional capital of CHF 36,000 (2019/20: CHF 36,000) is earmarked for the coverage of 

convertible bonds and warrant bonds, plus CHF 6,438.40 (2019/20: CHF 6,438.40) for shares 

or share options to associates and BoD members of which CHF 0 (2019/20: CHF 0) were 

exercised in the 2020/21 financial year.

The authorized capital at financial year-end amounts to CHF 42,000 (2019/20: 

CHF 42,000).

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

93

6. Shareholdings of BoD and EC members

As at the reporting date, the individual BoD and EC members (including related parties) held 

the following numbers of shares in dormakaba Holding AG. None of the BoD and EC 

members held any options.

Number of shares

BoD

Birgersson Jens

Brecht-Bergen Stephanie

Cadonau Riet 1)

Daeniker Daniel

Dörig Rolf 2)

Dubs-Kuenzle Karina

Gummert Hans

Heppner John

Hess Hans

Liu John Y. 3)

Mankel Christine

Total BoD

EC

Berninger Alwin

Bewick Stephen 4)

Brinker Bernd

Cadonau Riet 1)

Häberli Andreas

Housten Alex

Kincaid Michael 5)

Lee Jim-Heng

Lichtenberg Jörg 5)

Soussan Sabrina 6)

Zocca Stefano

Total EC

Financial year 
ended 30.06.2021  

Financial year 
ended 30.06.2020

 1,919 

 220,323 

 7,015 

 1,854 

 2,721 

 99,913 

 929 

 1,117 

 1,790 

 72 

 220,533 

 558,186 

 339 

 312 

 1,964 

 2,530 

 617 

 2,725 

 1,233 

 2,368 

 12,088 

 347 

220,156

 5,840 

 1,687 

2,626

99,746

762

 919 

1,623

220,281

553,987

 210 

 199 

 1,549 

5,840

2,265

 564 

1,543

2,329

 853 

2,145

17,497

1) BoD and EC member until 31 March 2021. Effective as of 1 April 2021, he stepped down from his 

position as EC member and continued his role as BoD Chair. Therefore, he is displayed in both groups 
for the years of membership.

2) BoD member until 20 October 2020.

3) BoD member as of 20 October 2020.

4) EC member as of 1 January 2020.

5) EC member until 30 June 2020.

6) EC Member as of 1 January 2021 and CEO as of 1 April 2021.

7. Events occurring after the balance sheet date

On 23 August 2021, dormakaba signed an agreement to acquire the Australian Reliance 

Doors and Best Doors Australia Groups (RELBDA), thus strengthening its position in door 

automation. The group of companies is a well-established provider in the Australian market 

with reputable brands for residential garage doors, automatic openers, industrial overhead 

doors as well as related services. RELBDA has manufacturing sites located in Brisbane, 

Sydney, Melbourne, and Adelaide. This transaction will allow dormakaba to further diversify 

and expand its footprint into the residential sector of the Australian market by combining 

the products to integrated solutions for a seamless home access.

On 2 July 2021, dormakaba signed an agreement to acquire Solus Security Systems Pvt Ltd, 

a market leader for integrated Electronic Access & Data solutions in India. Based in 

Bangalore (India) with multiple further locations, Solus provides integrated solutions for 

Access Control, Time and Attendance, Visitor Management, Vehicle Access and Security, as 

well as the services required for managing these solutions. The transaction was closed on 

15 July 2021.

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

94

Appropriation of retained earnings

Proposal for the appropriation of available retained earnings as at 
30 June 2021

CHF million

Financial year 
ended 30.06.2021  

Financial year 
ended 30.06.2020

Net profit for the period

Allocation from reserves for treasury shares

Statutory retained earnings carried forward from previous year 

Unappropriated retained earnings at the end of the period

Allocation from reserves from capital contributions 1)

Total at the AGM’s disposal

44.2  

8.4  

455.6  

508.2  

26.3  

534.5  

66.2

7.3

404.0

477.5

21.9

499.4

1) Reserves from capital contributions will only be released in the amount of the resolution of the AGM.

The BoD will propose to the shareholders at the AGM on 12 October 2021 a total distribution 

of CHF 52.6 million on the basis of the share capital of CHF 420,002 (4,200,026 shares at 

CHF 0.10) without contribution to other reserves, to be equally paid out from the reserves 

from capital contributions and statutory retained earnings:

• CHF 26.3 million (2019/20: CHF 22.1 million) from capital contributions without 

deduction of Swiss withholding tax; and

• CHF 26.3 million (2019/20: CHF 22.1 million) from statutory retained earnings subject 

to Swiss withholding tax

CHF million

Distribution from reserves from capital contributions 1)

Dividend distribution from statutory retained earnings 1)

To be carried forward

Total at the AGM’s disposal

Proposal to 
the AGM 2021  

Approved by
the AGM 2020

26.3  

26.3  

481.9  

534.5  

21.9

21.9

455.6

499.4

1) Calculated based on the number of total shares as at 30 June 2021. The total amount of the 

distribution depends on the number of shares entitled to dividend as at 13 October 2021. Treasury 
shares are not entitled to dividend payout.

After approval of this proposal by the AGM, the distribution from the reserves from capital 

contributions as well as dividend distribution from statutory retained earnings will be paid 

out on 18 October 2021 according to the instructions received: CHF 12.50 (2019/20: 

CHF 10.50) gross per listed registered share at CHF 0.10 par value.

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

95

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

97

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dormakaba

Annual Report 2020/21

Financial statements dormakaba Holding AG

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dormakaba

Annual Report 2020/21

Corporate Governance

99

dormakaba

Annual Report 2020/21

Corporate Governance

100

General framework

This report on corporate governance sets out the principles of management and control at 

the highest level of the dormakaba Group (dormakaba) in accordance with the SIX Swiss 

Exchange Directive on Information relating to Corporate Governance as of 30 June 2021 

(Directive Corporate Governance, DCG). Unless otherwise stated, the information in this 

report for the financial year 2020/21 is as of 30 June 2021. dormakaba’s corporate 

governance largely follows the guidelines and recommendations set out in the Swiss Code of 

Best Practice for Corporate Governance of July 2002 and revised editions of 2007, 2014 and 

2016. dormakaba has made some adjustments and simplifications to suit its management 

and shareholder structure as well as its medium size.

dormakaba’s principles and rules regarding corporate governance are set out in its 

Articles 

of Incorporation

, its Organizational Regulations, and in the regulations of its Board 

committees. The ultimate parent company of dormakaba, dormakaba Holding AG, is listed 

on SIX Swiss Exchange and is headquartered in Rümlang (Zurich/Switzerland).

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dormakaba

Annual Report 2020/21

Corporate Governance

101

Group structure and shareholders

Group structure

dormakaba’s organizational structure consists of the following five segments:

• The four regional segments within Access Solutions (AS)

– AS AMER (North and South America)

– AS APAC (Asia-Pacific)

– AS DACH (Germany, Austria, Switzerland)

– AS EMEA (rest of Europe, Middle East, Africa)

• Key & Wall Solutions

The companies that lie within the Group’s scope of consolidation are listed in the 

financial 

statements

.

Shareholders 

As at 30.06.2021 
No. of shares 
at CHF 0.10 
par value

As at 30.06.2020 
No. of shares 
at CHF 0.10 
par value

%  

%

Pool Shareholders 1)

1,187,875

28.3  

1,205,449

28.7

Group’s treasury shares

31,259

0.7  

42,810

1.0

Public shareholders

Other public shareholders

Total public shareholders

BoD and EC members 2)

BoD members

EC members

Less double-counting in respect of Riet 
Cadonau 3)

Total BoD and EC members

Less double-counting in respect of Pool 
Shareholders 4)

Total shares

2,951,387

2,951,387

70.3  

70.3  

2,926,306

2,926,306

69.7

69.7

558,186

12,088

–

570,274

13.3  

0.3  

0.0  

13.6  

553,987

17,497

–5,840

565,644

13.2

0.4

–0.1

13.5

–540,769

–12.9  

–540,183

–12.9

4,200,026

100.0  

4,200,026

100.0

1) The following persons are party to the pool agreement dated 29 April 2015: Familie Mankel 

Industriebeteiligungs GmbH + Co. KGaA / Ennepetal, Mankel Family Office GmbH / Ennepetal, KRM 
Beteiligungs GmbH / Ennepetal, Christine Mankel / Ennepetal, Stephanie Brecht-Bergen / Düsseldorf, 
as well as Martina Bössow / Meilen, heirs of Ulrich Bremi / Zollikon, Balz Dubs / Zurich, Karina Dubs / 
Zurich, Kevin Dubs / Zurich, Linus Dubs / Zurich, Anja Flückiger / Herrliberg, Christian Forrer / Bern, 
heirs of Karin Forrer / Muri, Anna Katharina Kuenzle / Thalwil, Clive Kuenzle / Zurich, Michael Kuenzle / 
Meilen, Alexandra Sallai / Worb, Christoph Sallai / Bern, Andrea Ullmann / Zollikon, Sascha Ullmann / 
Zollikon, Adrian Weibel / Meilen and Tonia Weibel / Meilen.

2) Including related parties.

3) Shareholdings of Riet Cadonau as at 30 June 2021 are included only under BoD members because 

effective as of 1 April 2021, he stepped down from his position as CEO and EC member, and continued 
his role as BoD Chair.

4) Shareholdings of Pool Shareholders who are also BoD members are included under Pool Shareholders 

and BoD members.

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dormakaba

Annual Report 2020/21

Corporate Governance

102

Major shareholders

The above table sets out the shareholder structure of dormakaba Holding AG on the balance 

sheet date 30 June 2021 and lists the names of shareholders who have reported holding a 

stake of 3% or more of voting rights in dormakaba Holding AG. The announcements related 

to the disclosure notifications made by shareholders based on stock exchange reporting 

obligations can be found via the search function on SIX Swiss Exchange Disclosure Office’s 

website 

https://www.ser-ag.com/en/resources/notifications-market-participants/

significant-shareholders.html#/

.

The Mankel/Brecht-Bergen Family and the Kaba Family Shareholders (collectively referred 

to as the Pool Shareholder Group) have concluded a pool agreement that governs the 

mutual rights and obligations of both parties. The pool agreement states that the Pool 

Shareholder Group can propose a maximum of five representatives to the Nomination and 

Compensation Committee of the Board of Directors (BoD) for election to the BoD by the 

general meeting of shareholders (General Meeting). This proposal right for up to five Board 

members reflects the majority participation of the Pool Shareholder Group in the 

operational business of dormakaba. Members of the Pool Shareholder Group hold:

• 28.3% of the 52.5% in dormakaba Holding GmbH + Co. KGaA, which are directly held 

by the ultimate parent company dormakaba Holding AG; and

• 47.5% in dormakaba Holding GmbH + Co. KGaA (held by the Mankel/Brecht-Bergen 

Family).

These shareholdings represent an economic interest of 62.3% in dormakaba.

This Pool Shareholder Group undertakes to exercise its voting rights in concert when voting 

on significant General Meeting resolutions. The members of the Pool Shareholder Group also 

grant each other the right of first refusal if they intend to sell shares in dormakaba 

Holding AG. Finally, if they sell 27% or more of dormakaba Holding AG voting rights, 

members of the Pool Shareholder Group undertake to commit the buyer to make a public 

takeover offer to all dormakaba Holding AG shareholders at the same price as that at which 

the members of the Pool Shareholder Group are selling. This is designed to prevent any price 

discrimination against minority shareholders. The pool agreement lasts until 29 April 2030. 

As far as dormakaba Holding AG is aware, there are no further shareholder agreements or 

other agreements between the major shareholders mentioned that involve the dormakaba 

Holding AG shares they own or that involve the exercise of the shareholder rights these 

shares confer.

Cross-shareholdings

dormakaba has not entered into any capital or voting cross-shareholdings with other 

companies.

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dormakaba

Annual Report 2020/21

Corporate Governance

103

Capital structure

Capital

dormakaba Holding AG’s share capital as at 30 June 2021 is CHF 420,002.60, divided into 

4,200,026 fully paid-up registered shares with a nominal value of CHF 0.10 each. As at 

30 June 2021, dormakaba Holding AG has authorized capital of CHF 42,000 (corresponding 

to 10% of the share capital), divided into 420,000 registered shares with a nominal value of 

CHF 0.10 each, and conditional capital of maximum CHF 42,438.40 (corresponding to 

10.10% of the share capital) for issuing bonds or similar instruments (up to a maximum of 

CHF 36,000, divided into 360,000 registered shares with a nominal value of CHF 0.10 each) 

and for employee participation programs (maximum CHF 6,438.40, divided into 64,384 

registered shares with a nominal value of CHF 0.10 each).

Conditional capital

The share capital of dormakaba Holding AG may be increased by an amount not exceeding 

CHF 36,000 by issuing up to 360,000 registered shares, to be fully paid up, with a nominal 

value of CHF 0.10 each, through the exercise of conversion and/or option rights that have 

been granted in connection with the issue of bonds or similar instruments by dormakaba 

Holding AG or a Group company, and/or through the exercise of option rights that have 

been conferred on shareholders. If bonds or similar instruments are issued in connection with 

conversion and/or option rights, the subscription rights of existing shareholders are 

excluded. The right to subscribe to the new registered shares falls to the respective holders 

of conversion and/or option rights.

The purchase of registered shares by exercise of conversion and/or option rights, as well as 

every subsequent transfer of registered shares, is subject to the restrictions set out in the 

Articles of Incorporation

. The BoD is entitled to limit or abolish the pre-emptive subscription 

right of shareholders in connection with the issue of bonds or similar instruments with 

conversion and/or option rights if such instruments are issued for the purpose of financing 

the acquisition of companies, parts of companies or equity interests. The share capital of 

dormakaba Holding AG may be increased by no more than CHF 6,438.40 by issuing to 

employees and BoD members of dormakaba Holding AG and of Group companies no more 

than 64,384 registered shares with a nominal value of CHF 0.10 each, which must be fully 

paid up. The subscription rights of existing shareholders to such new shares are excluded. 

Registered shares or option rights in this respect will be issued to employees or BoD 

members subject to one or more sets of regulations to be defined by the BoD and taking 

into account individual performance, function, and level of responsibility. The group of 

beneficiaries and the principles of allocation are disclosed in the 

Compensation Report

. Said 

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registered shares or option rights may be issued to employees or BoD members at a price 

below the market price. In connection with the issue of option rights to employees and BoD 

members, the pre-emptive subscription rights of existing shareholders are excluded. The 

purchase of shares within the context of employee share ownership schemes, as well as any 

subsequent transfers of such shares, are subject to the restrictions set out in the Articles of 

Incorporation.

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dormakaba

Annual Report 2020/21

Corporate Governance

104

Authorized capital

The annual general meeting of shareholders (Annual General Meeting/AGM) of 22 October 

2019 created authorized capital and authorized the BoD of dormakaba Holding AG to 

increase the share capital of dormakaba Holding AG by no more than CHF 42,000 through 

the issue of a maximum of 420,000 fully paid-up registered shares with a nominal value of 

CHF 0.10 each by 22 October 2021 at the latest. An increase in installments is allowed. 

Subscription to and acquisition of new shares and each subsequent transfer shall be subject 

to the restrictions set out in the 

Articles of Incorporation

. The BoD determines the date of 

issue of new shares, the issue price, type of payment, conditions of exercising subscription 

rights, and the start date for dividend entitlement. The BoD can issue new shares by having 

a bank or third party underwrite them all and then making an offer to existing shareholders. 

The BoD is authorized to set the issue price of new shares as close as possible to the market 

value of the shares. The BoD is authorized in this case to restrict or exclude trading with 

subscription rights. The BoD can let unexercised subscription rights lapse or can take these 

rights, or the shares for which these rights are granted but not exercised, and place them at 

market conditions or use them in some other way in the interests of dormakaba Holding AG. 

The BoD is also authorized to restrict or remove and allocate to third parties shareholders’ 

subscription rights if the shares are being used in connection with the acquisition of 

companies, parts of companies or participations, or if shares are being placed to finance or 

refinance such transactions.

The BoD will propose to the AGM on 12 October 2021:

• To renew the existing authorized capital, which will expire on 22 October 2021. If the 

AGM agrees to this proposal, the BoD will be authorized until no later than 12 October 

2023 to increase the share capital of the company by no more than CHF 42,000 

through the issue of a maximum of 420,000 fully paid-up registered shares with a 

nominal value of CHF 0.10 each.

• To limit until 12 October 2023 the total of new registered shares to be issued from 

authorized and conditional share capital, where the subscription or advance 

subscription rights were restricted or excluded, to 420,000 new registered shares (i.e. 

to less than 10% of the currently issued share capital).

Changes in capital in the last three financial years

The share capital of dormakaba Holding AG did not change in the last three financial years.

Changes of capital of dormakaba Holding AG within the last three financial years

CHF million

Equity

Share capital

Reserves from capital contributions

Legal reserves

Reserves for treasury shares

Unappropriated retained earnings

Total equity

30.06.2021  

30.06.2020  

30.06.2019

0.4  

71.6  

261.0  

23.0  

508.2  

864.2  

0.4  

93.5  

261.0  

31.4  

477.5  

863.8  

0.4

159.9

261.0

38.7

404.0

864.0

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dormakaba

Annual Report 2020/21

Corporate Governance

105

Shares and non-voting shares (Partizipationsscheine)

Each share entitles the holder to one vote at the General Meeting of dormakaba 

Holding AG. Voting rights can only be exercised if the shareholder is registered with voting 

rights in the share register of dormakaba Holding AG. The shares of dormakaba Holding AG 

are not physical but are issued purely as security rights. They are registered as book-entry 

securities. Shares carry full dividend rights. There are no outstanding shares with privileged 

dividend rights or other preferential rights. dormakaba Holding AG has not issued any non-

voting shares (Partizipationsscheine).

Profit-sharing certificates (Genussscheine)

dormakaba Holding AG has not issued any profit-sharing certificates (Genussscheine).

Limitations on transferability and nominee registrations

Transfers of shares of dormakaba Holding AG require the approval of the BoD of the 

company. Approval may be refused if the acquirer of the shares does not expressly declare 

that these were acquired in its own name and for its own account. The BoD will register 

individual persons who do not expressly declare that they hold the shares for their own 

account (“nominees”) in the share register with the right to vote provided the nominee has 

entered into an agreement with the BoD with respect to its position and if the nominee is 

subject to recognized banking or financial market supervision. Otherwise, such shares held 

by nominees can be registered in the share register without voting rights.

In the financial year under review, the BoD granted no exemptions from the transfer 

restrictions.

Cancelling or changing the limitations on the transferability of shares requires a resolution 

by the General Meeting supported by at least two-thirds of the votes represented. Book-

entry securities based on dormakaba Holding AG shares cannot be transferred by 

assignment, neither can collateral be placed by assignment on these book-entry securities. 

The transfer of such book-entry securities follows the stipulations of the Federal 

Intermediated Securities Act.

Convertible bonds and options

Neither dormakaba Holding AG nor any of its Group companies have issued any convertible 

bonds or warrants that are still outstanding, or any options. This does not include the 

allocation of shares to employees under the stock award plans, details of which are given in 

the 

Compensation Report
.

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dormakaba

Annual Report 2020/21

Corporate Governance

106

Board of Directors (BoD)

The duties and responsibilities of the BoD of dormakaba Holding AG are defined by the 

Swiss Code of Obligations, the 

Articles of Incorporation

 and the company’s Organizational 

Regulations.

BoD members

The BoD of dormakaba Holding AG has ten members. As at 30 June 2021, all members are 

non-executive. Other than BoD Chair Riet Cadonau, none of the BoD members have sat on 

the Executive Committee (EC) of dormakaba Holding AG at any time in the last five 

financial years. Riet Cadonau has been CEO of dormakaba Group from 2015 to end of 

March 2021 (and CEO of Kaba Group from 2011 to 2015) and was elected as BoD Chair the 

first time in 2018.

No BoD members have significant business relations with dormakaba Holding AG. The 

maximum number of mandates that BoD members are allowed to take on the governing 

bodies of legal entities outside dormakaba is regulated in section 27 of the 

Articles of 

Incorporation

. The following table lists the name, year of birth, date of joining the BoD, 

gender, and nationality of the individual BoD members.

BoD members as of 30 June 2021

Name/Position

Year of birth  

Entry 

Gender 

Nationality

Riet Cadonau  (Chair)

Hans Hess  (Lead 
Independent Director and 
Vice-Chair)

Jens Birgersson

Stephanie Brecht-Bergen

Daniel Daeniker

Karina Dubs-Kuenzle

Hans Gummert

John Heppner

John Y. Liu

Christine Mankel

1961  

2018 1)  

1955  

1967  

1985  

1963  

1963  

1961  

1952  

1964  

1982  

2012 

2018 

2015 

2010 

2001 

2015 

2013 

2020 

2015 

m 

m 

m 

f 

m 

f 

m 

m 

m 

f 

CH

CH

SE

DE

CH

CH

DE

US

SG

DE

1) Riet Cadonau was already a BoD member from 2006 until 2011 (at which time dormakaba Holding AG 

operated under the name Kaba Holding AG).

Elections and terms of office

The BoD of dormakaba Holding AG is elected by the AGM, with each member standing for 

election individually. The 

Articles of Incorporation

 state that the BoD shall have between five 

and ten members. Prospective members shall be elected for a one-year term of office up to 

the conclusion of the next AGM. BoD members can be re-elected. The Organizational 

Regulations provide that when they reach 70 years of age, BoD members shall resign at the 

next AGM.

Riet Cadonau shall continue to serve as Chair of the BoD subject to his re-election by the 

upcoming AGM on 12 October 2021. The BoD intends to re-nominate Hans Hess as the Vice-

Chair and Lead Independent Director subject to his re-election as BoD member at the 

upcoming AGM. This measure will continue to ensure that the BoD exercises independent 

control and supervision for as long as the Chair is not considered independent according to 

the definition of the Swiss Code of Best Practices for Corporate Governance established by 

economiesuisse.

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dormakaba

Annual Report 2020/21

Corporate Governance

107

As Karina Dubs-Kuenzle will not stand for re-election as member of the BoD at the AGM 

2021, the BoD is proposing to the AGM on 12 October 2021 that all other serving members of 

the BoD be re-elected, and that Thomas Aebischer be elected as new independent member 

of the BoD.

Internal organization

According to the Swiss Code of Obligations and dormakaba Holding AG’s 

Articles of 

Incorporation

 and Organizational Regulations, the main responsibilities of the BoD are:

• The strategic direction and management of dormakaba Group;

• Structuring the accounting system, the financial controls, and the financial planning;

• Appointing and dismissing members of the EC;

• Overall supervision of business activities;

• Approving the Group-wide codes of conduct or ethics (incl. supplier codes), the 

sustainability framework (ESG) and the Group-wide strategic risk management 

framework;

• Preparation of the Annual Report, preparation of the General Meeting, and 

implementation of its resolutions;

• Approving the signing authority of dormakaba Holding AG representatives;

• Approving the purchase and sale of companies, business areas or other assets worth 

more than CHF 10 million;

• Approving investments, purchases, and disposals of real estate worth more than 

CHF 10 million.

The relevant decisions are taken by the whole BoD. The CEO and CFO regularly participate 

in meetings of the BoD in an advisory capacity. Other EC members are brought in to advise 

on individual items of the agenda. The agendas for Board meetings are defined by the Chair. 

Each BoD member may propose agenda items. BoD members always receive 

documentation prior to Board meetings so they can prepare for discussion of each item on 

the agenda. The BoD holds discussions with the company’s managers and visits one or more 

dormakaba locations, usually on an annual basis. During the year under review, such visits 

were suspended due to the Covid-19 pandemic.

The BoD held eight meetings during the financial year 2020/21: one lasted around twelve 

hours (spread over three days), one lasted around six hours, four lasted four to five hours 

and two lasted two hours or less. None of the BoD members or committee members missed 

a meeting held during their term. The following table shows the attendance of the individual 

BoD members at the Board meetings and of the individual committee members at the 

committee meetings during the financial year 2020/21:

Attendance at Board and Committee meetings during the financial year 2020/21

Number of meetings held

Riet Cadonau  (Chair)

Hans Hess  (Lead 
Independent Director and 
Vice-Chair)

Jens Birgersson

Stephanie Brecht-Bergen

Daniel Daeniker

Karina Dubs-Kuenzle

Hans Gummert

John Heppner

John Y. Liu

Christine Mankel

AC 

4 

4 
 3 1)  

4 

4 

NCC

6

6

6

6

BoD  

8  

8  

8  

8  

8  

8  

8  

8  

8  
 6 2)  

8  

1) Jens Birgersson was elected as member of the AC as from the AGM 2020. He attended all three AC 

meetings held after his election.

2) John Y. Liu was elected as BoD member at the AGM 2020. He attended one Board meeting as guest 

ahead of his election and all five Board meetings held after his election.

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dormakaba

Committees

Annual Report 2020/21

Corporate Governance

108

The BoD has formed an Audit Committee (AC) and a Nomination and Compensation 

Committee (NCC). Members of the NCC are elected at each AGM. Each committee has 

written terms of reference that define its tasks and responsibilities. The chairs of these 

committees are elected by the BoD. The committees meet regularly and are obliged to 

produce minutes as well as recommendations to the regular Board meetings. Committee 

meeting agendas are defined by the committee chair. Members of the committees receive 

documentation prior to the meetings so they can prepare for discussion of agenda items.

Audit Committee (AC)

The AC is composed of four non-executive BoD members, who have professional or other 

experience of finance and accounting:

•

Daniel Daeniker

 (Chair)

• Jens Birgersson

• Hans Gummert

• Hans Hess

The BoD has specified that members of the AC must meet certain requirements with regard 

to independence and skills and that they must not be EC members. The term of office is 

until the conclusion of the next AGM; members may be re-elected. The AC meets at least 

twice a year but will be convened by the chair as often as business requires. During the 

financial year 2020/21, the AC held four meetings, each lasting between two and three 

hours. The CFO takes part in the meetings in an advisory capacity, as do, where necessary, 

the CEO, representatives of the audit firm, representatives of Group Internal Audit and of 

the Group Accounting Department, and the Group General Counsel. In the financial year 

2020/21, representatives of the audit firm participated in two meetings and representatives 

of Group Internal Audit, the Group General Counsel, and representatives of the Group 

Accounting Department in four meetings. The AC minutes the deliberations and decisions 

taken during meetings. The principal responsibilities of the AC are to evaluate risk 

management and accounting processes, monitor financial reporting and internal auditing, 

and assess external audits. With regard to external audits, the AC has the following 

responsibilities:

• Approval of the audit priorities;

• Acceptance of the audit report and of any recommendations made by the auditors 

prior to the submission of the annual accounts (statutory and consolidated financial 

statements, Group Management Report, Corporate Governance Report) to the whole 

BoD for approval;

• Proposing to the whole BoD which external auditor should be recommended to the 

AGM;

• Assessing the external auditor’s performance, pay, and independence, and checking 

that audit activities do not clash with any consultancy mandates.

The AC’s tasks relating to internal audits include:

• Approving the rules on internal audit’s organization and responsibilities;

• Approving audit plans;

• Checking the results of the audits and implementing the recommendations of the 

internal or external auditor;

• Transferring (if necessary) internal auditing activities to third parties or to the external 

auditor in an expansion of its audit activities;

• Monitoring the existing Internal Control System (ICS). Compliance with Management 

Information System guidelines, compliance with guidelines on limiting legal risk, and 

optimizing the risk profile through insurance. In individual cases, external specialist 

auditors may be brought in to help;

• Auditing the compliance report;

• Monitoring outstanding legal proceedings;

• Evaluating and monitoring business and financial risks.

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dormakaba

Annual Report 2020/21

Corporate Governance

109

The Risk Management System periodically records legal, operational, financial, and business 

risks. Legal risks include current or potential legal disputes; operational risks include 

scenarios such as operational failures and natural disasters; whereas business risks include 

for instance payment defaults or general negative market developments. Risks are 

quantified and weighted with regard to their likelihood and their possible financial and/or 

business impact. Preventative measures that have been planned or already implemented are 

also subject to review. Risks are recorded if they have a potential financial impact of CHF 2.5 

million or more. The AC regularly reports to the BoD as a whole about its activities, and it 

notifies the BoD immediately about important matters.

Nomination and Compensation Committee (NCC)

At the AGM 2020, the shareholders approved the BoD’s proposal to merge the Nomination 

Committee and the Compensation Committee to establish a NCC. The NCC consists of 

three non-executive BoD members:

•

Hans Hess

 (Chair)

• Stephanie Brecht-Bergen

• John Heppner

The term of office for each member is until the conclusion of the next AGM; members may 

be re-elected. The NCC meets at least three times a year. During the financial year 2020/21, 

the NCC held six meetings, three meetings lasting two to three hours and three meetings 

lasting around one hour. The BoD Chair, the CEO and the Senior Vice President Group 

Human Resources usually take part in the meetings in an advisory capacity, as are the 

Deputy Vice President Global Compensation & Benefits and member(s) of the external 

executive compensation consultancy, however, limited to compensation topics. They do not 

attend the parts of the meetings where their own compensation and/or performance are 

being discussed.

The NCC’s main compensation tasks are:

• Propose and periodically review the compensation policy and regulations for the 

attention of the BoD (the details of the compensation policy of dormakaba are set 

out in the 

Compensation Report

);

• Propose to the BoD the specific design of the fundamental compensation elements 

and the determination of the compensation-related performance objectives;

• Propose to the BoD the maximum aggregate compensation amount of the BoD and 

of the EC to be submitted to the shareholders’ vote at the AGM;

• Propose to the BoD the compensation to be paid to its members within the limits 

approved by the AGM;

• Decide on the terms of appointment, significant changes in existing employment 

contracts, and compensation for the EC members within the limits approved by the 

AGM;

• Decide on the share-based compensation to be awarded to the members of the EC 

and the Senior Management;

• Propose the Compensation Report to the BoD for approval.

The NCC’s main nomination tasks are:

• Set out the principles for appointing and re-electing BoD members;

• Conduct and regularly review succession planning for the BoD and the EC; 

• Submit proposals to the BoD about its composition and the composition of its 

committees;

• Review management development on EC-level;

• Recommend the appointment and de-selection of EC members (the final decisions on 

appointments and de-selections are taken by the BoD as a whole);

• Approve mandates of BoD members outside dormakaba, including political mandates;

• Review of the Group-wide employee engagement program.

The NCC minutes its deliberations and decisions and regularly reports to the whole BoD.

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dormakaba

Annual Report 2020/21

Corporate Governance

110

Powers and responsibilities

Management organization

The BoD has the highest responsibility for business strategy and supervises management of 

dormakaba. It has the highest decision-making authority and sets the strategic, 

organizational, financial planning, and accounting rules that dormakaba must follow. The 

BoD has delegated management of ongoing business to the CEO, supported by the EC. 

Therefore, the CEO is responsible for overall management of dormakaba. The powers and 

functions of the EC are set out in the Organizational Regulations of dormakaba Holding AG. 

The CFO, the COOs and the CTO (Chief Technology Officer) report to the CEO, who is 

responsible for overall management and for alignment between segments and functions. 

These roles have a seat on the EC.

Environmental, Social and Governance (ESG)

The BoD guides the Group’s sustainability strategy and is responsible for its overall 

governance by reviewing and approving it. The BoD Chair monitors its implementation 

progress against set targets, and monitors and evaluates the related risks and opportunities 

on behalf of the BoD. The BoD receives a status update on the ESG strategy 

implementation from its BoD Chair at least once a year; the BoD Chair is regularly updated 

by the delegate of the 

Group Sustainability Council

.

Lead Independent Director

Together with the dual role of BoD Chair and CEO, the BoD established the role of Lead 

Independent Director (LID) in the year 2018. The BoD decided to continue the role of LID 

following the end of the BoD Chair/CEO dual role end of March 2021. The LID role is 

specifically designed to ensure the independent decision-making of the BoD based on sound 

separation of duties between the BoD (including its Chair) and the EC (including the CEO). 

It is equipped with competencies that are defined in the Organizational Regulations. The 

LID:

• Focuses on best corporate governance practices by the BoD, be it within the BoD or in 

its interaction with the CEO;

• Stays in regular contact with the BoD Chair between BoD meetings in case of 

important business developments;

• Chairs in matters related to the BoD Chair and in case of potential conflicts of 

interest of the BoD Chair, and leads communication content and measures related 

thereto, following alignment with the BoD;

• Calls for information from the CEO if the flow of information from the EC to the BoD 

does not meet the expectation for forming an independent opinion, or if the flow of 

information is not transparent;

• Is available to respond to stakeholder engagement requests.

Chief Executive Officer (CEO)

The CEO manages dormakaba. She is responsible for all the things that are not allocated to 

other company bodies by law, by the 

Articles of Incorporation

, or by the Organizational 

Regulations. After consulting with the EC, the CEO submits the strategy, the long- and 

medium-term objectives, and the management guidelines for dormakaba to the BoD for 

approval. In response to a proposal by the CEO, the BoD decides on the annual budget and 

the medium-term plan, which covers a three-year period, individual projects, and the 

statutory as well as consolidated financial statements of dormakaba. The CEO submits 

recommendations to the NCC about personnel issues at the EC level. The CEO also makes 

proposals to the NCC regarding the remuneration of EC members (including allocation of 

shares from the share allocation plans). The CEO regularly reports to the BoD about 

business performance, anticipated important business issues and risks, as well as about 

changes in management at the segment level. BoD members may request and examine 

further information. The CEO must inform the BoD Chair immediately about any 

extraordinary developments.

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dormakaba

Annual Report 2020/21

Corporate Governance

111

Information from and control over the EC

The Management Information System of dormakaba works as follows: monthly, quarterly, 

semi-annual, and annual financial statements (balance sheet, income statement, and cash 

flow statement) are prepared based on the Group’s individual reporting units. These figures 

are consolidated for each segment and for the Group as a whole. The financial figures are 

compared with the previous year and the budget. The achievability of the budget, which 

shows the first year of the medium-term plan for each reporting unit, is assessed against 

the monthly financial statements and in the form of monthly rolling forecasts. The CEO and 

CFO submit monthly written financial reports to the BoD about progress against the 

budget and comparisons with the previous year. At monthly meetings (monthly 

performance reviews), the segment heads (COOs) inform the CEO and the CFO about 

business performance and notable events based on written reports about e.g. achievement 

of budget targets. At BoD meetings, a summary of these reports is discussed and assessed 

with the CEO and the CFO.

The financial part of the Management Information System is supplemented by semi-annual 

risk reports and annual compliance and sustainability reports.

Skills and expertise of the BoD

In line with the guideline of the Swiss Code of Best Practice for Corporate Governance for a 

well-balanced representation, the BoD members have a broad spectrum of educational 

background, professional skills and expertise as well as personal qualities from a range of 

industries.

In addition to age, gender, geographic and tenure diversity, the BoD assesses its level of 

diversity based on a skills matrix established by its NCC.

The skills matrix includes the following professional skills/expertise, and the assessment is 

done based on the two top skills of each BoD member:

• Executive leadership experience,

• Corporate governance/compliance skills,

• Strategic industry and technology skills,

• Financial skills,

• Digital business model experience,

as well as several personal attributes.

All required competencies are represented in the BoD with emphasis on executive leadership 

experience, corporate governance and compliance as well as strategic industry and 

technology skills (each with 50% occurrence), followed by financial skills (30%) and digital 

business model experience (20%). With the proposal of the BoD to the AGM on 12 October 

2021 that Thomas Aebischer be elected as new, independent member of the BoD, the BoD 

intends to further strengthen its competence in Finance as Thomas Aebischer brings broad 

financial know-how in a global, industrial and publicly listed environment.

Details on age, gender, geographic and tenure diversity can be found in the table 

BoD 

members as of 30 June 2021

. Details on the range of business sectors represented by the 

Board members can be found in their 

biographies

.

The NCC annually reviews the composition of the BoD and its committees based on the 

abovementioned characteristics of its members as well as on dormakaba’s strategy, 

business profile, risks, and opportunities to determine the need to propose changes to the 

AGM.

Events after balance sheet date

On 2 July 2021, dormakaba signed an agreement to acquire Solus Security Systems Pvt Ltd, 

a market leader for integrated Electronic Access & Data solutions in India. Based in 

Bangalore (India) with multiple further locations, Solus provides integrated solutions for 

Access Control, Time and Attendance, Visitor Management, Vehicle Access and Security, as 

well as the services required for managing these solutions. The transaction was closed on 

15 July 2021.

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dormakaba

Annual Report 2020/21

Corporate Governance

112

On 23 August 2021, dormakaba signed an agreement to acquire the Australian Reliance 

Doors and Best Doors Australia Groups (RELBDA), thus strengthening its position in door 

automation. The group of companies is a well-established provider in the Australian market 

with reputable brands for residential garage doors, automatic openers, industrial overhead 

doors as well as related services. RELBDA has manufacturing sites located in Brisbane, 

Sydney, Melbourne, and Adelaide. This transaction will allow dormakaba to further diversify 

and expand its footprint into the residential sector of the Australian market by combining 

the products to integrated solutions for a seamless home access.

As Karina Dubs-Kuenzle will not stand for re-election as member of the BoD at the AGM 

2021, the BoD is proposing to the AGM on 12 October 2021 that all other serving members of 

the BoD be re-elected, and that Thomas Aebischer be elected as new independent member 

of the BoD.

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dormakaba

Annual Report 2020/21

Corporate Governance

113

BoD members

as of 30 June 2021

Riet Cadonau

BoD Chair 

Swiss citizen

Education
Master of Arts in Economics and Business 
Administration, University of Zurich (CH); 
Advanced Management Program at INSEAD 
(FR)

1)

1) 

1) 

Career
dormakaba: since 2018 Chairman of the BoD 
dormakaba Group  (CH); 2015–2021 CEO 
1)
and member of the EC dormakaba Group
(CH); 2011–2015 CEO and member of the EC 
Kaba Group (CH); 
Ascom: 2007–2011 CEO Ascom Group (CH); 
until 2007 Managing Director Transport 
Revenue and SVP ACS Europe; 2001–2005 
member of the Executive Board Ascom 
Group, from 2002 Deputy CEO and General 
Manager of the Transport Revenue Division, 
which was acquired by ACS, Inc. at the end of 
2005; 
IBM: 1990–2001 various management 
positions at IBM Switzerland, lastly as a 
member of the Management Board and 
Director of IBM Global Services

1)

External activities and interests
Since 2021 member of the BoD of Logitech 
International S.A.
 (CH); since 2016 member 
1)
of the BoD of Georg Fischer AG  (CH); since 
1) 
2013 member of the BoD of Zehnder Group
(CH); 2006–2011 member of the BoD of Kaba 
Group  and Griesser Group (CH)

1)

1)

listed company

Hans Hess 

LID & Vice-Chair
Chair Nomination and Compensation 
Committee 
Member Audit Committee

Swiss citizen

Education
Master’s Degree in Material Science and 
Engineering, ETH Zurich (CH); Master of 
Business Administration (MBA), University of 
Southern California (USA); Stanford 
Executive Program, Stanford University (USA)

Career
Since 2006 owner of Hanesco AG (CH); 2010–
2021 President of Swissmem (CH); 2010–
2020 Vice-President of economiesuisse (CH); 
2006–2019 Chairman of the BoD of 
Burckhardt Compression Holdings AG  (CH); 
2005–2019 Chairman of the BoD of Comet 
Holding AG  (CH); 1996–2005 President and 
CEO Leica Geosystems AG  (CH); 1993–1996 
President Leica Optronics Group (CH); 1989–
1993 Vice President Leica Microscopy Group 
(CH); 1983–1988 Head of Polyurethane 
Business Unit Huber + Suhner AG  (CH); 
1)
1981–1983 Development Engineer Sulzer
(CH)

1)

1)

1)

1)

External activities and interests
Chairman of the BoD Reichle & De-Massari 
Holding AG (CH); Chairman of the BoD 
Synhelion SA (CH)

Jens Birgersson

Member Audit Committee

Swedish citizen

Education
Harvard Advanced Management Program, 
Harvard Business School, Boston (MA/USA); 
M. Sc. Engineering Physics, Royal Institute of 
Technology, Stockholm (SE); B. Sc. 
Economics, University of Stockholm (SE)

1)

 (DK); 2008–2015 with ABB

Career
Since 2015 President and CEO of Rockwool 
1)
International
as Group Senior Vice President and Head of 
Business Unit Network Management (CH); 
2005–2008 with Imerys  as Executive Vice 
President and Head of Business Group 
Performance Minerals & Pigments (BE); 1992–
2005 with ABB  in different positions (CH, 
SE, ZA)

1)

1)

External activities and interests
Since 2018 member of the Advisory Board of 
NREP (DK); since 2017 Chairman of the BoD 
of Randers Reb (DK); since 2016 member of 
the Confederation of Danish Industry Council 
(DK); since 2015 member of the BoD of 
Flumroc (CH), an affiliate of Rockwool 
International 1)

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dormakaba

Annual Report 2020/21

Corporate Governance

114

Stephanie Brecht-
Bergen

Daniel Daeniker

Chair Audit Committee

John Y. Liu

 Singaporean citizen

Member Nomination and Compensation 
Committee

Swiss citizen

German citizen

Education
Dr. rer. pol., EBS University (DE); Master of 
Science in General Management, EBS 
University (DE); MBA, Pepperdine University 
(CA/USA)

Career
Since 2017 Managing Director KARL 
München GmbH & Co. KG (DE); since 2014 
Executive Board member Mankel Family 
Office GmbH (DE); 2010–2013 research 
assistant, EBS University (DE); since 2009 
shareholder dormakaba Holding GmbH + Co. 
KGaA (DE)

External activities and interests
Since 2008 Management Board member of 
the foundation “Rudolf Mankel Stiftung” (DE)

Education
Dr. iur., University of Zurich (CH), Zurich bar; 
LL.M. at the Law School of the University of 
Chicago (IL/USA)

Career
Since 2019 Senior Partner at Homburger AG 
(CH), where he became Partner in 2000 and 
which he joined in 1991; lecturer in law at the 
University of Zurich (CH)

External activities and interests
Member of the Supervisory Board Rothschild 
& Co SCA  (FR); member of the BoD of 
Hilti AG, Schaan (FL); Chairman of the Donor 
Foundation of Avenir Suisse (CH)

1)

1)

listed company

Education
Doctor of Philosophy in Traffic Engineering & 
Network Management, Technical University of 
Denmark (DK); Master of Science in 
Operation Research, Technical University of 
Denmark (DK); Bachelor of Science in 
Mathematics, Beijing Normal University (CN)

1)

Career
Since October 2020 CEO China of Afiniti; 
January–June 2020 Interim CEO of Voss 
(USA); 2016–2018 Group Vice President, COO 
of Wanda Internet Technology Group (CN); 
2014–2015 Chief Business Officer of Qihoo 
360  (CN); 2008–2013 Corporate Vice 
President and President Greater China of 
Google  (USA); 2002–2007 CEO China of SK 
Telecom  (KR); 2000–2001 General Manager 
Greater China of FreeMarkets (USA); 1999–
2000 General Manager China Operations of 
SITA Communications (CH); 1997–1999 
General Manager Telecom Division of Lion 
Group (MY); 1994–1997 Country Director 
Greater China of Singapore 
Telecommunications  (SG)

1)

1)

1)

1)

External activities and interests
Since 2014 independent non-executive 
Director, Chairman of the Remuneration 
Committee of the Board of Digital China 
Holdings  (HK); 2013–2020 Member of the 
Board of Trustees of Beijing Normal University 
Education Fund (CN); 2014–2018 independent 
non-executive Director of China Eastern 
Airlines  (CN); 2014–2016 independent non-
executive Director of ARM Holdings (UK); 
2005–2007 independent non-executive 
Director of TTP Communications (UK)

1)

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dormakaba

Annual Report 2020/21

Corporate Governance

115

Karina Dubs-Kuenzle

Hans Gummert

John Heppner

Swiss citizen

Member Audit Committee

Education
Swiss federal certificate of higher vocational 
education and training in advertising (incl. 
International Advertising Association’s 
Advertising Diploma)

Career
Since 2009 partner FEHBA AG (CH); 1997–
2016 partner at Dubs Konzepte AG (CH); 
advertising assistant at Wirz 
Werbeberatung AG (CH) and at Heiri Scherer 
Creative Direction (CH)

External activities and interests
Member of the BoD of FEHBA AG (CH)

German citizen

Education
Universities of Tübingen and Bonn (DE); 
attorney-at-law, admitted to the bar in 1990

Career
Partner since 1991 and Managing Partner 
since 2008 of the law and tax consultancy 
firm Heuking Kühn Lüer Wojtek (DE/BE/CH)

External activities and interests
Chairman of the Supervisory Board of 
dormakaba Holding GmbH + Co. KGaA (DE); 
Chairman of the Supervisory Board of Familie 
Mankel Industriebeteiligungs GmbH + Co. 
KGaA (DE); Chairman of the Advisory Board 
Coroplast Fritz Müller GmbH & Co. KG (DE); 
member of the Supervisory Board of ara AG 
(DE); member of the Shareholders 
Committee Hoberg & Driesch Group (DE); 
member of the Advisory Board of Hoberg & 
Driesch Röhrenhandel GmbH & Co. KG (DE); 
member of the BoD Chiron-Werke SE (DE); 
member of the Supervisory Board of WIBU 
Wirtschaftsbund sozialer Einrichtungen eG 
(DE)

Member Nomination and Compensation 
Committee

US citizen

Education
Bachelor of Science, University of Wisconsin-
Milwaukee (WI/USA); MBA, University of 
Wisconsin-Milwaukee (WI/USA)

Career
2006–2013 President and CEO Fortune 
Brands Storage and Security (USA) with 
global responsibility for Master Lock 
Company LLC and Waterloo Industries; 
2000–2006 Chief Operating Officer Master 
Lock Company LLC (USA); 1998–2000 
Executive Vice President Sales + Marketing 
Master Lock Company LLC (USA); 1996–1998 
Marketing + New Business Master Lock 
Company (USA); 1992–1996 Vice President 
Logistics and Corporate Controller Master 
Lock Company LLC (USA)

External activities and interests
Member of the National Association of 
Corporate Directors (USA); member of the 
Advisory Board of University of Wisconsin 
Milwaukee Business School (USA)

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dormakaba

Annual Report 2020/21

Corporate Governance

116

Christine Mankel

German citizen

Education
Diplomkauffrau, EBS University (DE)

Career
Since 2014 Management Board member of 
Mankel Family Office GmbH (DE); since 2009 
shareholder of dormakaba Holding GmbH + 
Co. KGaA (DE); 2006–2009 audit assistant, 
BDO AG Wirtschaftsprüfungsgesellschaft 
(DE)

External activities and interests
Since 2008 Management Board member of 
the foundation “Rudolf Mankel Stiftung” (DE)

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dormakaba

Annual Report 2020/21

Corporate Governance

117

Executive Committee (EC)

Management philosophy

dormakaba delegates entrepreneurial responsibility for operational business to segment 

level. The corresponding management organization is based on decentralized responsibility 

where appropriate and therefore rapid decision-making structures situated close to local 

markets. This helps to keep activities focused on the customer. Group functions like 

Accounting, Communications, Controlling, Human Resources, IT, Legal, Tax and Treasury 

define and monitor Group-wide standards and are responsible for functional, Group-wide 

projects. The CFO is responsible for the Group’s financial affairs as well as other Group 

functions such as IT and Investor Relations. The COOs are responsible for the business 

activities of their respective segments, including product development, production, sales, and 

services. Group Innovation Management focuses on digitization as well as Intellectual 

Property Management and is strategically managed at EC level by the CTO (Chief 

Technology Officer).

EC dormakaba Group as of 30 June 2021

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dormakaba

Annual Report 2020/21

Corporate Governance

118

EC members as of 30 June 2021

Name/Position

Year of birth  

Entry  

Gender  

Nationality

Sabrina Soussan  CEO

Bernd Brinker  CFO

Alex Housten
COO Access Solutions 
AMER

Jim-Heng Lee
COO Access Solutions 
APAC

Alwin Berninger 
COO Access Solutions 
DACH

Steve Bewick
COO Access Solutions 
EMEA

Stefano Zocca 
COO Key & Wall Solutions

Andreas Häberli 
Chief Technology Officer

EC members

1969  

1965  

2021  

2015  

1980  

2020  

1962  

2014  

1969  

2018  

1966  

1963  

1968  

2020  

2011  

2011  

f  

m  

m  

m  

m  

m  

m  

m  

FR/DE

DE

US

SG

DE

GB

IT

CH

The table above gives the name, position, year of birth, date of joining the EC, gender, and 

nationality of each EC member.

During the financial year 2020/21, the following changes within the EC have been made:

• Riet Cadonau, BoD Chair and CEO, stepped down from his role as CEO and as EC 

member and was succeeded by Sabrina Soussan as of 1 April 2021, as previously 

announced.

External mandates

The maximum number of mandates that members of the EC are allowed to take on the 

governing bodies of legal entities outside dormakaba is regulated in section 27 of the 

Articles 

of Incorporation
.

Management contracts

Neither dormakaba Holding AG nor its Group companies have entered into any 

management contracts with third parties.

Compensation

The compensation policy and all the information relating to the compensation paid to the 

company’s management bodies are shown in the 

Compensation Report

. Sections 22–25 and 

28 of the 

Articles of Incorporation

 contain rules relating to compensation principles, loans to 

governing bodies, and AGM votes on compensation.

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dormakaba

Annual Report 2020/21

Corporate Governance

119

EC members

as of 30 June 2021

Sabrina Soussan

CEO

German/French citizen

Bernd Brinker

CFO

German citizen

Alex Housten

COO Access Solutions AMER

US citizen

Education
Degree in Business Administration 
(Diplomkaufmann), University of Cologne 
(DE)

Education
Bachelor of Science in Industrial Engineering; 
Master of Business Administration (MBA), 
Purdue University (US)

1)

1)

Career
Since 2015 CFO and member of the EC of 
dormakaba Group  (CH); 2014–2015 CFO of 
Dorma Group (DE); 
Evonik Industries  (DE): 2009–2014 Head of 
Corporate Portfolio Management and M&A; 
2006–2008 Head of Investor Relations; 
2001–2006 Head of Finance and Investor 
Relations Degussa AG  (DE); 1991–2001 
various management positions at VIAG AG
(today E.ON, DE) and its subsidiary SKW 
Trostberg AG  (DE), lastly as Head of 
Finance

1)

1)

1)

1)

1)

1)

Career
dormakaba Group  (CH): since 2020 COO 
Access Solutions AMER and member of the 
EC
Carrier  / United Technologies 
Corporation  (US): 2018–2020 Vice President 
and General Manager Fire & Security 
Products, Americas; 2017–2018 Vice President 
and General Manager Global Security 
Products, Americas; 2015–2017 Managing 
Director United Technologies Electronic 
Controls & Global Security Products 
Operations; 2012–2015 Managing Director 
United Technologies Electronic Controls; 
2005–2012 various roles in operations and 
factory management

External activities and interests
Since 2021 member of the Executive Council 
of Security Industry Association (US); since 
2020 member of the BoD of Chicago Fire 
Department Foundation (US)

Education
Master of Arts in Mechanical and 
Aeronautical engineering, E.N.S.M.A 
Aeronautical and Mechanical Engineering 
School, Poitiers (FR); Master of Business 
Administration (MBA), Poitiers and Dublin 
University

1)

1)

Career
dormakaba Group  (CH): since 2021 CEO and 
member of the EC
Siemens Mobility GmbH (DE): 2018–2020 Co-
CEO;
Siemens AG  (DE), Mobility Division: 2017–
2018 Co-CEO; 2015–2018 CEO Business Unit 
Mainline Transport/Rolling Stock; 2013–2015 
Vice President Commuter and Regional 
Trains;
Siemens Schweiz AG (CH), Building 
Technologies Division: 2011–2013 Vice 
President Sustainability and Energy 
Management; 2009–2011 Head of Strategy 
and Marketing for Building Automation;
Continental AG (DE), Powertrain Division: 
2008 Managing Director for Gasoline and 
Diesel Systems Renault-Nissan;
Siemens AG  (DE): 2003–2008 Managing 
Director for Diesel Systems Renault-Nissan at 
Siemens VDO Automotive, Powertrain 
Division; 1999–2003 Project Director Ford for 
Gasoline and Diesel Systems at Siemens 
Automotive, Powertrain Division; 1997–1999 
Supervisor Engine and Vehicle Calibration at 
Siemens Automotive, Powertrain Division;
Renault SAS  (FR): 1994–1997 Engine 
Researcher & Development Engineer

1) 

1)

1)

External activities and interests
Since 2018 member of the BoD ITT Inc.
(USA)

1 ) 

1)

listed company

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dormakaba

Annual Report 2020/21

Corporate Governance

120

Jim-Heng Lee

Alwin Berninger

Steve Bewick

COO Access Solutions APAC

COO Access Solutions DACH

COO Access Solutions EMEA

Singaporean citizen

German citizen

British citizen

Education
Diploma in Business Studies (Finance), Ngee 
Ann Polytechnic Singapore (SG); Certified 
Public Accountant, Institute of Certified 
Public Accountants of Singapore (SG); 
Chartered Certified Accountant, University of 
Huddersfield (UK); MBA in Marketing, 
University of Strathclyde (UK)

1)

1)

Career
Since 2015 COO Access Solutions APAC and 
member of the EC of dormakaba Group
(CH); 2014–2015 Head of Division Access + 
Data Systems Asia Pacific and member of the 
EC of Kaba Group  (CH); 2012–2014 Vice 
President and General Manager of Materials 
Group China, Avery Dennison Corporation
(CN); 1996–2011 various senior management 
positions at Assa Abloy : e.g. 2010–2011 Vice 
President Asia Pacific (HK); 2006–2010 
President China Door Group (CN); 2003–
2005 Vice President Mergers & Acquisitions 
(HK)

1)

1)

1)

listed company

Education
BSc Hons in Combined Sciences, University of 
Glamorgan (UK)

1) 

Career
Since 2020 COO Access Solutions EMEA and 
member of the EC of dormakaba Group
(CH); 2016–2019 Senior Vice President UK, 
Ireland and Benelux dormakaba; 2014–2015 
Senior Vice President Market North Nordics 
Kaba and 2010–2019 Managing Director Kaba 
UK; 2008–2009 Contracting Business 
Director Kaba UK; 2007–2008 Sales and 
Marketing Director Surelock McGill (UK); 
2005–2006 Sales & Marketing Director EDM 
Group (UK)

Education
MSc (Diplom-Ingenieur FH), University of 
Applied Science in Augsburg (DE); MBA, 
Rotterdam School of Management Erasmus 
University (NL)

1)

1)

Career
Since 2018 COO Access Solutions DACH and 
member of the EC of dormakaba Group
(CH); 
Kuka Group  (DE): various positions, i.a. 
2015–2017 Chief Executive Officer of Kuka 
Industries (DE); 2015 Spokesman of the 
Managing Directors, Managing Director 
Strategy and Sales (CSO) Kuka Industries 
(DE); 2014 Managing Director Strategy and 
Sales (CSO) Reis Robotics (DE); 2010–2014 
Executive Vice President Asia/Pacific Kuka 
Roboter (CN); 2009–2010 Managing Director 
Operations Kuka Roboter (DE); 2006–2009 
Director Global Customer Services Kuka 
Roboter (DE); 2003–2005 Director Customer 
Services Kuka Roboter (DE); 2001–2003 
Director Development Kuka Roboter (DE)

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dormakaba

Annual Report 2020/21

Corporate Governance

121

Stefano Zocca

Andreas Häberli

COO Key & Wall Solutions

CTO

Italian citizen

Swiss citizen

Education
Economics Degree, Bocconi University (IT)

1)

1)

Career
Since 2017 COO Key & Wall Solutions and 
1)
member of the EC of dormakaba Group
(CH); 2015–2017 COO Key Systems and 
member of the EC of dormakaba Group
(CH); 2011–2015 member of the EC of Kaba 
Group  (CH); since 2013 Head of Division Key 
Systems and 2011–2013 Head of Division Key 
Systems EMEA/AP/SAM; 
Whirlpool EMEA (IT): 2004–2011 General 
Manager Middle East, Africa + Turkey, since 
2010 also of Central Europe; 2000–2004 
Customer Service Regional Director, South, 
Central + East Europe, Middle East + Africa; 
1994–2000 European Procurement Manager; 
1988–1994 various positions in industrial and 
logistics operations; 
1986–1988 Procurement and Planning 
Assistant Imbal (IT)

1)

listed company

Education
Master’s Degree in electrical engineering, ETH 
Zurich (CH); PhD in micro-engineering, ETH 
Zurich (CH); Financial Management for 
executives, St.Galler Business School (CH)

Career
Since 2015 CTO and member of the EC 
1)
dormakaba Group  (CH); 2011–2015 CTO and 
member of the EC of Kaba Group  (CH); 
2003–2010 Head of Development and 
member of Management Board Kaba AG 
(CH), from 2009 also of Kaba GmbH (AT); 
1999–2003 member Management Board 
Sensirion (CH); 1997–1999 Chip Design 
Engineer Invox (CA/USA)

1)

1)

External activities and interests
Since 2020 member of the BoD Kardex 
Holding AG  (CH); since 2018 member of the 
Industrial Advisory Board of the Department 
of Mechanical and Process Engineering of 
ETH Zurich (CH); since 2017 member of the 
BoD of Komax Holding AG  (CH); since 2016 
member of the Research Committee of 
Swissmem (CH)

1)

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dormakaba

Annual Report 2020/21

Corporate Governance

122

Shareholders’ participation rights

Voting rights and proxy voting

At dormakaba Holding AG’s General Meetings, each registered share entitles the owner to 

one vote. A shareholder may arrange for another shareholder to represent the vote with a 

written power of proxy or may be represented by the independent proxy.

Majorities required by the Articles of Incorporation

For resolutions covering the following, a majority of at least two-thirds of the votes 

represented is required:

• The conversion of registered shares into bearer shares;

• The dissolution of the company (including as a result of a merger);

• Changes to the Articles of Incorporation provisions on opting out, decision-making by 

the General Meeting and applicable quorum, the number and terms of office of BoD 

members and the process of BoD decision-making;

• The introduction of voting right restrictions; and

• Capital increases.

Otherwise, the General Meeting of dormakaba Holding AG passes its resolutions and 

decides its elections by a majority of votes cast, irrespective of the number of shareholders 

present or votes represented. These rules are subject to overriding statutory provisions and 

section 35 paragraph 4 of the 

Articles of Incorporation

.

Convocation of the General Meeting of Shareholders and agenda

General Meetings are convened as stipulated by law. The BoD of dormakaba Holding AG is 

obliged to include items on the agenda of the General Meeting if these items are requested 

by shareholders who together represent at least 0.5% of the share capital, and if the 

request is made in writing at least four weeks before the General Meeting. Items must be 

included in writing with details of the matter concerned and the proposals.

Entries in the share register/invitation to the Annual General Meeting of 
12 October 2021

Only shareholders entered in the share register with voting rights by 4 October 2021 will be 

entitled to vote at the AGM of 12 October 2021. They will receive the invitation to the AGM 

together with the motions of the BoD. Shareholders cannot attend the AGM 2021 in person 

but may only be represented by the independent proxy, Law Office Keller Partnership, 

Zurich. No entries will be made in the share register from 5 to 12 October 2021. Shareholders 

who sell their registered shares prior to the AGM are not entitled to vote. All information 

about the AGM 2021 can be found 

online
.

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dormakaba

Annual Report 2020/21

Corporate Governance

123

Changes of control and defense 
measures

Compulsory offer

Section 5a of the 

Articles of Incorporation

 of dormakaba Holding AG includes a formal 

selective opting-out. The text of the formal selective opting-out is as follows (translation of 

the German version):

In the following cases, Familie Mankel Industriebeteiligungs GmbH + Co. KGaA and Mankel 

Family Office GmbH as well as their respective direct or indirect quota holders – individually 

or together with shareholders of the company with whom they entered into a pool 

agreement (Shareholder Pool) in connection with the combination of Kaba Group with 

Dorma Group – are exempted from the obligation to make an offer pursuant to Article 32 

paragraph 1 of the Swiss Federal Act on Stock Exchanges and Securities Trading of 

24 March 1995 (Article 135 paragraph 1 of the Swiss Federal Act on Financial Market 

Infrastructures and Market Conduct in Securities and Derivatives Trading of 19 June 2015):

(a) Combination of Kaba Group with Dorma Group pursuant to the transaction agreement 

dated 29 April 2015 between Familie Mankel Industriebeteiligungs GmbH + Co. KGaA and 

Mankel Family Office GmbH on the one hand and the company on the other hand;

(b) Transactions in shares of the company between parties of the Shareholder Pool and/or 

with third parties that result in changes of the majorities within the Shareholder Pool, 

changes in the composition of the Shareholder Pool or changes in the direct overall 

participation of the parties to the Shareholder Pool in the company, as long as such a direct 

overall participation does not exceed 33⅓% of the voting rights in the company;

(c) Dissolution of the Shareholder Pool;

(d) Consummation of the transfer agreement described in § 35 of the Articles of 

Incorporation.

Clauses on changes of control

If control of dormakaba Holding AG changes hands, dormakaba International Holding AG 

(joint liability with dormakaba Holding AG) is obliged to pay one member of the senior 

management (who is not an EC member) a compensation to improve his pension 

entitlement in the amount of one year’s salary (incl. variable salary component) if his 

employment contract is terminated within a year of the change of control or if he resigns 

within a year of the change of control.

The rules of the applicable long-term incentive plans state that if there is a change in the 

control of dormakaba Holding AG (as defined in the regulations) the share blocking period 

(see Compensation Report 

3.2 Long-term incentive

) will be lifted if this is permitted by law 

and the performance share units are subject to an accelerated full vesting at target 

performance (detailed in the regulations), provided the plan participants concerned still have 

an employment contract (that is not under notice) with dormakaba when the change of 

control occurs.

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dormakaba

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Corporate Governance

124

Section 35 of the 

Articles of Incorporation

 of dormakaba Holding AG states that according 

to the transfer agreement (called transfer agreement), which was concluded on 29 April 

2015 related to the combination of Kaba Group and Dorma Group, if there is a change of 

control of dormakaba Holding AG, the Mankel/Brecht-Bergen Family has the right to buy 

back a 2.6% stake in dormakaba Holding GmbH + Co. KGaA and dormakaba Beteiligungs-

GmbH in order to regain control (50.1%) of these companies. A change of control of 

dormakaba Holding AG happens if a third party (i) holds 33⅓% or more of voting rights in 

dormakaba Holding AG in shares, (ii) holds 33⅓% or more of voting rights in dormakaba 

Holding AG in purchase positions and the responsible Swiss authority has decided with legal 

effect that a mandatory offer has been triggered, or (iii) publishes the end result of a 

voluntary offer which, when completed, will give it at least 33⅓% of the voting rights of 

dormakaba Holding AG. The Mankel/Brecht-Bergen Family can only exercise the rights 

pursuant to the transfer agreement if dormakaba Holding AG receives a written statement 

of assurance that (i) nobody associated with the Mankel/Brecht-Bergen Family supports the 

change of control or has ever been involved in it, and (ii) the Mankel/Brecht-Bergen Family 

holds a stake of at least 47.5% of dormakaba Holding GmbH + Co. KGaA and dormakaba 

Beteiligungs-GmbH. The price according to the transfer agreement is based on the market 

price or nominal value of the shares and in the former case is calculated using a fixed 

formula agreed by the parties in the transfer agreement. Under certain conditions and for a 

specific period of time, dormakaba Holding AG has the right to buy back the said 2.6% 

stakes. The transfer agreement is annulled if the Mankel/Brecht-Bergen Family’s stake in 

dormakaba falls below 25%. Approval of the transfer agreement can be cancelled by 

resolution of the General Meeting. Such a decision to cancel must be taken (i) following the 

publication of a public takeover offer to acquire all of the outstanding shares of dormakaba 

Holding AG and before the end of the offer period and (ii) with a majority of at least 50% of 

the votes represented. The transfer agreement and its performance were declared valid 

under takeover law by the Swiss Takeover Board on 22 April 2015.

The transfer agreement is available for shareholders to inspect at the dormakaba 

Holding AG’s head office.

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dormakaba

Annual Report 2020/21

Corporate Governance

125

Auditors

Duration of mandate and term of office of Head Auditor

PricewaterhouseCoopers AG, Zurich, has been the auditor for dormakaba Holding AG since 

1907, and Group auditor of the dormakaba Group since 1982. The responsible lead auditor 

took on this function in the 2016/17 financial year. In accordance with the rules on terms of 

office pursuant to the Swiss Code of Obligations, latest from financial year 2023/24 a new 

lead auditor will be responsible for auditing the statutory and consolidated annual accounts 

of dormakaba Holding AG.

Auditing fees and additional fees

The fees paid to audit firm PricewaterhouseCoopers for services relating to the audit of the 

annual financial statements of dormakaba Holding AG and Group companies and the 

consolidated financial statements of dormakaba Group came to around CHF 2.9 million in 

the financial year 2020/21. In financial year 2020/21, dormakaba Group also paid expenses in 

the amount of around CHF 0.3 million for other consultancy services from 

PricewaterhouseCoopers. Approximately CHF 0.11 million of this was for general advisory 

services relating to acquisition projects and other consulting projects, and around 

CHF 0.1 million for taxation services (direct and indirect taxes). Another CHF 0.09 million 

was spent on support for subsidiaries relating to changes and/or implementation of new 

accounting practice rules or accounting questions and other projects.

Information pertaining to external auditors

Each year, the AC of the BoD assesses the performance, fees, and independence of the 

auditor and suggests to the BoD which external auditor should be proposed to the AGM for 

election. Each year, the AC also assesses the scope of external auditing, the audit plans and 

the relevant processes and discusses the results of the audit with the external auditors. You 

can find more information about the AC 

here
.

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dormakaba

Annual Report 2020/21

Corporate Governance

126

Information policy

This reporting on the financial year 2020/21 and the financial statements as at 30 June 2021 

include the Group Management Report with the consolidated financial statements, the 

financial statements of dormakaba Holding AG, the Corporate Governance Report, the 

Compensation Report, and the Sustainability Report. All reporting is available only digitally 

at 

www.dk.world/AR2020_21

. The HTML format can be printed in PDF format or ordered as 

a printed copy if required. The share price development, business publications, media 

releases, and presentations may also be downloaded from 

www.dormakabagroup.com

. 

Media and analyst conferences or calls take place at least once a year, but usually twice a 

year. dormakaba typically holds a Capital Market Day at least every second year at which 

financial analysts and investors can gain a deeper insight into the Group by meeting EC 

members and management as well as participating in product presentations. In addition, 

the CEO, the CFO, and the Head of Investor Relations regularly take part in various external 

investor meetings. dormakaba Holding AG publishes price-sensitive information in 

accordance with its disclosure obligations under the rules of the SIX Swiss Exchange AG 

(Listing Rules, Art. 53, and rules on ad hoc publicity). dormakaba Holding AG informs its 

shareholders in writing about the course of its business at least every half year. The 

information on how the business is performing is available at 

www.dk.world/news

 and 

www.report.dormakaba.com

. The notifications, reports, and presentations of dormakaba 

are not continually updated by the company; the statements and data contained therein are 

therefore valid as of the relevant date of publication. For those wishing to obtain current 

information, dormakaba Holding AG recommends that they do not refer solely to past 

publications. A list of the most important dates in the financial year can be found at 

www.dk.world/events

.

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dormakaba

Annual Report 2020/21

Compensation Report

127

dormakaba

Annual Report 2020/21

Compensation Report

128

General introduction

The Compensation Report describes the principles underlying the compensation policy and 

provides information about the steering process and the compensation awarded to the 

Board of Directors (BoD) and Executive Committee (EC) of dormakaba Holding AG. It 

meets the requirements of Articles 14 to 16 of the Ordinance Against Excessive Pay at 

Publicly Listed Companies of 20 November 2013 (VegüV), Article 663c of the Swiss Code of 

Obligations, the SIX Swiss Exchange’s Directive on Information relating to Corporate 

Governance, and economiesuisse’s Swiss Code of Best Practice for Corporate Governance.

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dormakaba

Annual Report 2020/21

Compensation Report

129

Introductory notes from the 
Compensation Committee

dormakaba finished the 2020/21 financial year with good business results that marked an 

improvement on the previous year. While profitability was in line with the guidance, organic 

growth was slightly higher. The main reason for the good results development was a strong 

performance of dormakaba’s European and Asian businesses. Further contributing factors 

were the cost-saving and restructuring measures the company implemented early in the 

pandemic, and the focus on cash flow.

The company's performance continued to be impacted by the influences surrounding 

Covid-19. Overall year-on-year organic sales growth came to 1.3%. While organic sales in the 

first six months were still down at –6.0%, the second half of the financial year saw double-

digit organic sales growth of 10.0%, driven notably by a strong fourth quarter. Overall, net 

sales came to CHF 2,499.7 million (previous year CHF 2,539.8 million). EBITDA reached 

CHF 353.1 million (previous year CHF 325.0 million) with an improved EBITDA margin of 

14.1% on 12.8% in the previous year. Net profit increased to CHF 193.3 million (previous year 

CHF 164.1 million), primarily because of the significantly improved operating profit and a 

better net financial result. The improved net profit allows the Board of Directors to propose 

– based on an unchanged dividend policy – to the Annual General Meeting a dividend of 

CHF 12.50 per share, which is 19.0% higher than the previous year’s CHF 10.50.

Due to the pandemic, all members of the BoD and the EC agreed to take a voluntary and 

temporary reduction in their monthly base pay from May 2020 ending after six months in 

October 2020 impacting four months of the reporting period.

At the Annual General Meeting (AGM) 2020, shareholders approved a proposal to merge the 

Compensation Committee and the Nomination Committee to a new Nomination and 

Compensation Committee (NCC) to increase the efficiency of the corresponding committee 

work.

The Nomination and Compensation Committee (previously: Compensation Committee) 

performed its regular activities throughout the financial year such as the propositions of 

compensation for the members of the BoD and EC, as well as the preparation of the 

Compensation Report and the binding say-on-pay votes at the AGM. In addition, as noted in 

the 2019/20 Compensation Report, the NCC implemented the following changes in response 

to shareholder feedback received previous AGMs and during regular engagement with 

shareholders as well as due to alterations in the CEO and BoD Chair roles:

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dormakaba

Annual Report 2020/21

Compensation Report

130

• As of 1 April 2021, Riet Cadonau stepped down from his role as CEO of dormakaba 

and assumed responsibility as non-executive BoD Chair only. His compensation for the 

CEO role was discontinued at this time and he is as of then remunerated in his 

capacity as BoD Chair (for the time of his dual role as BoD Chair and CEO, he was 

only remunerated in his capacity as CEO). As of this date, Sabrina Soussan assumed 

the role of CEO and her compensation as CEO as well as the one associated with her 

onboarding period is described later in this report.

• The BoD compensation structure was modified to accommodate the new non-

executive BoD chair role as well as the new committee structure.

• Net working capital and sales growth elements were added to the short-term 

incentive formula for the CEO and the EC members with functional responsibilities 

(CFO and CTO [Chief Technology Officer]). This harmonizes the short-term incentive 

formula across the entire EC by aligning the CEO and Group function leaders with the 

Chief Operating Officers (COO) and further strengthens their accountability for an 

efficient management of the company’s financial resources and growth driven value 

creation.

• The mix between restricted shares and performance share units under the long-term 

incentive was further shifted and the transition to 100% performance share units will 

be completed with the upcoming grant in September 2021.

• As of September 2020, dormakaba is no longer part of the Swiss Market Index Mid 

(SMIM). Considering that the performance peer group for Total Shareholder Return 

(TSR) under the long-term incentive consisted of SMIM companies, the NCC decided 

to review the peer group and replaced it with the Swiss Performance Index of 

Industrial Companies (SPI industrials).

At the upcoming AGM, our shareholders will again be asked to prospectively approve the 

aggregate maximum amounts of compensation of the BoD for the period until the following 

AGM and of the EC for the financial year 2022/23. Further, our shareholders will have the 

opportunity to express their opinion about our compensation system and the compensation 

awarded to the BoD and to the EC by way of a consultative vote on the Compensation 

Report 2020/21.

At the AGM 2020, binding votes were conducted on the aggregate maximum compensation 

amounts for the BoD and for the EC, as well as a consultative vote on the Compensation 

Report. The shareholders approved the maximum compensation amounts for both the BoD 

and the EC with approval rates of 94% and 97%, respectively, and the consultative vote on 

the Compensation Report received an approval rate of 91%. This positive voting outcomes 

show that the active dialogue engaged with investors was fruitful and that shareholders 

endorse the compensation system in place at dormakaba. We would like to thank investors 

for their trust and support.

In the context of the strategic review that was initiated in the second half of the reporting 

year for the period 2022 to 2027, the NCC will conduct a thorough review of the 

compensation program in financial year 2021/22, to ensure that it continues to be well 

aligned with the strategic direction, while continuing to drive performance, motivation, and 

behaviors that are aligned with the values of dormakaba. The compensation review and its 

outcome will be described in the 2021/22 Compensation Report.

The NCC trusts that this Compensation Report is informative and would like to thank our 

shareholders for their valuable feedback on our approach to executive compensation.

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dormakaba

Annual Report 2020/21

Compensation Report

131

Compensation at a glance

Summary of current compensation system of the BoD

To ensure their independence, BoD members only receive a fixed compensation paid in cash 

and shares restricted for three years. The amount of compensation depends on the function 

on the BoD.

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The BoD members are required to own at least 500 dormakaba shares within three years of 

tenure.

Compensation of the BoD in financial year 2020/21

The compensation awarded to the BoD in financial year 2020/21 is within the limits 

approved by the shareholders at the AGM:

Compensation period

  Approved amount (CHF)

  Effective amount (CHF)

AGM 2019 – AGM 2020

AGM 2020 – AGM 2021

  2,390,000

  2,940,000

  1,944,500

  To be determined*

* The compensation period is not yet completed, a definitive assessment will be provided in the 2021/22 

Compensation Report.

Summary of current compensation system of the EC

The compensation system applicable to the EC is designed to engage executives to 

implement the company’s strategy, to achieve the company’s short- and long-term business 

objectives and to create sustainable shareholder value. It consists of the following elements:

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Annual Report 2020/21

Compensation Report

132

Shareholding ownership guideline

The members of the EC are required to own a minimum multiple of their annual base salary 

in dormakaba shares within five years of tenure:

CEO

  300% of annual base salary

EC member 

  200% of annual base salary

Compensation of the EC in financial year 2020/21

The compensation awarded to the EC in financial year 2020/21 is within the limits approved 

by the shareholders at the 2020 AGM:

Compensation period

  Approved amount (CHF)

  Effective amount (CHF)*

Financial year 2020/21

  18,000,000

  13,652,662

*

Includes the replacement award for the new CEO in the amount of CHF 1,251,166. Further details can 
be found in the chapter "Compensation architecture for the EC" under “6. Assessment of actual 
compensation paid to the EC in the financial year 2020/21”.

Performance in financial year 2020/21

dormakaba finished the 2020/21 financial year with good business results that marked an 

improvement on the previous year. While profitability was in line with the guidance, organic 

growth was slightly higher. Overall year-on-year organic sales growth came to 1.3%. EBITDA 

reached CHF 353.1 million (previous year CHF 325.0 million) with an improved EBITDA 

margin of 14.1% on 12.8% in the previous year. Net profit increased by 17.8% year-on-year to 

CHF 193.3 million (previous year CHF 164.1 million) primarily because of the significantly 

improved operating profit and a better financial result. Consequently, the average short-

term incentive payout is above prior year’s level.

Compensation governance

• The NCC supports the BoD with matters related to the compensation of the BoD and 

of the EC.

• Shareholders approve the maximum compensation amounts of the BoD and of the 

EC. Further, they also express their opinion on the compensation system through a 

consultative vote on the Compensation Report.

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Annual Report 2020/21

Compensation Report

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Basic principles of compensation

The compensation system of dormakaba reflects the commitment to attract, engage, and 

retain the best talent within the industry. It is designed to engage executives and employees 

to implement the company’s strategy, to achieve the company’s short-term and long-term 

business objectives, and to create sustainable shareholder value.

The compensation for the 

BoD 

members consists exclusively of a fixed payment in cash and 

shares. This ensures that the BoD remains independent in exercising its supervisory duties 

towards the EC.

The compensation system for the  members is built on the following key principles:

EC 

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Annual Report 2020/21

Compensation Report

134

Managing compensation

Nomination and Compensation Committee (NCC)

At the AGM 2020, the shareholders approved the BoD’s proposal to merge the Nomination 

Committee and the Compensation Committee to establish a Nomination and 

Compensation Committee (NCC). This supported the view of the BoD that personnel and 

compensation decisions are preferably prepared by one and the same committee, especially 

in connection with members of the BoD and the EC.

In accordance with the 

Articles of Incorporation

 and the Organizational Regulations of 

dormakaba Holding AG, the BoD is responsible for the principles underlying the 

compensation policy and for the compensation steering process; it is supported in this work 

by the NCC.

The NCC consists of three BoD members who are elected annually and individually by the 

AGM for a period of one year. At the AGM 2020, the shareholders elected Hans Hess (Chair), 

Stephanie Brecht-Bergen, and John Heppner as members of the NCC.

The NCC’s main compensation tasks are:

• Propose and periodically review the compensation policy and regulations for the 

attention of the BoD;

• Propose to the BoD the specific design of the fundamental compensation elements 

and the determination of the compensation-related performance objectives;

• Propose to the BoD the maximum aggregate compensation amount of the BoD and 

of the EC to be submitted to the shareholders’ vote at the AGM;

• Propose to the BoD the compensation to be paid to its members within the limits 

approved by the AGM;

• Decide on the terms of appointment, significant changes in existing employment 

contracts, and compensation for the EC members within the limits approved by the 

AGM;

• Decide on the share-based compensation to be awarded to the members of the EC 

and the Senior Management;

• Propose the Compensation Report to the BoD.

The compensation for the EC and for the Senior Management is set as part of an annual 

process.

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Annual process and responsibilities in the compensation matters of the BoD and EC

Aug

Oct

Dec

Feb

June

Compensation policy review and compensation principles for next 
financial year

Compensation planning and share award plan design

Compensation Report

Maximum aggregate compensation amounts of the BoD and EC for next 
compensation period

Compensation structure and level of BoD for next compensation period  

Individual target compensation of EC members for next financial year*

Individual short-term incentive payments of EC members for previous 
financial year*

Individual share awards of EC members and Senior Management*

NCC
BoD

NCC
BoD

NCC
BoD

CEO
NCC

CEO
NCC

AGM

AGM

NCC
BoD

NCC
BoD

NCC
BoD

NCC

NCC
BoD

CEO
NCC

CEO
NCC

Review of external stakeholder feedback on compensation disclosure and 
[discussion of] changes for next disclosure

NCC

CC meeting schedule and agenda for next period of office

NCC

NCC

NCC

red: recommending body 

blue: reviewing body 

gray: approving body 

* Proposals related to the CEO compensation are prepared by the NCC Chair and approved by the NCC.

The NCC meets as often as business requires but at least once a year. Number of meetings 

held and attendance details, incl. participation of members of executive management and 

external advisors, are provided in the 

Corporate Governance Report
.

The NCC Chair reports to the BoD after each meeting on the activities of the committee. 

The minutes of the committee’s meetings are available to the BoD members.

The NCC may decide to consult external advisors on specific compensation matters. Agnès 

Blust Consulting, a company specialized in executive compensation in Swiss listed 

companies, has been appointed to provide independent advice on specific compensation and 

governance matters. This firm does not have any non-Human Resources-related mandates 

with dormakaba.

Shareholders’ involvement

The BoD values the dialogue with shareholders and wants to know and understand their 

views on executive compensation. In this context, the BoD has held an annual consultative 

vote on the Compensation Report from financial year 2012/13 onwards. This vote allows 

shareholders to express their opinion on the compensation policy and systems applicable to 

the BoD and the EC. Since the AGM 2015, the BoD also seeks an annual prospective binding 

approval from shareholders of the maximum aggregate amount of compensation of the 

BoD and the maximum aggregate amounts of fixed and variable compensation of the EC.

The Articles of Incorporation include the principles of compensation applicable to the BoD 

and to the EC. Those provisions can be found 

online

 and include:

• Principles of compensation of the Board of Directors (Article 23);

• Principles of compensation of the Executive Committee (Article 24);

• Binding vote at the AGM (Article 22);

• Additional amount for new members of the Executive Committee (Article 25);

• Credits and loans to members of the Board of Directors and Executive Committee 

(Article 28).

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dormakaba

Annual Report 2020/21

Compensation Report

136

Compensation architecture for the 
BoD

BoD members only receive a fixed compensation based on the responsibilities and time 

requirement of their function, without any entitlement to performance-related 

compensation. This ensures that the BoD remains independent while exercising its 

supervisory duties towards the EC. The amount of compensation for each function of the 

BoD is determined annually considering the market compensation trends and comparisons 

with other listed Swiss industrial companies which operate internationally. The last 

benchmarking analysis was conducted by Agnès Blust Consulting in financial year 2017/18 

based on the following peer companies: Autoneum, Bucher Industries, EMS Chemie, Geberit, 

Georg Fischer, Landis + Gyr, Logitech, Lonza, OC Oerlikon, Sonova, and Sulzer. The results of 

the analysis had shown that overall, the compensation of the BoD was slightly below market 

practice.

In view of the evolving requirements on the BoD members’ role and considering that the 

compensation levels of the BoD remained unchanged since 2014 despite being below 

benchmark, they were increased effective from the AGM 2019 onwards. Aside from the 

changes described below related to the non-executive BoD Chair function and the new 

committee constitution, no changes were made to the BoD compensation levels since the 

AGM 2019.

1. Composition of compensation

Effective 1 April 2021, the BoD Chair stepped down from his dual role and handed over the 

CEO role to his successor. At this date, the compensation for his CEO role was discontinued 

and replaced by a compensation for the non-executive BoD Chair role, which consists of an 

annual fee of CHF 680,000, of which CHF 360,000 is paid in cash and CHF 320,000 in 

restricted shares (following a similar ratio between cash and share compensation as for the 

other BoD members). In line with legal requirements, he is insured in the company’s pension 

fund. Both the employee and employer portions of the annual contributions are borne by the 

BoD Chair himself, therefore no pension cost is paid by the company. The annual fee for the 

BoD Chair role was determined based on the expected time and effort required to 

effectively perform this role and with consideration of remuneration levels of defined 

benchmark companies. The BoD Chair is not eligible to receive any additional committee 

fees.

The compensation paid to the other members of the BoD comprises a cash payment of 

CHF 100,000 and an award of CHF 90,000 in restricted shares of dormakaba Holding AG. 

Additional fees are paid in cash for specific functions such as committee chair and/or 

committee member of the BoD or for performing special additional tasks assigned by the 

BoD.

For the term of office from the AGM 2020 until the AGM 2021, the BoD compensation 

system was modified to accommodate the formation of the Nomination and Compensation 

Committee (NCC). The Committee Chair fee for the new NCC amounts to CHF 60,000 and 

the membership fee to CHF 20,000. This structure was determined based on the expected 

level of time and effort required to effectively run the committee and to be consistent with 

the existing structure for the Audit Committee. Upon implementation of the NCC, the 

individual Compensation respectively Nomination Committees and their corresponding fee 

structures were discontinued.

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Annual Report 2020/21

Compensation Report

137

The compensation system and levels are documented in the BoD compensation directive and 

are summarized in the table below.

The members of the BoD may decide to receive part of the cash payment in the form of 

shares of the company. The number of shares awarded is calculated using the average 

closing share price for the last five trading days of the last month of the relevant 

compensation period. The awarded shares are restricted for a period of three years; this 

blocking period remains in place if a member leaves the BoD. In addition, a shareholding 

ownership guideline is in place, requiring Board members to hold a minimum of 500 shares 

of dormakaba within three years after their election to the BoD.

Compensation is paid on a pro rata basis to Board members twice a year. For the term of 

office from the AGM 2020 until the AGM 2021, the first compensation period ended on 

30 April 2021, the second will end on 31 October 2021. Actual expenses incurred are only 

reimbursed for travel and journeys outside Switzerland or as caused by special additional 

tasks performed on behalf of and assigned by the BoD.

2. Assessment of actual compensation paid to the BoD in the financial 
year 2020/21

The actual compensation paid to the BoD for the financial year 2020/21 increased compared 

to the previous year (+9%) mainly because the BoD Chair receives compensation since 1 April 

2021 as mentioned above. All members of the BoD voluntarily and temporarily agreed to a 

10% reduction of their basic compensation, starting from May 2020 and ending in October 

2020. Therefore, four months (July – October 2020) of the reporting period were impacted 

by this reduction.

At the AGM 2020, the shareholders approved a maximum aggregate amount of 

CHF 2,940,000 for the BoD for the compensation period from the AGM 2020 until the AGM 

2021. The compensation effectively paid for the portion of this term of office included in this 

Compensation Report (October 2020 – 30 June 2021) is within the limit approved by the 

shareholders. A conclusive assessment for the entire period will be included in the 

Compensation Report 2021/22.

At the AGM 2019, the shareholders approved a maximum aggregate amount of 

CHF 2,390,000 for the BoD for the compensation period from the AGM 2019 until the AGM 

2020. The compensation effectively paid was CHF 1,944,500 and is within the limit approved 

by the shareholders.

As of 30 June 2021, in compliance with the 

Articles of Incorporation

, no loans or credits were 

granted to current or former BoD members, or parties closely related to them. Investments 

held by BoD members or related persons (including conversion and option rights) – if any – 

are listed 

here
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Annual Report 2020/21

Compensation Report

138

Compensation architecture for the 
EC

The compensation awarded to EC members is primarily driven by the success of the 

company. In addition to a competitive fixed compensation, there is a performance-related 

component that rewards for performance and allows EC members to participate in the 

company’s long-term value creation. The overall compensation consists of the following 

elements:

• Annual base salary;

• Benefits (such as retirement benefits);

• Short-term incentive;

• Long-term incentive (share-based compensation).

To ensure consistency across the organization, roles within the organization have been 

evaluated using the job grading methodology of Korn Ferry Hay Group. The grading system 

is the basis for compensation activities such as benchmarking and determination of 

compensation structure and levels. For comparative purposes, dormakaba refers to external 

compensation studies that are conducted regularly by Korn Ferry Hay Group in most 

countries. Overall, these studies include the compensation data of 2,500 technology and 

industrial companies, including listed and privately held competitors in the security sector 

that are comparable with dormakaba in terms of annual revenues, number of employees, 

and complexity in the relevant national or regional markets. Consequently, there is no 

predefined peer group of companies that is used globally. Rather, the benchmark companies 

vary from country to country based on the database of Korn Ferry Hay Group. For the CEO 

role, the following companies were included in the last benchmark analysis conducted in the 

financial year 2018/19 covering Swiss listed industrial companies of similar size in terms of 

market capitalization, revenue, and number of employees: Autoneum, Bucher Industries, 

EMS Chemie, Geberit, Georg Fischer, Landis+Gyr, Logitech, Lonza, OC Oerlikon, Sonova, and 

Sulzer.

As a principle, the compensation paid to the EC members must be based on the market 

median in the relevant national or regional market and must be within a range of –20% to 

+35% of this figure. The variable component of compensation (= short- and long-term 

incentives) is targeted to make up for at least 50% of the overall compensation.

1. Annual base salary

EC members receive an annual base salary for fulfilling their role. It is based on the following 

factors:

• Content, responsibilities and complexity of the function;

• External market value of the respective role: amount paid for comparable positions in 

the industrial sector in the country where the member works;

• Individual profile in terms of skill set, experience, and seniority.

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2. Benefits

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As the EC is international in its nature, the members participate in the benefits plans 

available in their country of employment. Benefits mainly consist of retirement, insurance, 

and health care plans that are designed to provide a reasonable level of protection for the 

participants and their dependents in respect to the events of retirement, disability, death, 

and illness/accident. The EC members with a Swiss employment contract participate in the 

occupational pension plans offered to all employees in Switzerland, which consist of a basic 

pension fund and a supplementary plan for management positions. The benefits offered by 

the pension fund of dormakaba in Switzerland are in line with benefits provided by other 

Swiss multinational industrial companies.

EC members under foreign employment contracts are insured commensurately with market 

conditions and with their position. Each plan varies in line with the local competitive and 

legal environment and is, as a minimum, in accordance with the legal requirements of the 

respective country.

Further, EC members are also provided with certain executive perquisites such as company 

car or car allowance, representation allowance, and other benefits in kind according to 

competitive market practice in their country of employment.

3. Variable compensation

The variable compensation consists of a short-term incentive (STI) and a long-term incentive 

(LTI).

3.1 Short-term incentive

The short-term incentive is defined annually as a cash payment and aims to motivate the 

participants to meet and exceed the company’s financial objectives, which are defined in line 

with the Group’s strategy. Pursuant to the 

Articles of Incorporation

, the short-term 

incentive may not exceed 150% of the individual annual base salary for the EC members 

(cap).

Following the “We are ONE company” principle, the individual short-term incentive paid to 

the EC members is strictly based on Group and segment financial objectives and not on 

individual goals. For the CEO and other EC members (CFO and CTO), the incentive formula 

relates exclusively to Group results. For the COOs, it relates to segment results and Group 

results as follows:

  Group  Segment

  Rationale

Access Solutions 
(AS)

  10%  

30% all AS 
segments,
60% own AS 
segment

Key & Wall 
Solutions

  30%  70%

AS segments (AMER, APAC, DACH, EMEA) are 
interdependent, therefore the weighting strongly 
encourages collaboration between AS segments 
and rewards for the AS collective performance and 
the individual performance of each AS segment in a 
balanced manner.

Key & Wall Solutions is an independent global 
segment, the 30 – 70% split between Group’s and 
segment’s results is well balanced in terms of 
rewarding the collective performance of the Group 
and the individual performance of the segment.

The business results are compared to the previous year’s results to drive a continuous 

improvement of the business achievements, year after year.

The incentive formulas for all EC members are built around the principle of paying a 

predefined share of profit individually determined for each function, which are additionally 

modified by a set of multipliers. For the financial year 2020/21, the formula for the CEO and 

other EC members in Group function roles (CFO and CTO) was harmonized with the 

formula of the COO functions to include sales growth and net working capital (NWC) 

multipliers aiming to further strengthen the accountability for the efficient use of the 

company’s financial resources and a growth-driven value creation.

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The STI formula is illustrated below.

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The predefined share of profit is expressed as a percentage of Group net income or as a 

percentage of segment EBIT. The growth multiplier depends either on a combination of the 

company’s net income growth and the Group sales growth or on the segment’s sales growth 

compared to previous year and is capped at 1.6 in case of substantial growth. The net 

working capital (NWC) multiplier depends on the Group or segment’s change of net working 

capital compared to previous year and is capped at 1.4 in case of substantial reduction of 

net working capital.

This formula is aligned to the business strategy of profitable growth because it rewards for 

bottom-line (Group net income or segment EBIT) as well as top-line results (sales growth) 

and an efficient management of the company’s financial resources.

The calculation of the short-term incentive is based – just as the audited financial 

statements of the Group – on the actual figures recorded in the financial reporting system. 

Effects from acquisitions and divestments as well as other special effects that have a 

material impact on the financial results, are excluded so that the financial results are 

comparable to the previous year. There were no significant adjustments made in the 

reporting year.

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141

3.2 Long-term incentive

The purpose of the long-term incentive is to give the EC an ownership interest in dormakaba 

and a participation in the long-term performance of the company and thus to align their 

interests to those of the shareholders.

At the beginning of the long-term incentive plan cycle (grant date), EC members are 

awarded restricted shares and performance share units of dormakaba based on the 

following criteria:

•

External benchmark:

 typical grant size of long-term incentive for a similar function in 

the relevant market and positioning of the individual’s total direct compensation 

compared to that benchmark. Total direct compensation includes fixed base salary 

plus short-term incentive plus allocation under the long-term incentive plan.

•

Individual performance:

 measured against predefined priorities in the financial year 

prior to the grant, as documented within the performance management process. The 

long-term incentive is the only compensation program that takes into consideration 

the individual performance of the EC members. For each member, a list of individual 

strategic priorities is determined before the start of each financial year based on the 

mid-term plan of the Group, segment or function. At the end of each financial year, 

the individual performance of the member is measured against those strategic 

priorities and will be considered for the determination of the grant size of the long-

term incentive in the following financial year.

•

Strategic importance: 

impact of the EC member's projects on the long-term 

company's success.

•

Retention:

 desire to retain the person to the company and to its overall long-term 

value creation by offering restricted shares and performance share units subject to a 

three-year vesting period.

Based on the above criteria, the CEO formulates a proposal for long-term incentive awards 

of the individual EC members and other members of Senior Management, which is subject 

to approval by the Nomination and Compensation Committee (NCC). For the CEO, the 

NCC Chair formulates a proposal that is subject to the approval of the NCC. Pursuant to 

the 

Articles of Incorporation

, the fair value of the long-term incentive at grant may not 

exceed 150% of the individual annual base salary for the EC members (cap).

The long-term incentive award is split into two components: one third is granted in form of 

restricted shares of dormakaba subject to a three-year blocking period. This component of 

the award is designed to provide participants an ownership interest in the long-term value 

creation of the company by making them shareholders. The other two-thirds of the award is 

granted in form of performance share units of dormakaba subject to a three-year 

performance-based vesting period. This component of the award is designed to reward 

participants for the future performance of the earnings per share (EPS) and the relative 

TSR of the company over the three-year performance period. Both performance conditions 

are equally weighted at 50%. The vesting level may range from 0% to a maximum of 200% 

of the original number of units granted (maximum two shares for each performance share 

unit originally granted).

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Prior to September 2020, TSR was measured relative to companies of the SMIM – of which 

dormakaba was part of. Effective 21 September 2020, dormakaba no longer belongs to the 

SMIM. The NCC subsequently reviewed the performance peer group and concluded that the 

SPI Industrials is a more appropriate peer group based on the size and relevance of 

companies in the index. An index was selected as a performance benchmark because of the 

insufficient number of direct competitors of dormakaba that are publicly listed. Therefore, 

the SPI Industrials as an index of companies of comparable size listed on the SIX Swiss 

Exchange was the most appropriate alternative. The long-term incentive award continues to 

provide for a 100% vesting for performance on median.

The EPS growth target is fully aligned with dormakaba’s organic sales growth ambition to 

outperform weighted GDP growth by 2% points. The vesting formula for both performance 

indicators is illustrated below, there is no vesting below the threshold levels of performance:

The vesting formula has been designed in line with market practice for Swiss publicly traded 

companies to combine pay for performance compensation principles and reach alignment 

with the long-term shareholder interest. It has both challenging targets and no excessive 

leverage. To reach the target, the company needs to outperform half of the peers in respect 

of relative TSR and needs to outperform GDP growth by 2% points on the EPS condition. 

While there is no payout below the threshold levels of performance, a partial payout is still 

possible for a performance between the threshold and the target. On the other side, an 

extraordinary performance is required to reach the cap of 200%.

Restricted shares and performance share units are usually awarded annually in September. 

In case of voluntary termination by the participant restricted shares remain blocked and the 

performance share units are forfeited without any compensation. If a participant is 

terminated for cause, restricted shares that are blocked at the time of termination must be 

returned to the company and the performance share units are forfeited without any 

compensation. In case of termination without cause or retirement, restricted shares remain 

blocked, and the performance share units are subject to a pro rata vesting at the regular 

vesting date. In case of disability, death or change of control, the blocking period of the 

shares is lifted, and performance share units are subject to an accelerated pro rata vesting 

based on a performance assessment by the BoD (see also Corporate Governance Report 

'

Changes of control and defense measures

'). The conditions for the award of shares and 

performance share units are governed by the stock award plans of dormakaba.

Shares awarded in reporting periods 2020/21 and 2019/20 have come from dormakaba 

treasury.

The long-term incentive awards are subject to clawback and malus provisions since 2019. In 

certain circumstances, such as in the case of financial restatement due to material non-

compliance with financial reporting requirements or of fraudulent behavior or substantial 

willful misconduct, the BoD may decide to suspend the vesting or forfeit any granted long-

term incentive award (malus provision) or to require the reimbursement of vested shares 

delivered under the long-term incentive (clawback provision).

The mix between restricted shares and performance share units under long-term incentive 

will continue to be shifted and the transition to a fully performance based long-term 

incentive will be completed in the financial year 2021/22. The grant in September 2021 will 

consist of 100% performance share units and the allocation of restricted shares will be 

discontinued.

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4. Employment contracts

The EC members are employed under employment contracts of unlimited duration that are 

subject to a notice period of up to twelve months. EC members are not contractually 

entitled to sign-on awards, termination payments or any change of control provisions other 

than the accelerated vesting and/or unblocking of share awards mentioned above. The 

employment contracts of the EC members may include non-competition clauses for a 

duration of up to a maximum of two years. In cases where the company decides to activate 

the non-competition provisions, the compensation paid in connection with such non-

competition provisions may not exceed the monthly base salary, or half of the total 

compensation, for a period of twelve months.

5. Shareholding ownership guideline

The EC members are required to own a minimum multiple of their annual base salary in 

dormakaba shares within five years of hire or promotion to the EC, as set out in the 

following table.

CEO

  300% of annual base salary

EC member 

  200% of annual base salary

To calculate whether the minimum holding requirement is met, all vested shares are 

considered regardless of whether they are restricted or not. However, unvested performance 

share units are excluded from the calculation. The NCC reviews compliance with the share 

ownership guideline on an annual basis. In the event of a substantial rise or drop in the share 

price, the BoD may, at its discretion, review the minimum ownership requirement.

6. Assessment of actual compensation paid to the EC in the financial year 
2020/21

In comparison to the previous year, total direct compensation (TDC) of the EC increased by 

4%. There are several factors that impacted the level of actual compensation paid to the EC 

in the 2020/21 financial year, which are summarized below.

•

Changes in EC composition:

 Riet Cadonau stepped down as CEO on 31 March 2021. 

His successor, Sabrina Soussan, joined the company as designated CEO on 1 January 

2021 and took over as CEO as of 1 April 2021, leading to concurrent CEO level 

compensation payment for a three-month period. As part of her onboarding, Sabrina 

Soussan received one-time relocation support as well as a replacement award in lieu 

of the forfeited compensation at the previous employer. Further details can be found 

below.

•

Base salary changes:

 considering the pandemic none of the EC members’ target base 

salaries were adjusted at the beginning of the reporting period as part of the regular 

compensation review. In the context of the pandemic and as a sign of solidarity with 

the global workforce, the EC members voluntarily agreed to a reduction in monthly 

base salary of 10%, starting from May 2020 and ending in October 2020, hence 

affecting four months of the reporting period. Overall, the annual basic compensation 

paid out decreased by 6%.

•

STI payout:

 the STI payout formula is based on performance improvements versus 

previous year (and not on the achievement of budgeted targets). The STI payout of 

the EC members reflects the underlying financial performance in the reporting year, 

especially the increase in the Group net income which is the main driver of the STI 

payout for the CEO and EC members with global responsibility (CFO, CTO). All 

segments (COOs) contributed to the organic growth and an improved profitability 

compared to the previous year (improved EBITDA margin) except for AS AMER. In the 

reporting year, the STI payout of EC members is 96% of the annual base salary on 

average (previous year 70%). A payout of 78% of annual base salary (on average) for 

the EC members corresponds to the level of originally expected performance for the 

financial year 2020/21. For the former CEO, the STI payout is capped to 150% of 

annual base salary (pro-rated for the time spent in the role), as foreseen by the Article 

of Incorporation 24. For the new CEO, a pre-determined STI amount was paid out for 

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the period of her onboarding as designated CEO (1 January to 31 March 2021) as per 

her employment contract. As of 1 April, the regular STI calculation methodology 

applied.

•

LTI grant in September 2020: 

to determine the individual grant size (nominal value), 

the allocation criteria in place for several years (described under 

section 3.2

) such as 

individual performance in the previous year, strategic importance of the projects under 

responsibility, position against benchmark and retention need were considered. Based 

on those factors, the LTI grant size of two EC members was slightly increased 

compared to previous year. For the departing CEO and the other EC members, the LTI 

grant size remained unchanged compared to previous year. The strategic priorities of 

the CEO for financial year 2019/20 (considered for determining the grant size in the 

reporting year) are detailed below and have been implemented successfully.

Strategic priorities of the CEO (financial year 2019/20)*

Business performance

  Achieve business performance in line with guidance. 

Business development

Selectively establish further acquisitions/divestments in accordance 
with the defined strategic priorities. 

Group innovation

Drive the digitization initiatives (cloud-based solutions) and 
implement Information Security Management System (ISMS).

Supply chain management

Deliver the defined procurement savings and execute the agreed 
Industry 4.0 initiatives. 

Organization

Ensure succession plans for key positions, strengthen leadership 
teams and develop/retain key talents. Sustainability: prepare for 
Science Based Targets initiative (SBTi). IT: continue to implement the 
defined IT strategy. 

* This information is disclosed in summarized form for confidentiality reasons.

The replacement award for the new CEO relates to the forfeited equity compensation at 

the previous employer and was fully granted in the form of equity. The replacement award 

amounts to CHF 619,583 in restricted shares and CHF 631,583 in PSU granted at the hiring 

date on 1 January 2021. The shares are subject to a blocking period of 8 months, 1 year and 8 

months, and 2 years and 8 months, respectively. The PSU are subject to a vesting period of 8 

months, 1 year and 8 months, and 2 years and 8 months, respectively, based on the EPS and 

rTSR performance conditions used in the dormakaba LTI plan. The blocking period of the 

shares and the vesting period of the PSU mirror the restriction periods of the outstanding 

plans at dormakaba (LTI grants 2018, 2019 and 2020, vesting in 2021, 2022 and 2023 

respectively) and broadly reflect those of the forfeited awards at the previous employer.

The performance share units granted under the long-term incentive in September 2017 

vested in September 2020 based on the EPS growth over the three-year vesting period at a 

vesting level of 96.1%. The share price at vesting amounted to CHF 527.00 compared to 

CHF 975.00 at grant.

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dormakaba

Annual Report 2020/21

Compensation Report

145

Variable compensation forms a major part of total direct compensation (TDC). The 

percentage of overall compensation paid to the EC as variable compensation in the 

reporting year was 67% (excluding benefits and social security contributions) and increased 

(previous year 62%) due to increase predominantly in STI payout. Variable compensation 

paid out in shares accounted for 30% of the TDC (previous year 33%), which is in line with 

the compensation strategy to award 30% or more of total compensation in equity-based 

compensation by applying increases primarily on the long-term incentive component rather 

than on the other compensation elements.

CEO*

EC*

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* Based on new CEO annual target compensation mix
** Annual Base Salary

* EC excl. CEO
** Annual Base Salary

At the AGM 2019, the shareholders approved a maximum aggregate amount of 

CHF 18,000,000 for the EC for the financial year 2020/21. The compensation effectively 

awarded of CHF 13,652,662 is within the limit approved by the shareholders. This includes the 

replacement award for the new CEO in the amount of CHF 1,251,166. Further details can be 

found above.

As of 30 June 2021, in compliance with the 

Articles of Incorporation

, no loans or credits were 

granted by dormakaba to current or former EC members, or parties closely related to them. 

Investments held by EC members or related persons (including conversion and option rights) 

– if any – are listed 

here
.

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dormakaba

Annual Report 2020/21

Compensation Report

146

Compensation to the BoD and EC

Financial year 2020/21

Compensation 1)

Additional 
compensation 
(committees, special 

  Basic compensation  

tasks)  

Social benefits 2)

Total (CHF)  

of which in shares 
(CHF) 3)

BoD

Birgersson Jens

Member Audit Comittee (since AGM 2020)

183,667  

13,333  

Brecht-Bergen Stephanie

183,667  

16,667  

–  

–  

197,000  

110,578

200,333  

86,537

Member Nomination Committee (until AGM 
2020)

Member Nomination and Compensation 
Committee (since AGM 2020)

Cadonau Riet

Chair of the Board

Daeniker Daniel

Chair Audit Committee

170,000  

–  

12,942  

182,942  

79,390

183,667  

60,000  

17,167  

260,834  

86,537

Dörig Rolf (BoD member until AGM 2020)

57,000  

25,000  

5,736  

87,736  

26,869

Chair Compensation Committee (until AGM 
2020)

Member Nomination Committee (until AGM 
2020)

Dubs-Kuenzle Karina

Gummert Hans

Member Audit Committee 

Member Compensation Committee (until AGM 
2020)

183,667  

183,667  

20,000  

88,452  

14,305  

–  

217,972  

272,119  

86,537

86,537

Heppner John

183,667  

26,667  

–  

210,333  

95,305

Member Nomination and Compensation 
Commitee (since AGM 2020)

Hess Hans

Vice-Chair of the Board

Lead Independent Director

Chair Nomination and Compensation 
Committee (since AGM 2020)

Chair Nomination Committee (until AGM 
2020)

Member Audit Committee 

Member Compensation Committee (until AGM 
2020)

Mankel Christine

Liu John Y. (BoD member since AGM 2020)

Total BoD

183,667  

108,333  

21,103  

313,103  

86,537

183,667  

126,667  

–  

–  

1,823,000  

358,452  

–  

8,839  

80,093  

183,667  

135,506  

2,261,545  

110,578

59,669

915,074

1) The Chair of the Board receives compensation in his role since April 2021, covering three months of the reporting period. For as long as he was in his dual 
capacity as the CEO and Chair of the Board, he did not receive any compensation for his role as the Chair of the Board. Compensation for the employer 
representative on the Swiss pension fund (Karina Dubs-Kuenzle) of CHF 20,000 p.a. and compensation for the membership of the Supervisory Board of 
dormakaba Holding GmbH + Co. KGaA (Hans Gummert) of CHF 65,119 are included in the compensation (additional compensation). Business expenses are 
not included. For Hans Gummert the additional compensation is paid in EUR and remains stable vis-à-vis the previous year, however, fluctuates in CHF due 
to currency exchange.

2) In line with the Swiss legal requirements under the respective law (BVG), the Chair of the Board is insured in the company pension fund. The employer cost 
of the pension benefits are deducted from the cash board fee disclosed above. The Chair of the Board is hence financing both the employee and employer 
contributions to the pension fund via a deduction on the cash board fee so that the insurance in the pension fund is cost-neutral to the company.

3) The compensation for the reporting period is paid out in three installments (November 2020, May 2021, and November 2021). Shares are awarded based 

on a fixed monetary amount of CHF 90,000 for the Board members. The average of the closing share prices of the last five trading days in the month prior 
to the payment is used to determine the number of shares allocated (CHF 424.24 for the shares transferred in November 2020 and CHF 620.40 for the 
shares transferred in May 2021).

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dormakaba

Annual Report 2020/21

Compensation Report

147

Fixed compensation

Variable compensation

Total CHF

Benefits and 
social / 
pension 
contributions 1) 

Total 
aggregate 
amount

Fixed basic 
payment

 STI 2)

 LTI 3)

Social / 
pension 

Total 
aggregate 
amount

contributions  

EC members 

Cadonau Riet  4) 5)

Sabrina Soussan  6)

Other EC 

Subtotal 

 596,274   

 133,753   

 730,027   

 956,250   

 1,280,281   

 269,821   

 2,506,352   

 3,236,379 

 425,004   

 107,869   

 532,873   

 525,000   

 -     

 95,646   

 620,646   

 1,153,519 

 2,415,866   

 766,853   

 3,182,719   

 2,355,028   

 1,821,187   

 652,664   

 4,828,879   

 8,011,598 

 3,437,144 

 1,008,475 

 4,445,619 

 3,836,278 

 3,101,468 

 1,018,131 

 7,955,877 

 12,401,496 

1) Includes contributions to social security and occupational pension plans as well as fringe benefits. Contributions to social security and occupational pension 
plans are the contributions effectively paid in the reporting year and relate to the fixed and variable compensation effectively paid out in the reporting 
year. Fringe benefits include elements such as private use of company car, company car allowance, service anniversary, housing contributions, and one-time 
relocation allowances for two new EC members to facilitate their relocation following their appointment to the EC role. Fringe benefits amount to CHF 
61,817 for the former CEO, to CHF 30,440 for the new CEO and CHF 436,069 for the other EC members.

2) The short-term incentive reported will be paid after the end of the reporting year.

3) The total grant value of the LTI includes CHF 751,608 in restricted shares and CHF 2,012,114 in performance share units (PSU). The fair value on the grant 
date is CHF 584 per restricted share. The value of the PSUs is based on their fair value on the grant date which includes adjustments for lost dividends 
during the vesting period and the TSR performance conditions..

4) In accordance with his employment contract from 2011, the former CEO receives a guaranteed allocation of 550 shares (worth CHF 337,750) which are 
blocked for three years. These shares are not yet included in the shares held as of 30 June 2021 as listed in the table ’Shares held by BoD and EC’ as they 
were not yet allocated by the end of the financial year (grant date of 1 September 2021). However, they have been included in the long-term incentive 
compensation figure with a share price of CHF 614.09 (average closing price of May/June 2021).

5) In line with the contractual agreement in place which foresee a partial forfeiture of PSU, CHF 527,086 of the award granted to the CEO in September 

2020 forfeits.

6) The replacement award in equity relating to the forfeited compensation at the previous employer for the new CEO is not included in the compensation 
table. The replacement award amounts to CHF 619,583 in restricted shares and CHF 631,583 in PSU granted at the hiring date on 1 January 2021. The 
shares are subject to a blocking period of 8 months, 1 year and 8 months, and 2 years and 8 months, respectively. The PSU are subject to a vesting period of 
8 months, 1 year and 8 months, and 2 years and 8 months, respectively, based on the EPS and rTSR performance conditions used in the dormakaba LTI 
plan. The blocking period of the shares and the vesting period of the PSU mirror the restriction periods of the outstanding plans at dormakaba (LTI grants 
2018, 2019 and 2020, vesting in 2021, 2022 and 2023, respectively) and broadly reflect those of the forfeited awards at the previous employer.

Compensation paid to former members of the EC

In the reporting period compensation in the amount of CHF 487,381 was paid to two former 

members of the EC which is not included in the compensation table. The amount includes 

the fixed salary, benefits as well as the pro rata STI payment which are contractually due 

during the notice period. It also includes an LTI grant to one former member of the EC who 

has not left the company.

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dormakaba

Annual Report 2020/21

Compensation Report

148

Financial year 2019/20

BoD

Birgersson Jens

Brecht-Bergen Stephanie

Member Nomination Committee (since AGM 
2019)

Cadonau Riet

Chair of the Board

Daeniker Daniel

Chair Audit Committee

Dörig Rolf

Chair Compensation Committee

Member Nomination Committee

Dubs-Kuenzle Karina

Gummert Hans

Member Audit Committee 

Member Compensation Committee 

Member Nomination Committee (until AGM 
2019)

Heppner John

Hess Hans

Vice-Chair of the Board

Lead Independent Director

Chair Nomination Committee

Member Audit Committee 

Member Compensation Committee 

Mankel Christine

Total BoD

Compensation 1)

Additional 
compensation 
(committees, special 

  Basic compensation  

tasks)  

Social benefits  

Total (CHF)  

of which in shares 
(CHF) 2)

180,167  

180,167  

–  

6,667  

–  

–  

–  

–  

–  

180,167  

186,833  

148,785

128,486

–  

–

180,167  

60,000  

16,835  

257,001  

84,613

180,167  

75,000  

17,902  

273,069  

84,613

180,167  

180,167  

20,000  

96,487  

13,988  

–  

214,154  

276,654  

84,613

84,613

180,167  

180,167  

–  

103,333  

–  

20,294  

180,167  

303,794  

94,737

84,613

180,167  

1,621,500  

–  

361,487  

–  

180,167  

69,019  

2,052,006  

148,785

943,857

1) Compensation for the employer representatives on the Swiss pension fund (Rolf Dörig, Karina Dubs-Kuenzle) of CHF 20,000 p.a. each and compensation 

for the membership of the Supervisory Board of dormakaba Holding GmbH + Co. KGaA (Hans Gummert) of CHF 64,153.04 are included in the 
compensation (additional compensation). Business expenses are not included. For Hans Gummert the additional compensation is paid in EUR and is lower 
compared to the previous period due to him leaving the Supervisory Board of ISEO.

2) The compensation for the reporting period is paid out in three installments (November 2019, May 2020, and November 2020). Shares are awarded based 

on a fixed monetary amount of CHF 90,000 for the Board members. The average of the closing share prices of the last five trading days in the month prior 
to the payment is used to determine the number of shares allocated (CHF 635.70 for the shares transferred in November 2019 and CHF 482.12 for the 
shares transferred in May 2020).

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dormakaba

Annual Report 2020/21

Compensation Report

149

Fixed compensation

Variable compensation

Total CHF

Benefits and 
social / 
pension 
contributions 1) 

Total 
aggregate 
amount

Fixed basic 
payment

STI  2)

 LTI 3) 4)

Social / 
pension 

Total 
aggregate 
amount

contributions  

EC members

Cadonau Riet

Other EC 5)

Subtotal 

 818,142   

 175,249   

 993,391   

 859,294   

 1,016,401   

 328,687   

 2,204,381   

 3,197,772 

 2,856,665   

 1,113,745   

 3,970,410   

 1,909,994   

 2,129,375   

 717,718   

 4,757,087   

 8,727,497 

 3,674,807 

 1,288,994 

 4,963,801 

 2,769,288 

 3,145,776 

 1,046,405 

 6,961,468 

 11,925,269 

1) Includes contributions to social security and occupational pension plans as well as fringe benefits. Contributions to social security and occupational pension 
plans are the contributions effectively paid in the reporting year and relate to the fixed and variable compensation effectively paid out in the reporting 
year. Fringe benefits include elements such as private use of company car, company car allowance, service anniversary, housing contributions, and one-time 
relocation allowances for two new EC members to facilitate their relocation following their appointment to the EC role. Fringe benefits amount to CHF 
31,882 for the CEO and CHF 625,174 for the other EC members.

2) The short-term incentive reported will be paid after the end of the reporting year.

3) The grant value of the LTI includes CHF 1,606,294 in restricted shares and CHF 1,539,481 in performance share units (PSU). The fair value on the grant date 
is CHF 667.50 per restricted share. The value of the PSUs is based on their fair value on the grant date which includes adjustments for lost dividends during 
the vesting period and the TSR performance conditions.

4) In accordance with his employment contract from 2011, the CEO receives a guaranteed allocation of 550 shares (worth CHF 285,979) which are blocked for 
three years. These shares are not yet included in the shares held as of 30 June 2020 as listed in the table ’Shares held by BoD and EC’ as they were not yet 
allocated by the end of the financial year (grant date of 1 September 2020). However, they have been included in the long-term incentive compensation 
figure with a share price of CHF 519.96 (average closing price of May/June 2020).

5) Includes the compensation for the (designated) COO AS AMER, who joined the company on 1 April 2020 as designated COO and assumes COO and EC 

responsibility as of 1 July 2020. His compensation for the period from 1 April to 30 June 2020 comprises base salary, pro rata STI and LTI, and a one-time 
relocation allowance. The replacement awards in cash and equity relating to the forfeited compensation at the previous employer are not included. The 
replacement award in cash for forfeited cash compensation at the previous employer amounts to CHF 109,422. The replacement award in equity amounts 
to CHF 246,581 in restricted shares and CHF 161,063 in PSU to compensate for part of the forfeited LTI at the previous employer. The shares and PSU have 
been granted at the hiring date on 1 April 2020. The shares are subject to a blocking period of 1 year and 5 months and 2 years and 5 months, respectively. 
The PSU are subject to a vesting period of 1 year and 5 months and 2 years and 5 months respectively, based on the EPS and rTSR performance conditions 
used in the dormakaba LTI plan. The blocking period of the shares and the vesting period of the PSU mirror the restriction periods of the outstanding plans 
at dormakaba (LTI grants 2018 and 2019, vesting in 2021 and 2022, respectively) and broadly reflect those of the forfeited awards at the previous 
employer.

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dormakaba

Annual Report 2020/21

Compensation Report

150

Shares held by BoD and EC

As at the respective call date, the individual BoD and EC members (including related parties) 

held the following number of shares in dormakaba Holding AG.

Number of shares

BoD

Birgersson Jens

Brecht-Bergen Stephanie

Cadonau Riet 1)

Daeniker Daniel

Dörig Rolf 2)

Dubs-Kuenzle Karina

Gummert Hans

Heppner John

Hess Hans

Liu John Y. 3)

Mankel Christine

Total BoD

EC

Berninger Alwin

Bewick Stephen 4)

Brinker Bernd

Cadonau Riet 1)

Häberli Andreas

Housten Alex

Kincaid Michael 5)

Lee Jim-Heng

Lichtenberg Jörg 5)

Soussan Sabrina 6)

Zocca Stefano

Total EC

Financial year 
ended 30.06.2021  

Financial year 
ended 30.06.2020

 1,919 

 220,323 

 7,015 

 1,854 

 2,721 

 99,913 

 929 

 1,117 

 1,790 

 72 

 220,533 

 558,186 

 339 

 312 

 1,964 

 2,530 

 617 

 2,725 

 1,233 

 2,368 

 12,088 

 347 

220,156

 5,840 

 1,687 

2,626

99,746

762

 919 

1,623

220,281

553,987

 210 

 199 

 1,549 

5,840

2,265

 564 

1,543

2,329

 853 

2,145

17,497

1) BoD and EC member until 31 March 2021. Effective as of 1 April 2021, he stepped down from his 

position as EC member and continued his role as BoD Chair. Therefore, he is displayed in both groups 
for the years of membership.

2) BoD member until 20 October 2020.

3) BoD member as of 20 October 2020.

4) EC member as of 1 January 2020.

5) EC member until 30 June 2020.

6) EC Member as of 1 January 2021 and CEO as of 1 April 2021.

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dormakaba

Annual Report 2020/21

Compensation Report

151

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dormakaba

Annual Report 2020/21

Five-year performance overview

152

Information for investors as at 
30 June 2021

CHF million, except where indicated

2020/21

2019/20  

2018/19  

2017/18  

2016/17  

Net sales

Organic growth in %

Earnings before depreciation and amortization (EBITDA)

EBITDA in % of net sales

Earnings before interest and tax (EBIT)

EBIT in % of net sales

Net profit

Net profit in % of net sales

Net profit after minorities

Basic earnings per share (in CHF)

Diluted earnings per share (in CHF)

Dividend per share (in CHF) 1)

Payout ratio in %

Cash generated from operations

Net cash from operating activities

Operating cash flow margin in %

Net cash used in investing activities

Free cash flow (net) before dividend

Net cash flows from financing activities

Of which dividends paid

Personnel expenses

Average number of full-time equivalent employees

Total assets

Total assets in % of net sales

Property, plant, and equipment in % of net sales

Inventories in % of net sales 

Receivables in % of net sales

Net working capital 2)

Net working capital in % of net sales

Net debt

Net debt/EBITDA

Interest coverage (EBITDA / interest expense, net)

Shareholders’ equity

Return on equity (ROE) in %

Shareholders’ equity per share (in CHF) 

2,499.7  

2,539.8  

2,818.3  

2,841.0  

2,520.1  

1.3  

353.1  

14.1  

274.3  

11.0  

193.3  

7.7  

100.8  

24.2  

24.1  

12.50  

51.7  

384.5  

313.5  

12.5  

–95.5  

218.0  

–231.9  

–43.7  

1,022.3  

14,989  

1,869.8  

74.8  

17.4  

18.0  

17.0  

641.6  

25.7  

508.8  

1.4  

19.0  

264.9  

73.0  

63.4  

–6.9  

325.0  

12.8  

253.2  

10.0  

164.1  

6.5  

84.6  

20.4  

20.3  

10.50 

51.6  

407.9  

328.1  

12.9  

–232.4  

95.7  

–65.8  

–66.5  

1,027.7  

15,676  

1,808.6  

71.2  

17.4  

17.5  

15.3  

631.9  

24.9  

667.7  

2.1  

9.2  

141.3  

116.1  

34.0  

1.3  

448.0  

15.9  

375.0  

13.3  

252.5  

9.0  

131.8  

31.6  

31.5  

16.00  

50.5  

372.8  

280.7  

10.0  

–67.8  

212.9  

–223.9  

–62.2  

1,055.1  

15,811  

1,909.0  

67.7  

16.5  

16.1  

17.7  

753.2  

26.7  

651.4  

1.5  

 11.0   

258.5  

97.7  

61.8  

2.6  

431.0  

15.2  

364.3  

12.8  

238.7  

8.4  

123.8  

29.6  

29.5  

15.00  

50.2  

367.2  

268.9  

9.5  

–231.8  

37.1  

–129.8  

–58.6  

1,045.6  

16,433  

1,982.3  

69.8  

16.1  

15.2  

17.7  

705.7  

24.8  

701.2  

1.6  

 10.5   

187.0  

127.6  

44.6  

4.3 *

387.3  

15.4  

327.0  

13.0  

224.6  

8.9  

116.4  

27.8  

27.7  

14.00  

50.3  

354.7  

265.3  

10.5  

–964.5  

–699.2  

654.1  

–50.4  

933.3  

16,250  

1,909.0  

75.8  

16.4  

16.3  

18.3  

648.0  

25.7  

627.6  

1.6  

 25.0   

183.1  

122.7  

43.5  

1) In 2020/21: proposal to the Annual General Meeting; distribution of an equal share from the reserves from capital contributions and from statutory 

retained earnings.

2) As from 2018/19, the definition of the net working capital was aligned with the internal and the segment reporting. In order to enable a fair comparison 

with the current-year data, all previous year information has been adjusted. dormakaba defines net working capital as trade receivables plus inventories, 
minus the sum of trade payables, advances from customers, and deferred income.

* Based on pro forma sales previous year

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dormakaba

Annual Report 2020/21

Five-year performance overview

153

Information for investors per share data

2020/21

2019/20  

2018/19  

2017/18  

2016/17  

Capital stock

Registered shares at CHF 0.10 par value

Outstanding shares at end of financial year

No  

No  

4,200,026  

4,200,026  

4,200,026  

4,200,026  

4,200,026  

4,168,767  

4,157,216  

4,145,317  

4,187,243  

4,177,588  

Weighted average number of shares 
outstanding (diluted)

No  

4,178,883  

4,159,736  

4,179,989  

4,195,507  

4,208,743  

Par value of average outstanding shares

Par value of year-end outstanding shares

Shareholders as at 30 June (registered)

CHF m  

CHF m  

No  

Figures per share (fully diluted)

EBITDA per share (Group)

Earnings per share (Group)

Shareholders’ equity per share (Group)

Price per share

– high

– low

– 31 December

– 30 June

Market capitalization

– high

– low

– 30 June

Dividend yield

– low 1)

– high 1)

0.4  

0.4  

9,413  

84.5  

24.1  

63.4  

657.0  

416.0  

502.5  

630.5  

0.4  

0.4  

9,389  

78.1  

20.3  

34.0  

737.0  

396.4  

692.5  

516.5  

0.4  

0.4  

9,195  

107.2  

31.5  

61.8  

781.5  

579.0  

593.0  

707.5  

CHF  

CHF  

CHF  

CHF  

CHF  

CHF  

CHF  

CHF m  

CHF m  

CHF m  

2,738.9  

1,734.2  

2,628.4  

3,063.9  

1,647.9  

2,147.2  

3,239.6  

2,400.1  

2,932.8  

0.4  

0.4  

8,874  

102.7  

29.5  

44.6  

1,001.0  

674.0  

907.5  

694.5  

4,191.4  

2,822.2  

2,908.0  

0.4  

0.4  

7,525  

92.0  

27.7  

43.5  

888.0  

659.0  

757.0  

833.0  

3,709.7  

2,753.0  

3,479.9  

%  

%  

1.9  

3.0  

1.4  

2.6  

2.0  

2.8  

1.5  

2.2  

1.6  

2.1  

1) In 2020/21: under the precondition that the shareholder approves the dividend proposed at the Annual General Meeting.

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dormakaba

Annual Report 2020/21

154

Disclaimer

This communication contains certain forward-looking statements including, but not limited 

to, those using the words “believes”, “assumes”, “expects” or formulations of a similar kind. 

Such forward-looking statements reflect the current judgement of the company, involve 

risks and uncertainties, and are made on the basis of assumptions and expectations that the 

company believes to be reasonable at this time but may prove to be erroneous. Undue 

reliance should not be placed on such statements because, by their nature, they are subject 

to known and unknown risks, uncertainties and other factors outside of the company's and 

the Group's control which could lead to substantial differences between the actual future 

results, the financial situation, the development or performance of the company or the 

Group and those either expressed or implied by such statements. Except as required by 

applicable law or regulation, the company accepts no obligation to continue to report, 

update or otherwise review such forward-looking statements or adjust them to new 

information, or future events or developments.

For definition of alternative performance measures, please refer to the chapter 5.1 of the 

notes to the consolidated financial statements of the Annual Report 2020/21 of dormakaba.

This communication does not constitute an offer or an invitation for the sale or purchase of 

securities in any jurisdiction.

dormakaba®, dorma+kaba®, Kaba®, Dorma®, Ilco®, LEGIC®, Silca®, BEST® etc. are registered 

trademarks of the dormakaba Group. Due to country-specific constraints or marketing 

considerations, some of the dormakaba Group products and systems may not be available in 

every market.

Imprint

Editor 

dormakaba Holding AG, www.dormakabagroup.com

Project lead

 Daniela Schöchlin, Senior Vice President Group Communications

Project management 

Laura Zeller, Communications Specialist Group Communications

Copyrights

 © dormakaba Holding AG, 2021

 NeidhartSchön AG, Dorfstrasse 29, 8037 Zurich, www.neidhartschoen.ch

Design
Technical Implementation 

 ns.wow by Multimedia Solutions AG, Dorfstrasse 29, 8037 Zurich, 

www.mmssolutions.ch

Picture credits  

  © Günter Bolzern, Zurich

Rümlang/Switzerland, 26 August 2021

Contact 
Investor Relations
Siegfried Schwirzer 
Phone +41 44 818 90 28 
investor@dormakaba.com

Media Relations
Martin Bahnmüller 
Phone +41 44 818 92 00 
communications@dormakaba.com

dormakaba Holding AG
Hofwisenstrasse 24 
8153 Rümlang, Switzerland