Annual Report 2023
The Komax Group is a pioneer as well as market
and technology leader in automated wire proces-
sing solutions. Serial production machines, custo-
mer-specific systems, quality assurance modules,
test systems, networking solutions, and services are
all provided on a one-stop basis. The Komax Group
aims to further expand its leading position and set
the pace on the trends that are important today,
such as automation, e-mobility, and autonomous
driving. To this end, it is channeling above-average
investment into research and development.
The Komax Group has ambitious growth and
profitability targets. Through its business strategy,
which is geared toward long-term success, the
Komax Group aims to create sustainable value for
all stakeholders.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report KEY FIGURES
revenues in CHF
(2022: 606 million)
7521 million
682
million
1 Excluding one-time effect (CHF +10.9 million).
2 Excluding one-time effects (CHF +5.0 million).
EBIT in CHF
(2022: 72 million)
8.55
basic earnings per
share in CHF
(2022: 12.11)
55.1%
equity ratio
(2022: 53.2%)
51.7
free cashflow
in CHF million
(2022: 17.6 million)
3 490
employees as at 31.12.
(31.12.2022:
3 390 employees)
7.56
tCO2e emissions per
CHF 1 million revenues (Scope
1 and Scope 2, market-based)
11.0%
employee
turnover rate
19%
of electricity is generated from
renewable energy sources
68%
of material processed
is renewable
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
KEY FIGURES
FIVE-YEAR
OVERVIEW
Bestellungseingang
Order intake
in TCHF
800 000
600 000
400 000
200 000
Revenues
in TCHF
800 000
600 000
400 000
200 000
1
4
5
6
8
6
3
6
0
8
7
6
5
9
3
2
8
4
9
4
3
5
4
3
2
8
6
8
0
4
8
8
9
1
5
7
2
3
3
6
0
6
7
6
0
1
2
4
3
2
6
7
2
3
1
7
7
7
1
4
2023
2022
2021
2020
2019
20231
2022
2021
2020
2019
1 Excluding one-time effect (CHF +10.9 million).
Betriebliches Ergebnis (EBIT)
Gruppenergebnis nach Steuern (EAT)
Operating profit (EBIT)
in TCHF
EBIT in % of revenues
Group earnings after taxes (EAT)
in TCHF
EAT in % of revenues
80 000
9.0
11.8
10.6
3.4
5.8
80 000
5.9
8.5
7.2
–0.4
3.2
60 000
40 000
20 000
60 000
40 000
20 000
4
7
7
7
6
2
3
7
1
7
4
9
7
4
4
4
5
2
1
1
5
3
0
4
2
20231
2022
2021
2020
2019
1 Excluding one-time effects (CHF +5.0 million).
4
Komax Group Annual Report 2023
6
3
8
3
4
3
7
7
1
5
5
7
3
0
3
9
1
3
1
–
1
2
2
3
1
2023
2022
2021
2020
2019
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
CONTENTS
MANAGEMENT REPORT
Shareholders’ letter
Creating together – customer story with Nursan
Interview with the Chairman and the CEO
Megatrends accelerate growth
Strategy 2028
Customer proximity – real and digital
Markets
Market-leading innovative strength
Share information
ESG REPORT
Sustainable, social, and responsible
Sustainable, profitable growth
Climate Protection – caring for the environment
Responsibility – taking responsibility for people
Fairness – acting fairly and ethically
Additional information
CORPORATE GOVERNANCE
Corporate structure and shareholders
Capital structure
Board of Directors
Executive Committee
Compensation, shareholdings, and loans
Shareholder participation rights
Changes to control and defense measures
Auditors
Information policy
Trading blackout periods
COMPENSATION REPORT
Introduction by the Chairman of the Remuneration Committee
Compensation in the 2023 financial year at a glance
Compensation philosophy of the Komax Group
Tasks and competencies of the Remuneration Committee
Provisions of the Articles of Association on compensation
Principles of the compensation policy
Structure of the compensation system
Compensation and shareholdings of the Board of Directors in 2023 (audited)
Compensation and shareholdings of the Executive Committee in 2023 (audited)
Report on the audit of the Compensation Report
FINANCIAL REPORT
Consolidated financial statements
Financial statements of Komax Holding AG
Five-year overview
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Komax Group Annual Report 2023
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07
10
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18
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38
46
56
60
61
71
76
85
95
100
102
103
104
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125
127
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135
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142
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Shareholders’ letter
Creating together – customer story with Nursan
Interview with the Chairman and the CEO
Megatrends accelerate growth
Strategy 2028
Customer proximity – real and digital
Markets
Market-leading innovative strength
Share information
07
10
14
18
22
32
38
46
56
6
Komax Group Annual Report 2023
Content OverviewCorporate GovernanceCompensation ReportFinancial ReportESG ReportMANAGEMENT REPORT DEAR
SHAREHOLDER
The 2023 financial year was characterized by a challenging
market environment. This was reflected in the order intake
and – in the second half of the year – also in revenues, as cust-
omers increasingly pushed back investment projects. Thanks
to the growth in revenues resulting from the combination with
Schleuniger, the Komax Group delivered a revenue result that
was significantly higher than in the already very strong previous
year. The long-term trend toward automation remains intact, and
– with its Strategy 2028 – the Komax Group is ready to harness
the opportunities that present themselves and secure further
profitable growth.
Economic and geopolitical uncertainties made
themselves felt in the Komax Group’s 2023
financial year. Among other factors, higher inte-
rest rates in key sales markets and the muted
development of the market in China impacted
on customers’ willingness to invest. This reti-
cence became increasingly pronounced as
the year went on. Bolstered by the combination
with Schleuniger, the result was a 1.3% increa-
se in order intake to CHF 686.5 million (2022:
CHF 678.1 million).
Significant increase in revenues
The Komax Group started the reporting year
with record order books of CHF 306.3 million.
This was due in particular to additional orders
resulting from the shift in production capacities
owing to the war in Ukraine. By the end of the
year, this figure had been worked down to CHF
208.2 million, a solid order backlog for the
Komax Group. A key factor in the marked 24.0%
increase in revenues to CHF 752.0 million (2022:
CHF 606.3 million) was Schleuniger’s first full-
year contribution, following a contribution of just
four months in the 2022 financial year. Accor-
dingly, the revenue increase consisted of strong
acquisition-driven growth of 30.6% and an or-
ganic contraction of 3.5%. The foreign currency
effect was negative at –3.1%. The one-time ef-
fect from the completion of the sale of the buil-
ding at the Rotkreuz production site in Switzer-
land in 2023 is not included in this figure. If
one-time effects are factored in, revenues in-
creased to CHF 762.9 million.
7
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Revenue development in Asia lower
than expected
The trend toward a higher level of automation in
wire processing continued in the year under re-
view. The Komax Group is operating in a growth
market. Rising wage costs, a shortage of skilled
labor, miniaturization in wires, and increasingly
stringent quality requirements are encouraging
customers to look more and more to automation
for solutions. As a consequence of the difficult
economic situation, however, market perfor-
mance varied from region to region in the repor-
ting year. Business activity continued to lag well
behind expectations in China in particular. In
Asia/Pacific, the Komax Group recorded a con-
traction of 6.4% in revenues, with its share of
revenues generated in this region declining to
16.6% (2022: 22.0%). By contrast, growth in ot-
her regions – North/South America (+55.6%),
Europe (+29.3%), and Africa (+6.0%) – was sub-
stantial in many cases, due above all to the com-
bination with Schleuniger. This was the case in
the Americas, too, where the market position in
the Industrial & Infrastructure market segment
was strengthened significantly through the com-
bination.
Profitability shaped by multiple factors
The deferral of investment decisions by custo-
mers primarily affected the Komax Group’s high-
margin volume business, which explains why the
impact on the operating result was significant.
Operating profit (EBIT) totaled CHF 67.8 million
for full-year 2023, down 5.5% on the previous
year (2022: CHF 71.7 million). The EBIT margin
stood at 9.0% (2022: 11.8%). If two one-time
effects are factored in – the sale of a building in
Rotkreuz (EBIT increase of CHF 11.1 million) and
the closure of the site in Jettingen (EBIT reduc-
tion of CHF 6.1 million) – EBIT rises to CHF 72.8
million. Including the one-time effects, Group
earnings after taxes (EAT) amounted to CHF
43.8 million (2022: CHF 51.8 million), correspon-
ding to a year-on-year change of –15.3%.
Structure optimizations and integration
of Schleuniger
The companies in the Schleuniger Group were
successfully integrated into the Komax Group
business units in 2023. The organizational focus
in the year under review was on optimizing the
global distribution and service network. The
Komax and Schleuniger distribution channels
were merged to enable customer needs to be
addressed in the best possible way and allow
the portfolio to be offered on a one-stop basis
from a single source. As part of this, Komax Por-
tugal was sold to distribution partner Estanflux
in Spain, which now covers the entire Iberian
Peninsula. In addition, the Komax Group acqui-
red the Alcava Group, Schleuniger’s distribution
partner in France, Morocco, and Tunisia, there-
by further strengthening the market position in
these growth markets. Optimizations were com-
pleted in 2023, with the exception of a few
countries. The Komax Group is also working on
analyzing its product portfolio and its production
locations. In 2023, it ceased operations at
Komax Testing Brasil in Colombo, Brazil, and
implemented the first steps for the closure of
Schleuniger GmbH’s branch office in Jettingen,
Germany.
Additional service thanks to the
acquisition of WUSTEC
To expand its offering in the growing Industrial
& Infrastructure market segment, in 2023 the
Koma x Group acquired German company
WUSTEC, a specialist in automated wire prefa-
brication. WUSTEC operates a digital platform
that allows companies active in control cabinet
and machine building to order prefabricated, la-
beled wire sets that will be delivered within 48
hours.
Very high free cash flow
The Komax Group has a solid financial basis that
contributes to the further development of the
Group as a whole and offers security in a chal-
lenging market environment. As at 31 December
2023, shareholders’ equity totaled CHF 390.6 mil-
lion (31 December 2022: CHF 416.6 million), with
an equity ratio of 55.1% (2022: 53.2%). Free cash
flow rose significantly to CHF 51.7 million (2022:
CHF 17.6 million). Net debt decreased from CHF
105.5 million (2022) to CHF 92.9 million, with the
debt factor (net debt divided by average EBITDA)
still only at 1.00 (31 December 2022: 1.19).
Changes on the Board of Directors
After serving on the Board of Directors for twel-
ve years, Kurt Haerri will not be standing for
re-election at the 2024 Annual General Meeting
due to term-of-office limitations. The Board of
Directors and the Executive Committee wish to
thank him most sincerely for his substantial
8
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Outlook
The weaker market development that made itself
increasingly noticeable toward the end of 2023
is persisting, and the Komax Group started the
new financial year with a lower order backlog
than in the previous year. It is confident, howe-
ver, that the trend toward automation will conti-
nue unabated, and hence so, too, the demand
for its solutions. The Komax Group will continue
to drive the integration process forward in 2024,
optimizing additional structures so as to be best
equipped to implement its 2028 growth strategy.
The market is currently showing signs of
extreme volatility, as it is still beset by a number
of economic and geopolitical uncertainties.
Consequently, visibility in terms of the develop-
ment of business is very low, and no forecast for
the 2024 financial year can be made as yet.
Yours sincerely,
Dr. Beat Kälin
Chairman of the
Board of Directors
Matijas Meyer
CEO
commitment to the Komax Group. The Board is
proposing that Annette Heimlicher be elected as
a new member of the Board of Directors. Annette
Heimlicher has been CEO of the Contrinex Group
since 2012 and has a wealth of business expe-
rience at an internationally active industrial
company headquartered in Switzerland. The
Contrinex Group is a global technology leader in
smart sensors for complex automation and
Smart Factory applications.
Distribution of CHF 3.00
To take account of the volatile and challenging
business environment, the Board of Directors is
proposing to the Annual General Meeting a
dividend of CHF 3.00 (previous year: CHF 5.50).
Half of this amount will be distributed from ca-
pital contribution reserves, and will therefore
be tax-free for natural persons domiciled in
Switzerland who hold the shares as part of their
private assets.
Strategy 2028 sets ambitious targets
The Komax Group formulated its Strategy 2028
in the year under review and has set ambitious
targets. Its aim is to continue to grow profitably
and achieve revenues of CHF 1.0–1.2 billion in
2028, alongside EBIT of CHF 120–160 million.
This corresponds to annual average growth in
revenues of 6–9%. Given that the level of auto-
mation in wire processing has to date not excee-
ded 20%, there is enormous growth potential,
and the Komax Group intends to make full use
of this. To do so, it is focusing on expanding
business in Asia, extending its service offering,
and increasing the propor tion of revenues
generated by non-automotive business. ESG
(Environmental, Social, Governance) is an inte-
gral part of the strategy. The Komax Group has
set itself 13 non-financial targets that are set out
for the first time in an ESG Report in accordance
with GRI Standards.
9
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
CREATING
TOGETHER
Trust-based customer relationships are the key to success for the
Komax Group. Together with long-standing customers, such as
Turkish automotive supplier Nursan, the Group has been continually
driving the advancement of wire processing automation.
Worldwide, the Komax Group has several thou-
sand customers in the three market segments
Automotive, Industrial & Infrastructure, and Aero-
space & Railway. The automotive market is by
far the largest market for the Komax Group, ac-
counting for approximately 75% of revenues.
Over decades, it has fostered close relationships
with its customers, helping them systematically
take the automation of their production proces-
ses to the next level and thereby enabling them
to strengthen their competitiveness through
greater cost efficiency and quality improvements.
Nursan – a wiring systems expert on a
growth trajectory
Founded in 1976 in Güngören near Istanbul in
Türkiye, Nursan, with its approximately 8 000
employees, is now a major manufacturer of wi-
ring systems for the automotive industry. Nursan
uses, among other things, machines from the
Nursan’s “Plant 1” in
, Istanbul, Türkiye.
10
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The biggest manufacturing site, Nursan’s “Plant 1” in
up to 750 000 vehicles each year. Among the machines it uses to do this are Sigma 688 twisting machines,
Komax’s Alpha series crimp-to-crimp-machines, and the CrimpCenter from Schleuniger.
, Istanbul, Türkiye, produces wire harnesses for
between the companies and the Komax Group’s
representative agent in Türkiye. Reliability on
deadlines, quality, and service are important pil-
lars of this partnership. In the reporting year, the
two former Schleuniger and Komax representa-
tive agents together created Binova, a new firm
that, going forward, will be Nursan's direct point
of contact for all products and services of the
Komax Group and will work closely with it.
OVERVIEW OF NURSAN
– Founded in 1976 in Güngören, Istanbul,
Türkiye
– Headcount of approximately 8 000
– Revenues of around EUR 338 million in 2023
– Nine production sites in Türkiye and Bulgaria
– Globally active automotive manufacturers as
customers
– Around 170 machines from Komax and
Schleuniger in operation
Komax Group to produce a broad range of wire
harnesses, primarily for cars and light commer-
cial vehicles, but also for trucks, buses, and
tractors. To this end, there are currently around
170 fully and semi-automatic wire processing
machines from Komax und Schleuniger in ope-
ration, as well as the 4Wire CAO MES (Manufac-
turing Execution System) from DiIT GmbH. The
company manufactures at nine sites in Türkiye
and Bulgaria. Annually, wire harnesses for up to
750 000 vehicles are produced at the Turkish
site in
alone.
Nursan increased revenues by more than
35% from 2021 to 2023. The Komax Group
worked closely with the company, supporting it
in its growth trajectory with its products and
services. The wire harness expert is targeting
continued strong growth in the future, and can
count on the Komax Group as its partner of
choice.
Long-term partnership between Nursan
and the Komax Group
The trust-based partnership between the Komax
Group and Nursan stretches back over three de-
cades and is strengthened by regular exchanges
11
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Interview with Ahmet Arslan
Deputy General Manager at Nursan Kablo Donanımları & Nursan Otomotiv EOOD.
Ahmet Arslan, how do you see the long-
term trend toward automation in wire
processing and what do you consider to
be the main drivers for this?
The long-term trend toward automation in wire
processing is motivated by many factors, such
as the need for increased productivity, cost re-
duction, and quality improvements, as well as
customization flexibility, safety, global competi-
tion, and supply chain resilience. Sustainability
and the challenge of addressing skills shortages
are coming on top of these trends. These factors
drive industries to adopt automated systems for
enhanced efficiency and competitiveness.
What does this mean for the automotive
industry specifically?
Increasing use of electrical components and par-
tially autonomously controlled vehicles make
wire processing much more complicated. New
production methods and the use of advanced
technology will become much more important,
even inevitable. We believe that we will get the
best results with the best partners, so we are
planning to continue this journey with the Komax
Group in the future, as we have done in the past.
Can you name the biggest challenges in
your wire processing business?
The biggest challenges in automated wire pro-
cessing include high initial investment costs, the
adaptation of employees to automated proces-
ses, integration complexities, cybersecurity con-
cerns, and maintenance issues. Successfully
navigating these challenges while leveraging the
opportunities arising from the trends I mentioned
above can lead to long-term success in the wire
processing business.
What are the advantages of automated
wire processing for Nursan compared to
manual work?
Solutions for automated wire processing, such as
the Komax Group’s, provide us with advantages
such as enhanced speed, precision, cost reduc-
tion, continuous production, improved safety,
Interview with Ahmet Arslan.
flexibility, and data analysis capabilities. They en-
sure consistent quality and scalability for large-
scale production, while minimizing human fatigue.
With initial investments and maintenance taken
into account, a balanced integration of automated
and manual processes can optimize manufactu-
ring efficiency for Nursan.
How relevant is sustainability at Nursan
and how do you implement it?
Sustainability is integral for Nursan to ensure
environmental responsibility and operational
efficiency. Implementation strategies include,
among others, investing in energy-efficient ma-
chines, selecting sustainable materials, minimi-
zing waste, fostering a green supply chain,
conducting life cycle assessments, reducing
emissions, engaging employees, and ensuring
regulatory compliance. These initiatives collec-
tively position Nursan as a socially responsible
and environmentally conscious manufacturing
entity.
12
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report What do you appreciate most about
working with the Komax Group?
The Komax Group delivers the most advanced
wire processing technology, and we are eager-
ly implementing it into our production processes.
We get fast and reliable technical support, suf-
ficient spare parts, less waste, and efficient tra-
ceability. Together with the long lifetime and
durability of the machines and the advanced
safety features, we can maintain consistent wire
processing, ultimately increasing the satisfaction
of our own customers.
How can the Komax Group support Nursan
in the future?
We are pleased with the production capacity
and quality we have achieved together with the
Komax Group and we would like to take this
even further in the future. To support Nursan
even better, the Komax Group could provide
more customized solutions and trainings, en-
hanced technical support, and implement fea-
tures like remote monitoring. Frequent updates,
more sustainable machines, and Industry 4.0
integration could enhance Nursan's efficiency
and success in wire processing.
“The Komax Group’s solutions for automated wire
processing provide us with advantages such as
enhanced speed, precision, cost reduction, continu-
ous production, improved safety, flexibility, and
data analysis capabilities. They ensure consistent
quality and scalability for large-scale production,
while minimizing human fatigue.”
Ahmet Arslan, Deputy General Manager at Nursan
Continuous development of customer-
oriented solutions
The Komax Group takes feedback from custo-
mers very seriously and strives to take quality,
productivity, and flexibility in wire processing to
new levels at all times. It is constantly improving
its customer service with elements such as
bespoke Value Creation Packages for customers
and the ongoing optimization of its service net-
work. It is also working on the introduction of
eco-design checks for all products newly deve-
loped as of 2025, so as to ensure greater sus-
tainability in design. With the implementation
of its vision of the networked factory, SMART
FACTORY by KOMAX (› page 48–50), the Komax
Group is developing a number of additional
solutions and services in various areas, with the
aim of generating added value for its customer
base across the customer journey.
Komax wire processing machines in operation at Nursan.
13
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report INTERVIEW
The integration of Schleuniger made very good progress in 2023.
Even in the current challenging market situation, the Komax Group
remains confident that it can leverage the existing growth potential
and achieve its 2028 targets.
Matijas Meyer, the 2023 financial year did
not develop as well as had been anticipated
at the beginning of the year under review.
Why was that?
Matijas Meyer: We recorded lower revenues in
China in particular and received fewer orders
than planned. We were on track for much of the
year in Europe and North/South America. It was
only toward the end of 2023 that our customers
became noticeably more reticent about inves-
ting. Consequently, we fell just short of our ori-
ginal revenue target by CHF 20 million, or 2.5%.
Why did this shortfall of CHF 20 million
reduce the EBIT margin so significantly?
Matijas Meyer: Our EBIT development depends
very much on the product mix. Since the losses
we sustained were primarily in our volume busi-
ness, this had a disproportionately high impact
on our EBIT figure. The strong appreciation in
the Swiss franc in the second half of December
was a further negative factor.
In 2023, almost 10% more vehicles were
manufactured than in 2022. Why did the
Komax Group not benefit even more from
this increase in the number of wires needing
to be processed?
Matijas Meyer: In 2022, Komax and Schleuniger
received extraordinary orders totaling around
CHF 100 million due to the outbreak of war in
Ukraine. As this is where 7–8% of Europe’s wire
harnesses are manufactured, the automotive
industry needed to protect its supply chain and
consequently built up additional production
capacities in other countries, in Eastern Europe
and North Africa in particular. Over the course
of 2023 it became apparent that there was
excess capacity, as a large number of wire harn-
esses continued to be manufactured in Ukraine.
Our customer base was able to use this to cover
part of the growth in the vehicles manufactured
without ordering additional machines from us.
Beat Kälin, the automotive market also
grew in China, where the war in Ukraine
has no direct impact. Is the Komax Group’s
positioning in China sufficiently strong to
participate in this growth?
Beat Kälin: The Komax Group is our industry’s
number one in terms of revenues in China, too.
Our customers there include a number of global
and local wire harness manufacturers as well as
a few big automotive manufacturers. If you com-
pare the size of the market with our revenues in
China, however, then it becomes apparent that
our position is much stronger in other regions.
This being the case, China is a focus area in our
Strategy 2028, which we approved in 2023. We
did this for two reasons: first, China offers us a
great deal of growth potential and, second, the
Chinese competition is becoming increasingly
stronger.
How did this manifest itself in 2023?
Beat Kälin: Some of our customers are applying
a second-source strategy, buying wire proces-
sing machines from a number of suppliers. Given
that Schleuniger is no longer available as an
option in addition to Komax, our customers are
increasingly looking to Chinese providers. This
intensifies the competitive situation, especially
if only prices are being compared. Which all be-
comes relative as soon as the machines offered
by the Komax Group and its competitors are
compared in detail. This is why we have consi-
derable challenges to meet in China to enable
us to defend our position.
14
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report CEO Matijas Meyer (left) and Chairman of the Board of Directors Beat Kälin.
What does this mean in terms of strategy?
Beat Kälin: We have to be even closer to our
customers in China, as speed is a key compe-
titive factor. What this means specifically is that
we increasingly manufacture the products de-
stined for China and the wider Asian market di-
rectly in China and adapt them in line with local
requirements. The Komax Group has already
been manufacturing products and producing
applications in China for years, and so it has the
necessary experience. The combination with
Schleuniger has also brought us additional
expertise, with the manufacturing site in Tianjin.
This will be further reinforced in the future. In
other words, the localization of machines for the
Asian market that I mentioned earlier will take
place in Tianjin. The steps to implement this are
already underway.
Will this be enough to increase the market
share in China?
Beat Kälin: Our strategic focus areas encom-
pass a whole host of measures to enable us to
achieve our targets. Alongside the aforementio-
ned localization, we would be open, for example,
to acquisition-driven reinforcement in China if
we were convinced that a company could make
a material contribution to our sustainable, pro-
fitable growth strategy.
How is the integration of Schleuniger
progressing?
Matijas Meyer: Overall, I am very satisfied. A num-
ber of teams are already so well blended that,
for outsiders, it is probably no longer possible
in many places to discern whether an indivi-
dual employee originally came from Komax or
Schleuniger. We migrated the Schleuniger com-
panies to the Komax IT environment in 2023,
thereby facilitating collaboration among emp-
loyees.
15
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report not always easy to find a solution, but we have
already come a long way.
Have you so far focused exclusively on
distribution structures?
Matijas Meyer: Absolutely not. We also carried
out an intensive analysis of the product portfolio,
which has become even more comprehensive
following the combination with Schleuniger.
There is some overlap in individual product
segments, and we are working on these. We are
applying a "best of" strategy here, which means
taking products off the market on a gradual
basis. The remaining products will be developed
further, some of them incorporating functions
from products that have been discontinued. The
optimization of the product portfolio will help to
steadily reduce complexity and bring down
maintenance costs, but it will take a few years
before this process is complete.
The Komax Group announced its Strategy
2028 in 2023. Where does the strategy place
the focus for achieving the targets set?
Beat Kälin: We want to continue to grow robustly
and profitably, achieving revenues of CHF 1.0–
1.2 billion in 2028, alongside an operating result
of CHF 120–160 million. This corresponds to an-
nual average growth in revenues of 6–9%. To
meet this target, we have defined various focus
areas. We have to expand the service business,
which has consisted primarily of the spare parts
business to date. As already mentioned, we also
need to extend our business in Asia – in China in
particular, but also in India. In addition, there is
still considerable automation potential that we
could better leverage in the Aerospace & Railway
and Industrial & Infrastructure market segments.
It is also crucial that we continue to bring onto
the market solutions that offer our customers a
genuine competitive edge, by – for instance –
significantly increasing automation or ensuring
quality assurance along the entire value chain.
ESG is an integral component of the new
strategy for the first time. Why only now?
Beat Kälin: Environmentally sustainable business
practices along with socially oriented and re-
sponsible company management have been an-
chored as core elements in our strategy for a
good few years now. What’s new is that we are
now grouping these concepts together under
the umbrella term “ESG” and communicating
“The optimization of the product
portfolio will help to steadily
reduce complexity and bring
down maintenance costs.”
Matijas Meyer, CEO
What proved to be particularly important in
the integration process in 2023?
Matijas Meyer: The top priority was not to lose
any customers. We achieved that. Last year
already, we managed to optimize almost the
entire distribution network, which was an im-
portant factor in this. Prior to the combination,
Schleuniger worked with 36 distributors world-
wide. Although Komax also works with distribu-
tors, it has a far higher number of its own com-
panies that take care of distribution and service
locally. Now the focus has shifted to working out
a solution for each individual country, so that
ultimately all products from the entire Komax
Group can be offered on a one-stop basis from
a single source. Where there was both a Komax
and a Schleuniger distributor in a country, it was
16
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report more clearly that this forms the framework of our
strategy. As part of this, we have defined 13 non-
financial targets that we aim to achieve by 2028.
We have also significantly expanded our ESG
reporting and issued an ESG Report in accor-
dance with GRI Standards.
What topics will be a high priority
for you in 2024?
Matijas Meyer: The market situation is very chal-
lenging at the moment, as customers continue
to be reticent about investing. This means we
have to intensify our distribution activities and,
wherever possible, reduce costs. We already
started to do this in the second half of 2023.
Alongside these aspects, a central element in
my view is the implementation of our Strategy
2028. We have set ourselves ambitious finan-
cial targets and – as I see it – nothing has chan-
ged in terms of our ability to achieve them.
What makes you so confident despite the
current difficulties in the market situation?
Matijas Meyer: We are operating in a growth
market, as the trend toward automation is es-
sentially intact. Since only 20% of wire proces-
sing is carried out by machines, there is enor-
mous growth potential for us. The targeted re-
venues of over one billion Swiss francs in 2028
looks a long way off from where we are standing
now, but at no point did we ever expect growth
between 2024 and 2028 to be linear. The coming
years will bring a number of exciting product
launches, and these – coupled with many other
strategic initiatives – will help us achieve our
targets. On top of this, we will continue to opti-
mize the Komax Group structurally so as to make
the best possible use of the potential offered to
us through the combination with Schleuniger.
“The Komax Group
is our industry’s
number one in
terms of revenues
in China, too.”
Beat Kälin,
Chairman of the Board of Directors
17
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report MEGATRENDS
ACCELERATE
GROWTH
Global cross-sectoral megatrends and developments in the Komax
Group’s principal market, the automotive industry, are accelerating
the growth of the company. Changes in the labor market, environ-
mental awareness, and the rising complexity of end products, as
well as a corresponding increase in quality requirements, are all
fueling a steady rise in demand for automation solutions.
The various megatrends that are becoming in-
creasingly harmonized across the three market
segments of the Komax Group stand in contrast
to the persistently low level of automation at the
factories of wire manufacturers. The lion’s share
of wire processing (approx. 80%) is still done by
hand. Manual production is facing increasing
challenges that can be overcome by means of
process automation.
Rising wage costs
Due to wage cost considerations, customers
currently produce the majority of their wire harn-
esses in emerging markets. In the long term,
however, it is likely that today’s low-wage count-
ries will see a further rise in wage costs, promp-
ting a further rise in automation. Geopolitical
uncertainties are another factor here. The reper-
cussions of global events of recent years – from
the coronavirus pandemic and difficulties in inter-
national supply chains to the war in Ukraine and
developments in the Middle East – are prompting
a rethink by customers of the Komax Group.
They are looking to shorten their supply chains
with a view to strengthening security of supply.
However, if wire processing were to be repatri-
ated to countries with higher personnel costs,
headcount would have to be reduced in order
to offset this additional expenditure. And this in
turn would only be possible with a significant
rise in the degree of production automation.
Growing shortage of skilled labor
For several years now, a growing shortage of
skilled personnel has been a feature of the inter-
national labor market. Particularly in technical
positions and in assembly line work of the kind
that plays such an important role for the custo-
mers of the Komax Group, finding sufficient per-
sonnel to match business growth has become
an increasing challenge. This development, too,
will prompt investment in automation solutions.
18
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report GROWTH DRIVERS OF THE KOMAX GROUP
Automation
Cross-sectoral drivers
Automotive industry drivers
Rising
wage costs
Traceability
More wires
per vehicle
Simplifying of
wire harnesses
Vehicle production
Rising number of
vehicles manufactured
Lack of skilled
workers
Miniaturization
Autonomous
driving
E-mobility
CAGR 5 – 6%¹
CAGR 6 – 9%¹
¹ Compound annual growth rate of the Komax Group 2023–2028.
+
CAGR 1 – 3%¹
Miniaturization continues to make inroads
Another factor driving automation is the ongoing
miniaturization of wires. Wire cross-sections are
becoming ever smaller, which makes manual
processing difficult or even impossible.
Increasing complexity necessitates
seamless traceability
Particularly in the sphere of transportation, be it
in cars, planes, or public transport, the comple-
xity of systems is on the rise as a result of tech-
nological progress. The autonomous driving
trend coupled with end customers’ needs for
greater security, comfort, and entertainment are
resulting in an increasing number of wires, as
well as new wire types.
The rising complexity of wire harnesses in
end products is increasing in step with the
quality demands placed on wire manufacturing.
The rapid proliferation of the zero-error toleran-
ce principle means there is a growing need for
quality assurance systems. These test systems
guarantee the highest possible functionality of
wire harnesses and electronic assemblies.
Manual processes are increasingly ill-suited to
these greater demands, and the potential sources
of error are multiplying accordingly. However,
defective wire harnesses require considerable
time and expense to repair or replace once they
have been installed, which inevitably comes at
the cost of productivity and profitability. More-
over, functional defects in electronic systems
can lead to serious reputational damage.
An important criterion of quality assurance
is therefore the seamless traceability of the indi-
vidual process steps. Only in this way can any
flaws at the production stage be rapidly identified
and eliminated. Intelligent automation solutions,
quality assurance tools, and systems for testing
wire harnesses before they are installed in end
products help guarantee the efficiency, safety,
and consistently high quality of the production
19
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
process. This has been widely recognized, not
least by automotive manufacturers, which is why
they are increasingly calling on their suppliers to
increase the degree of automation in their pro-
duction processes.
connectors. Premium vehicles require as many
as 2 100 wires, up to 4 000 crimp contacts, and
over 500 plug connectors. This is several times
as many as in vehicles built two decades ago.
Cross-sectoral automation trend
Based on market analysis being gathered for
Strategy 2028, the Komax Group is expecting
automation alone to lead to an average annual
growth rate of 5–6% (› page 25). In other words,
the cross-sectoral automation trend is going to
be by far the most important driver of business
in the three market segments of the Komax
Group over the next few years.
Growth drivers in the automotive industry
Even after the combination with Schleuniger, the
Komax Group generates the bulk of its revenues
in the automotive industry (approx. 75%), and
therefore benefits from the long-term global me-
gatrends of this industry. These include growing
environmental awareness among consumers
and the need for greater safety and comfort in
vehicles. On top of this, a global megatrend to-
ward affordable vehicles is emerging. Despite
the growing complexity of vehicles, individual
mobility has to remain within the means of con-
sumers if it is to be a feasible option for as many
people as possible.
Rising number of vehicles being
manufactured
After the slump of 2019/2020, global automotive
manufacturing is back on a growth trajectory.
According to S&P Global Mobility analysis, some
90 million cars and light commercial vehicles were
manufactured worldwide in 2023. The volume of
production has therefore increased significantly
(2022: 82 million vehicles). For the next five years
(2024–2028), S&P Global Mobility is predicting
an average annual growth rate in vehicle pro-
duction volumes of just over 1% (more on market
development: › page 40 onwards).
More wires per vehicle
Innovations in vehicle construction, new func-
tionalities, and an ever-rising fit-out level in all
vehicle classes are leading to a further increase
in demand for the wires produced for each ve-
hicle. The electrical systems in today’s compact
passenger cars already comprise as many as
1 300 wires, 2 300 crimp contacts, and 300 plug
E-mobility calls for new wire processing
solutions
Growing environmental awareness among con-
sumers and the associated target of emission-
free vehicles are some of the megatrends that will
underpin the business of the Komax Group in the
long term. In addition, the need for a more sus-
tainable approach to the use of the Earth’s re-
sources is being increasingly boosted by regula-
tory measures. For example, from 2035 onwards,
no new passenger cars with diesel or petrol en-
gines will be registered in the European Union
(› page 42). In the most important market seg-
ment for the Komax Group – the automotive in-
dustry – the shift from combustion engine vehic-
les to e-mobility plays a key role. New types of
high-voltage cables will have to be processed
for these hybrid and electric vehicles (› page 43).
This is an opportunity for the Komax Group to
create further unique selling propositions and
thus additional sales opportunities.
Simplifying wire harnesses through zonal
architecture
The aforementioned cross-sectoral growth drivers
(› page 19) are leading to specific developments
in the automotive industry to facilitate the auto-
mated production of wire harnesses. A number
of automotive manufacturers and suppliers are
seeking to radically simplify the wire harness.
The Komax Group is involved in such projects
(› page 51), and is demonstrating what changes
are needed to wire harnesses in order to facili-
tate a greater degree of automation in the pro-
duction process. The goal is a zonal electrical
system with several smaller wire harnesses rat-
her than one big, complex one. Wire length is
reduced overall, but not necessarily the number
of wires used, and this is the key element for the
Komax Group. Simpler wire harnesses with
shorter wires are easier to produce on an auto-
mated basis, and will help ramp up the degree
of automation. Efforts to simplify wire harnesses
should also generate cost savings. Individual
mobility has to remain affordable for consumers.
This requires greater cost efficiency in manufac-
turing, which is in turn increasing the pressure
to automate wire processing further.
20
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report ZONAL ARCHITECTURE OF THE WIRE HARNESS IN THE VEHICLE
The zonal architecture of the wire harness in the vehicle uses zone control units
(shown as white boxes in the diagram) to divide the wire harness into several small
harnesses with short wires, which are easier to automate.
Long-term trend toward automation intact
in all market segments
As a result of these various drivers, the Komax
Group finds itself in a growth market in which
customers are increasingly investing in automa-
tion solutions. These customers are aware that
there is no way of side-stepping the trend toward
automation. In the coming years, too, global me-
gatrends will contribute to the gradual increase
in the automation of wire processing.
Autonomous driving
A further trend is the growing degree of inter-
connectedness. It is not just vehicle infotain-
ment systems that are becoming ever more
wide-ranging and complex. Integrated informa-
tion systems, fed by dozens of sensors, are pa-
ving the way for the emergence of autonomous
driving. This will further increase the number of
wires that have to be produced and installed in
vehicles.
These developments in the automotive in-
dustry are opening up significant growth oppor-
tunities for the Komax Group, above and beyond
the existing cross-sectoral growth drivers. The
Group expects to be able to generate an ave-
rage of 1–3% growth annually over the next five
years as a result of the growing number of
vehicles produced.
21
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report STRATEGY 2028
The Komax Group develops state-of-the-art technological solu-
tions for automated wire processing in three market segments.
In order to achieve above-average profitability and sustainable
growth, it pursues four strategic priorities with its new Strategy
2028. The corporate purpose, the core values, and the ESG
approach form the basis of these.
Industrial
& Infrastructure
Automotive
MARKET
SEGMENTS
Aerospace
& Railway
M EGATREN DS
AS G R O W TH
DRIVERS
Plenty of auto m ation
the auto m otive industry
potential outside
auto m otive industry
Upheaval of the
Along Custo m er
Create Value
Journey
Global Custo m er
Strengthen
Proximity
22
Komax Group Annual Report 2023
Innovate for
Auto m ation
and Quality
Develop Non-
Auto m otive
M arkets
Climate Protection
Fairness
Responsibility
ESG CORE
ELEMENTS
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 1.0–
1.2CHF billion
revenue
2028
FINANCIAL
TARGETS
120–
160CHF million
EBIT
E
n
a
uto
o
r
m
p
ote
m
o
u
s
atio
n
ntial 9
0
%
Innovation
Customer Focus
Quality
Responsibility
Success
PURPOSE &
FIVE CORE
VALUES
23
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report “We are looking at an Eldorado scenario in automation. Through
the combination with Schleuniger, we have established a market
position from which we will be able to best exploit the opportunities
that arise in the coming five years and beyond.”
Matijas Meyer, CEO Komax Group
The Komax Group offers its customers cutting-
edge technical solutions for automated wire pro-
cessing in three market segments – Automotive,
Aerospace & Railway, and Industrial & Infras-
tructure – and continuously strives to improve
its competitiveness. Above-average profitability
and sustainable growth are important objectives
in this context. These go hand-in-hand with en-
vironmentally conscious, socially aware, and re-
sponsible conduct toward all stakeholder groups.
In order to achieve its objectives, the Komax
Group pursues four market-oriented strategic
priorities, which are in turn supported by three
strategic initiatives. The Komax Group speciali-
zes in innovative solutions for all wire processing
applications and for the testing of wire harnes-
ses. The emphasis is on processes such as
measuring, cutting, stripping, crimping, taping
wires, and block loading. The Komax Group of-
fers its customers fully automated and semi-
automated serial production models as well as
customer-specific systems (for all degrees of au-
tomation and individualization), which optimize
processes while increasing productivity. These
are supplemented by an extensive range of qua-
lity assurance modules, testing devices, and net-
working solutions for the reliable and efficient
production of wire harnesses. Digital services
that increase the availability of installed systems
and test their productivity also form part of the
range, as does intelligent software. All of this
provides ideal conditions for customers of the
Komax Group to consolidate and increase their
competitive advantage.
%
0
8
k
r
o
w
l
a
u
n
a
m
1 0 %
m a c h i n e
i m e
d o w n t
10%
productive
(OEE: 50%)
a
u
t
o
m
a
t
e
d
w
o
r
k
2
0
%
24
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial ReportAUTOMATION POTENTIAL IN THE OVERALL MARKETAutomated work vs. manual workThe overall equipment effectiveness (OEE) of customers amounts to just 50%, which provides the Komax Group with a further 10% of automation potential. Thus, the total automation potential in the market is around 90%.
Automation drives the Komax Group’s growth
5–6%
6–9%
1–3%
Vehicle production
Automation
Total
90%
automation
potential
Increasing the degree of automation and
overall system effectiveness
The Komax Group has considerable growth po-
tential, as wire processing is currently no more
than 20% automated. Manual work, which still
accounts for 80% of wire processing, is increa-
singly losing its commercial viability due to vari-
ous factors (› pages 18–21). In addition, there
is still a significant amount of optimization poten-
tial in the work already carried out by machines.
Due to time-intensive setup and changeover
processes, which are becoming more common
due to the persistent decline in batch sizes, the
wire processing machines of customers can be
inactive for as much as half of the working day.
Bearing in mind that their overall equipment
effectiveness (OEE) amounts to just 50%, the op-
timization potential actually works out at 90%
rather than just 80%. The Komax Group is keen
to exploit this potential over the longer term, and
it is therefore the key driver for the ambitious
Strategy 2028.
Following the combination with the Schleu-
niger Group at the end of August 2022, the
Komax Group analyzed the new situation in
detail. This was necessary, as comprehensive
due diligence prior to the combination was im-
possible due to the competition situation. This
analysis formed the starting point for the further
development of the existing strategy for the
period 2024 to 2028, as well as for the definition
of financial targets. In order to achieve its targets,
the Komax Group is striving to achieve average
annual revenue growth of 6–9%. The trend of
automation is the key growth driver, accounting
for some 5–6%. The rising number of vehicles
manufactured contributes a further 1–3% to
growth.
“The Komax Group has the necessary market knowledge, specialist
expertise, and resources to successfully implement the defined
key strategic priorities. The Board of Directors firmly believes that
it has charted the right strategic course for the Komax Group to
ensure continued success and the ability to build on its market
and technology leadership in the future.”
Beat Kälin, Chairman of the Board of Directors
25
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report FOUR KEY STRATEGIC PRIORITIES
In order to achieve its set targets, the Komax Group must grow faster than the market. To this end,
the Board of Directors has approved four key strategic priorities for market development: Create
Value Along Customer Journey, Innovate for Automation and Quality, Strengthen Global Customer
Proximity, and Develop Non-Automotive Markets. In addition, two strategic initiatives address
issues that are important to the attainment of profitability targets and the financing of growth:
Scale Komax and Schleuniger, and Lean and Excellent, Digital Transformation. The overall picture
is complemented by the ESG strategic initiative, which forms a framework for sustainable action by
the Komax Group.
Create Value
Along Customer
Journey
Innovate for
Automation
and Quality
Strengthen
Global Customer
Proximity
Develop
Non-Automotive
Markets
Scale Komax and Schleuniger
Lean and Excellent, Digital Transformation
ESG (Environmental, Social, Governance)
Create value along customer journey
The Komax Group is keen to generate value
right from the first moment of customer contact.
Customer contact starts with the offer phase,
encompasses delivery and installation of the
machinery, and extends to servicing across the
entire life cycles of products. Thanks to many
decades of experience and its proximity to its
customers (› pages 30/31), the Komax Group
understands their needs and already offers them
a comprehensive range of innovative and relia-
ble automation solutions. The offering covers
the most capital-intensive and critical processes
of customer value chains – from measuring and
cutting wires to the taping process, and finally
the testing of the completed wire harness
(› page 55). The Komax Group therefore has by
far the broadest portfolio of solutions on the
market, which means that it can address a whole
range of customer needs in a targeted way. The
expansion of the service business lies right at
the heart of this initiative, as up until now it has
been largely limited to the replacement parts
business. A key element here is the development
of value creation packages – all-encompassing,
worry-free packages in which customers receive
not just the machinery itself, but also an array
of services such as technical support, training,
and financing offers (› page 33).
26
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial ReportKEY STRATEGIC PRIORITIES this region accounted for just 16.6% of Group
revenues in the reporting year. The need for
automation solutions in Asia is substantial, not
least due to the rapid proliferation of e-mobility.
This is true not just of China, but also of India
and Southeast Asia. The Komax Group posses-
ses the greatest innovative strength in its indus-
try, as well as the resources to harness the
opportunities that present themselves in Asia.
This also includes the further localization in Asia
of products that were originally developed in
Switzerland.
Develop non-automotive markets
The Komax Group currently generates some
75% of its revenues with customers active in the
automotive industry. Market estimates indicate
that some 60% of globally processed wiring is
used in automotive manufacturing. This high pro-
portion is explained by the fact that the auto-
motive industry is without equal when it comes
to standardization and automation.
However, numerous wires are processed in
all sorts of other markets too, which presents
considerable automation potential. The Komax
Group concentrates most of its efforts on two
additional market segments (› page 39) that
have synergy potential with the core business:
Aerospace & Railway and Industrial & Infrastruc-
ture. In both segments there is plenty of auto-
mation potential that the Komax Group is keen
to exploit further in the future. Thanks to its
combination with Schleuniger, it has acquired
greater opportunities to do just that, by reaching
additional customers outside of the automotive
industry. Many opportunities can also be found
in the industrial and infrastructure area, where
the Komax Group offers comprehensive digital
solutions for control cabinet builders, for example.
As these markets offer attractive longer-term
growth potential, the Komax Group is seeking
to achieve increasingly greater penetration so
that its non-automotive share of revenues can
be increased on a step-by-step basis.
8–9%
of revenues
invested in
research and
development
25%
revenues with
non-automotive
customers
30
engineering and
production sites
globally
Innovate for automation and quality
The Komax Group is keen to remain innovative,
and to achieve and extend a technological edge
over its competitors. Here, the focus is on solu-
tions that significantly increase automation while
at the same time guaranteeing the utmost qua-
lity in all areas of processing. This gives custo-
mers the assurance that the quality will be there
at the first go if they use Komax machines for
their production. But in the event that they have
doubts nonetheless, the goal is for them to
have full traceability throughout the production
process.
The Komax Group invests 8–9% of its reve-
nues in research and development so that it can
offer state-of-the-art products and services on
an ongoing basis. Together with Schleuniger, the
Komax Group therefore possesses a degree of
innovative strength that is unique in the market.
It uses this to increase the productivity and fle-
xibility of its customers, thereby providing them
with additional competitive advantages. The
Komax Group will continue to make numerous
technological innovations available to its custo-
mers, which can often facilitate dramatic effi-
ciency increases in automated wire processing.
A good example is the automatic tool changer
based on IQC technology in the Alpha 650
crimp-to-crimp machine, which reduces change-
over times from around 15 minutes to less than
a minute.
Strengthen global customer proximity
The Komax Group has 30 engineering and pro-
duction sites located in Europe, Asia, North and
South America, and Africa. It provides sales and
service support in more than 60 countries through
its subsidiaries and independent agents, which
gives it a unique global presence. The Komax
Group has set itself the goal of being close to
its customers so that it can provide outstanding
service combined with the shortest possible
response and supply times. It is therefore de-
termined to expand its global reach in a targe-
ted way – be it through acquisitions, the estab-
lishment of new locations, or the expansion of
existing sites.
There is a strong focus on Asia, as the Komax
Group generates a below-average proportion of
revenues in this region given the sheer size of
this market, which is the source of more than
half of all annual global vehicle production volu-
mes. As a result of a phase of weakness in China,
27
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report STRATEGIC INITIATIVES
In order to support these four strategic priorities in a targeted way, the Board of Directors has
defined three initiatives.
Scale Komax and Schleuniger
Not only does the combination of the Schleuniger
Group with the Komax Group generate growth,
it also opens up numerous opportunities to design
structures and processes more efficiently. The
focus is on the targeted exploitation of the re-
spective strengths of Komax and Schleuniger in
order to make the best possible use of the poten-
tial arising from the combination.
The Komax Group has integrated all compa-
nies of the Schleuniger Group into its existing
business unit structure, and has restructured its
organization to some extent in order to be ide-
ally positioned to implement Strategy 2028. This
will enable the Komax Group to further develop
over the coming years by ensuring the best of
both worlds. Among other things, this includes
the further optimization and adjustment of both
the distribution and service network and the
product portfolio, as well as the exploitation of
countless newly acquired cross-selling oppor-
tunities thanks to the much larger customer base.
Lean and Excellent, Digital Transformation
As the corporate goals of the Komax Group are
geared around both longevity and sustainability,
streamlined organizational and process structu-
res are needed, as well as the determination to
improve these continuously. The efficient design
of the entire value chain can reduce the use of
valuable resources such as materials, energy,
innovative output, and time. As the commercial
environment of the Komax Group is subject to
continuous change, it must adjust to this de-
velopment and deliver the corresponding impro-
vements on an ongoing basis. A key element in
increasing efficiency in this area is digital trans-
formation. The Komax Group is currently in the
process of building up a digital twin of its value
chain – from procurement to assembly, delivery,
and service. The transparency that results will
enable further improvement potential to be iden-
tified and the reaction speed of the Komax
Group in the market to be increased. The ongo-
ing optimization of proprietary processes and
supply chains as well as internal and external
digitalization are therefore key factors in safe-
guarding high profitability and financing growth
going forward.
Environmental, Social, Governance (ESG)
ESG – environmentally sustainable business
practices along with socially oriented and re-
sponsible corporate governance – forms the fra-
mework for the Komax Group’s strategy. This
should become even more tangible and visible
in the future with the implementation of the new-
ly developed ESG strategy and the fulfillment of
various non-financial targets. More on this can
be found in the ESG report, in which the Komax
Group discloses comprehensive key figures on
consumption levels, emissions, and social issues
in accordance with the international GRI stan-
dard (› pages 60–101).
28
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report MID-TERM TARGETS
The Komax Group wants to increase its value on an ongoing basis through profitable growth. It has
therefore set itself ambitious targets for growth and profitability by 2028.
1.0–1.2
120–160
revenues 2028 in CHF billion
EBIT 2028 in CHF million
By 2028, the Komax Group aims to be genera-
ting revenues of CHF 1.0–1.2 billion. The extent
to which the lower end of this bandwidth can be
exceeded will primarily depend on any acquisi-
tion activities, which will be focused on Asia and
the optimization of the distribution and service
network. With targeted annual average revenue
growth of 6–9%, the Komax Group will be able
to at least maintain its market share and possibly
expand it further.
The Komax Group has a broad portfolio of
innovative solutions. In addition, the combination
with Schleuniger and the optimizations of cor-
porate processes (either planned or already
implemented) will facilitate additional efficiency
increases. Rising revenue figures and an ad-
vantageous product mix will enable the Komax
Group to deliver disproportionately high increa-
ses in profitability. It is therefore seeking to
achieve EBIT of CHF 120–160 million for the 2028
fiscal year. Thanks to a business strategy that is
geared toward long-term success, the Komax
Group creates sustainable value that will benefit
investors too.
Financial stability
Safeguarding financial stability is a further key
strategic element for the long-term success of
the Komax Group. It is distinguished by its ro-
bust equity base and strong profitability. The
equity ratio amounts to 55.1% while the debt
factor (net debt divided by average EBITDA)
stands at 1.00. This solid foundation enables the
Komax Group to systematically pursue oppor-
tunities to develop further, and offers security in
challenging times.
Komax Group key figures
in CHF million
Revenues
EBIT
Payout ratio (in % of EAT)
20231
752.0
67.8
35.1
2022
606.3
71.7
54.5
1 Excluding one-time effects (revenues: CHF +10.9 million; EBIT: CHF +5.0 million).
29
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report AROUND THE
WORLD
North/South America
Revenues: CHF 205.9 million (27.4%)
Employees: 409
Engineering and production sites: 3
The Komax Group produces in
Europe, Asia, North and South
America, and Africa, and provides
sales and service support through
its subsidiaries and independent
agents.
30
Komax Group Annual Report 2023
Close to customers
30
engineering
and production
sites
Strong multicultural team
3 490
employees
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Unique distribution and service network
60countries with sales
and service support
Europe
Revenues1: CHF 333.2 million (44.3%)
Employees: 2 384
Engineering and production sites: 20
Headquarters in
Dierikon, Switzerland
Asia/Pacific
Revenues: CHF 124.7 million (16.6%)
Employees: 494
Engineering and production sites: 5
Africa
Revenues: CHF 88.2 million (11.7%)
Employees: 203
Engineering and production sites: 2
1 Excluding one-time effect (CHF +10.9 million).
31
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report CUSTOMER
PROXIMITY –
REAL AND DIGITAL
Being close to customers in both the real and digital sense is crucial
to the success of the Komax Group. This is the only way to facilitate
short response and supply times, as well as comprehensive service.
This is why the Komax Group combines, true to its motto “global
local” – global production with a unique local distribution, enginee-
ring, and service network across all continents –, with its tailored
digital offerings.
The Komax Group has 30 engineering and pro-
duction sites across the continents of Europe,
North and South America, Asia, and Africa, at
which 3 490 employees produce standardized
products, customer-specific systems, and tes-
ting systems (› pages 30/31). With its unique
sales and service network, the Komax Group
can always provide efficient and competent sup-
port to its locally and globally active customers.
It provides sales and service support via subsi-
diaries and independent agents in over 60
countries. Around 380 employees work in the
international service organization.
The Komax Group expanded its presence in
the markets of Europe, North America, and Asia
through its combination with Schleuniger in
2022, acquiring eleven additional companies and
numerous distribution partners spread across
all continents. In addition, it strengthened its
distribution and service activities in the reporting
year with the acquisitions of WUSTEC and the
Alcava Group.
In order to properly service its much larger
customer base and offer the right solutions from
a single source, the focus in the reporting year
lay on the analysis and optimization of the dis-
tribution and service network. This involved
reviewing local market strategies and elimina-
ting cases of overlap in distribution structures.
It included situations where a country had both
a Komax distribution partner and a Schleuniger
distribution partner, but also where a Schleuniger
distribution partner joined a market area with a
local Komax company. The optimization of the
structure of the distribution service network was
completed by the end of 2023 – with the excep-
tion of just a few countries where negotiations
are still being finalized. Individual solutions were
arrived at for each individual country, for example
the combination of Schleuniger and Komax dis-
tribution partners, the spin-off of a distribution
partner, or the acquisition of such a partner.
The latter was the case for the Alcava Group,
with its companies Lintech, Malintech, and Tulin-
tech. Thanks to this acquisition, which took effect
on 1 October 2023, the Komax Group has ex-
panded its distribution and service network in
France, Morocco, and Tunisia. Alcava has been
distributing the products of the Schleuniger
Group in these countries for more than 15 years.
32
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report A different solution was found for the Iberian
Peninsula (Spain and Portugal): Here, the Komax
Group sold its company Komax Portugal to Es-
tanflux, Komax’s long-time representative in
Spain. This had the effect of strengthening this
proven distribution partner, as Estanflux will now
cover the entire Iberian Peninsula and thus en-
sure that customers receive even more flexible
and focused support in these markets.
The optimization of the service and distribu-
tion network will be completed in 2024, with the
aim of ensuring a dedicated contact partner in
every country capable of offering solutions of
the Komax Group from a single source. In order
to ensure alignment with changing customer
needs, the Komax Group also regularly scruti-
nizes its global production structure and under-
takes modifications where necessar y. For
example, in the reporting year this resulted in the
closure of Komax Testing Brasil and the Jettin-
gen site of Schleuniger GmbH in Germany.
Further development of digital customer
proximity
In addition to personal contact with the emp-
loyees of the Komax Group, customers also want
to be able to call up product information, put
service requests or place an order swiftly, sim-
ply, and digitally. The Komax Group helps them
to do just that, providing them with a number of
digital solutions. In order to meet customer
needs in both the digital and the real world, the
Komax Group has adopted an omnichannel
approach.
“We pursue an omnichannel approach so that we can
offer all our customers the best possible customer
experience. We serve them personally and digitally
across all channels so as to be able to generate
genuine added value at all times.”
Tobias Rölz, Executive Vice President, Market & Digital Services
The Komax Group laid the foundations for the
improvement of the digital customer experi-
ence the previous year with its new website
(www.komaxgroup.com). This forms the basis for
its 24/7 online service in the form of a self-service
platform. Another key milestone was reached in
2023 with the online service ticketing system on
the new “myKomax” customer portal, which was
developed on the basis of customer feedback.
This enables customers to log in to their customer
area via the website in order to deal with mainte-
nance orders or warranty cases, for example. A
pilot phase is currently running with a handful of
specially selected customers. This customer por-
tal offers greater transparency, accelerates pro-
cessing times of orders and inquiries, and helps
further increase customer satisfaction. This is an
important step on the road to the self-service
boutique of the SMART FACTORY by KOMAX
(› page 49). The new online service ticketing sys-
tem and the “myKomax” customer portal will be
continuously expanded over the coming years.
Thanks to its customer proximity, the Komax
Group has its finger on the pulse of industry. This
is crucial for the Group if it is to deploy its ex-
perience of almost 50 years to develop high-
quality, innovative automation solutions for local
needs in global markets. In addition, international
orientation also helps mitigate the repercussions
of currency fluctuations. The Komax Group seeks
to ensure that costs and revenues are generated
in the same currencies to the greatest extent
possible.
Value Creation Packages – comprehensive
worry-free packages for customers
The Komax Group partners its customers across
the entire product life cycle. To this end, it offers
them all-encompassing solution concepts known
as Value Creation Packages. In addition to the
machines themselves, these provide customers
with service agreements for individual machines
or entire production sites, technical support, trai-
ning, digital solutions, and financing offers such
as leasing or pay-per-use concepts.
A key element here is the “Komax Care”
service agreement concept. This offers a broad-
based spectrum of services comprising advice,
33
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report installation, training, maintenance, repairs, and
the renovation or expansion of customer sys-
tems, thereby helping them to get the very best
from their machinery investments when it comes
to productivity, availability, and quality. The
concept was fine-tuned in 2023 to align it even
more closely with different customer needs.
Digital products and services – such as the
MES (Manufacturing Execution System) 4Wire Px
from DiIT or Komax Connect – can likewise be
incorporated into the Value Creation Packages.
These enable customers to create additional
value across the entire life cycle of their machi-
nes through efficient production planning and
monitoring.
Moreover, the recycling of machinery is also
to be enabled in the future so that customers
can be offered services across the whole pro-
duct life cycle, in keeping with the circular
economy concept.
Expansion of value chain in the industrial
area with WUSTEC
With its acquisition of WUSTEC at the beginning
of 2023, the Komax Group acquired a specialist
in automated wire prefabrication, particularly for
the industrial sphere. WUSTEC, which is head-
d e l s
Busine s s M o
Equip
m
e
n
t
D
g
i
i
t
a
l
a
n
d
S
P
r
e
r
o
v
i
c
d
u
e
s
c
t
s
CUSTOMER
SUCCESS
Plant Cont r a c t
s
s
t
c
a
r
t
n
o
e C
Servic
The Value Creation Packages
of the Komax Group.
quartered in Germany’s Black Forest region,
has developed a digital platform that, among
other things, enables companies active in con-
trol cabinet and machine building to order pre-
fabricated wire sets in any quantity online. In
other words, the Komax Group can offer its cus-
tomers a rapid and efficient service with a digi-
tal solution that can speed up production.
“With WUSTEC’s cloud-based Wiremaster software,
we can significantly streamline data transmission
and requirements matching between us and our
customers. This enables us to adhere to the tightest
possible delivery times and respond flexibly to
customer wishes.”
Matijas Meyer, CEO Komax Group
Training to boost productivity
A well-trained workforce can help to minimize
outages through user or maintenance error and
shorten machinery configuration times. This
translates into increased productivity as well as
goods of higher and more consistent quality.
Through the Komax Academy and the Schleu-
niger University, the Komax Group empowers its
customers to operate and maintain their machines
and testing systems flawlessly. For many years
now, the Komax Academy and Schleuniger Uni-
versity have offered on-site teaching at nume-
rous locations of the Komax Group, tailored to
different customer needs and levels of expe-
rience. In addition, customers have the option
of attending more than 360 training modules
online in up to 13 languages. Every year, hun-
dreds of customers make use of this offering to
increase their specialist skills.
34
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
In November, Komax and Schleuniger staged a
shared presence at trade fairs in Germany for
the first time – namely productronica in Munich,
SPS in Nuremberg, and Komax SLE’s In-House
Show in Grafenau. Thousands of visitors explored
the worlds of innovation and technology on the-
se trade fair days. Whole value chains rather than
just individual products were under the spotlight.
By joining forces with Schleuniger, the Komax
Group now boasts a uniquely wide range of pro-
ducts and services spanning the Komax, Schleu-
niger, adaptronic, Cirris, DiIT, and WUSTEC
brands. Customers thus benefit from all solutions
right across the value chain from a single source.
Other trade fairs at which the Komax Group will
exhibit can be found at www.komaxgroup.com/
en/trade-fairs.
Products and services from a single
source – experienced locally
The Komax Group enhances customer proximity
through its presence at trade fairs and events
throughout the world. Here, it presents its latest
developments in automated wire processing and
actively fosters exchange of ideas in respect of
key themes in the industry.
In 2023, for example, customers had the
opportunity to attend live demonstrations by the
Komax Group at WirePro Expo in Shanghai,
China, in March and at the leading US trade fair
EWPTE in Milwaukee, Wisconsin, in July. More-
over, the US Komax company, based in Brook-
field, Wisconsin, embarked on a roadshow with
a pickup truck and trailer. This drove across the
country, making numerous stops at customer
locations. Among other things, it exhibited the
new Alpha 520 (› page 53). In numerous discus-
sions, the Komax team was able to present to
its customers the vision of the SMART FACTORY
by KOMAX and unveil various innovations and
digital solutions.
Visitors to the trade
fair were able to
experience first-hand
how solutions from
the Komax Group
increase productivity
and flexibility and
deliver quality at the
first go.
35
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
The Komax Group
presented its product
brands at the
productronica
trade fair in
November 2023 in
Munich, Germany.
The Komax Group’s
automation solutions
were presented to
an enthusiastic inter-
national audience.
36
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report THE BRAND WORLD OF THE KOMAX GROUP
The brand world of the Komax Group
A key success factor for the Komax Group is its
strong brand. The brand strategy is therefore a
vital element in the implementation of Strategy
2028. As an innovative market leader, the Komax
Group is confident and performance-oriented.
The Komax brand stands for competence, qua-
lity, and functionality, and represents the com-
pany as a reliable and enthusiastic partner and
a pioneer for a shared voyage of discovery with
its stakeholder groups. The Komax Group pur-
sues a multi-brand strategy. In addition to the
Komax brand, the portfolio also includes the
product brands Schleuniger, adaptronic, Cirris,
DiIT, and (since 2023) WUSTEC. The Lintech
brand of the newly acquired distribution organi-
zation Alcava SAS has likewise been part of the
Komax Group since 2023.
The overall brand identity is characterized
by pioneering spirit, technological leadership, a
commitment to high quality, and a partner-ba-
sed relationship with customers. The presenta-
tion of the individual product brands is uniformly
modern across all product groups, with a high
recognition factor.
The company’s consistent implementation
of clear product design with an emphasis on
user-friendliness and a first-class customer ex-
perience has won the Komax Group multiple
awards over the years. The conferral of the 2023
Red Dot Design Award for the Schleuniger Strip
Series B300 is just the latest example.
In order to facilitate uniform treatment of
the individual brands for both internal and ex-
ternal stakeholder groups, the Komax Group
created a brand portal in the reporting year
(www.komaxgroup.com/en/brands).
Strip Series B300 wins Red Dot Design Award 2023
The portable Strip Series B300 stripping machine was singled out
for the 2023 Red Dot Award for product design. In addition to its
intuitive functionality, the stylish look of the B300 also caught the
eye of the jury.
37
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report MARKETS
The Komax Group primarily focuses on three market segments.
The core business is the Automotive market segment, which
accounts for some 75% of revenues. In the Aerospace & Railway
and Industrial & Infrastructure market segments, the Komax
Group is continuously strengthening its presence and exploiting
the synergy potential with the core business. All segments
benefit from the global service network and the services of the
Komax Group.
Following the combination with the Schleuniger
Group, the Komax Group analyzed the four mar-
ket segments in place at the time – Automotive,
Aerospace, Industrial, and Data/Telecom – in
considerable detail for the elaboration of the new
Strategy 2028, tightening the focus of its segmen-
tation. The Automotive market segment remained
unchanged. Also unaffected was the objective of
further strengthening the non-automotive market
segments, particularly in cases where develop-
ments in these areas might be valuable for the
evolution of the automotive portfolio. The analysis
showed that trends in the automotive and non-
automotive markets are increasingly overlapping.
In order to address these markets in an even more
targeted way, the Komax Group optimized the
focus of its market segments, including their sub-
segments. This involved expansion of the Aero-
space market segment to cover rail transporta-
tion (“Railway”) and a broadening of the Industrial
market segment to include the Infrastructure area.
Among other things, this encompasses the in-
frastructures of energy provider networks and
those required for e-mobility, such as charging
stations for electric vehicles. The Data/Telecom
market is now covered by the Industrial & Infras-
tructure market segment, and no longer addres-
sed through its own segment.
Automotive
The automotive segment is by far the most im-
portant market segment for the Komax Group.
There are a number of reasons for this. In no other
industry is the volume of wires to be processed
so large. With a production output of around 90
million vehicles per year, each containing on ave-
rage some 1 700 wires with 3 200 crimp contacts,
the demand for automation solutions is enormous.
This is because the number of wires per vehicle
is continually rising owing to an increase in elect-
rical functions. Although the automotive industry
has no peer when it comes to the degree of stan-
dardization and automation in the production pro-
cess, there is still plenty of potential for additional
automation steps, as around 80% of wire harn-
esses are still manufactured by hand.
38
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Aerospace & Railway
Issues such as safety, lightweight construction,
and lower emissions have been at the forefront
of developments in aerospace for many years.
The Komax Group can draw on the experience
acquired in these areas when it comes to its
core business too, as these themes continue to
grow in importance in the automotive industry.
Thanks to the companies Komax France, adap-
tronic, and Cirris, the Komax Group possesses
a great deal of aerospace expertise. There is
very little automation of wire processing in the
aerospace industry, and the entry barriers for
suppliers are very high. This market segment
also now includes the Railway area, as the level
of automation is low here, too, and the corre-
sponding need for automated wire processing is
rising steadily. Compared to Aerospace, the ca-
bles processed here are simpler and lend them-
selves more easily to automation. The Komax
Group would like to expand its market share fur-
ther in this area.
Industrial & Infrastructure
The experience gained in the automotive indus-
try can be put to good use by the Komax Group
in all sorts of other markets. For example, the
trend toward increasing automation of wire pro-
cessing is evident in industrial areas such as
energy infrastructure (e.g. e-mobility and rene-
wable energies), building automation, robotics,
and mechanical engineering. The processing of
wires for industrial and infrastructure applications
such as electric control cabinets often involves
working with very small batches. In order for
automation to nevertheless be commercially via-
ble in this context, the Komax Group offers its
customers a broad selection of products from
its various brands. These include specific ma-
chines such as the Zeta, which manufacture all
the various wires that are needed automatically,
ensuring that they are in the right sequence and
of the right length. This has the effect of reducing
manual labor to a minimum. Manual processes
such as cutting, stripping, marking, and sleeve
insertion are rendered obsolete. Automation of
this kind has proven its worth in the area of wire
processing in the automotive industry for many
years, and is now increasingly finding its way into
industrial applications.
39
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Automotive production grows sharply in 2023
The largest sales market of the Komax Group
continued its recovery in 2023. Global vehicle
production increased significantly. Difficulties in
connection with supply bottlenecks were for the
most part overcome. The long-term trends of gro-
wing numbers of vehicles, e-mobility, and rising
automation in the wire processing business re-
mained intact. This was evident from the growing
number of vehicles manufactured – an important
growth driver for the Komax Group. According
to analysis conducted by S&P Global Mobility,
around 90 million cars and light commercial ve-
hicles were manufactured worldwide in 2023.
Production volumes were well above the level
recorded in 2022 (82 million vehicles), and also
slightly above the pre-pandemic figure recorded
in 2019. However, volumes were still well below
the peak figure achieved in 2017, when 95 million
vehicles were produced.
Increase in vehicle production in all regions
Compared with the previous year, all regions saw
growth in the number of vehicles manufactured
in 2023. In Europe, 17.8 million vehicles were ma-
nufactured, representing an increase of 2.0 mil-
lion vehicles, or 12.5%. Asia recorded a similar
development, with 51.4 million vehicles manufac-
tured (4.3 million vehicles or 9.0% more than in
2022), with the relative growth of Japan and
Korea combined (14.5%) working out significant-
ly greater than that of China (9.4%). In North/South
America, production volumes came in at 18.6 mil-
lion vehicles, a rise of 8.4% or 1.4 million vehicles.
China remains by far the world’s biggest auto-
motive producer. In the year under review,
28.9 million vehicles were manufactured in
China, corresponding to 32.1% of global vehicle
production. A further 22.5 million vehicles were
produced in other Asian countries, which means
that some 57% of total vehicle production took
place in Asia. Vehicle production has been stea-
dily shifting to Asia since 2019, when 52% of all
cars and light commercial vehicles were manu-
factured there.
Growth forecasts point to investment
restraint in key markets
Inflation remained at a high level in key markets,
which explains why leading central banks such
as the Fed, the ECB, and the SNB once again
pushed through several rises in their key interest
rates in the reporting year following 2022. The
rises in interest rates in the key sales markets
for the Komax Group were significant in some
cases, and duly weighed on customers’ willing-
ness to invest. This, together with the geopoli-
tical uncertainties in Eastern Europe, the Middle
East, and Asia, cast a cloud over the outlook for
the global economy. In the automotive market,
growth forecasts for the next few years were
significantly scaled back over the course of the
year due to the expected economic slowdown.
For the next five years (2024–2028), S&P Global
Mobility is predicting an average annual growth
rate in vehicle production volumes of just over 1%.
Number of passenger cars and light commercial vehicles produced
in millions
100
80
60
40
20
7
7
2
8
0
9
0
9
6
9
0
9
9
9
2
9
9
9
3
9
3
9
5
9
5
9
6
9
2021
2022
2023
2024
2025
2026
2027
2028
Forecast January 2023
Forecast January 2024
Source: S&P Global Mobility
40
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The analysts at S&P Global Mobility are expec-
ting diverging regional developments in 2024 in
terms of production volumes. While no growth
is expected from China, in large parts of the
world, the factors referred to above are expected
to lead to slight declines (Europe –2.0%, South-
east Asia –1.4%). These dips will only be partly
offset by the American markets (North America
+1.1%, South America +3.0%), meaning that S&P
Global Mobility is expecting global production
volumes to come in at around 90 million vehicles.
Therefore, the analysts are not expecting global
growth in production volumes before 2025. China
is regarded as the key driver.
Subdued investment activity
Over the course of 2023, the Komax Group
increasingly felt a general reticence to invest as
a result of the above-mentioned factors. Whe-
reas in EMEA and North/South America this ten-
dency did not become apparent until the end of
the year, the world’s largest automotive market
– China – lagged well behind expectations for a
period of several months. As a consequence,
the Komax Group started 2024 with a signifi-
cantly lower order backlog than at the beginning
of 2023. The focus is now on further increasing
efficiency in the company and achieving even
greater customer proximity to give extra impetus
to the implementation of Strategy 2028. With the
optimizations achieved in 2023, the Komax Group
has already taken the first important steps in
this regard.
Step-by-step normalization of the supply
chain situation
Difficulties in supply chains – a key negative
factor in the automotive industry in past years
– increasingly normalized over the course of
2023. Automotive manufacturers made adjust-
ments to their supply chains. According to a
study produced by the Capgemini Research
Institute, they were able to reduce their order
backlogs dating from the coronavirus crisis pe-
riod by around 60%. The war in Ukraine exacer-
bated the situation in the automotive industry
temporarily, as this country is responsible for
around 7–8% of all wire harnesses produced in
Europe. However, the problem was largely de-
fused over the course of 2022 through the esta-
blishment of additional capacity in other count-
ries, particularly in Eastern Europe and North
Africa, and the fact that production in Ukraine
did not collapse. The Komax Group started 2023
with a number of the resulting extraordinary
orders on its books, which enabled it to post a
record order backlog figure at the start of the
reporting year. Thanks to the improvement in
supply chain reliability, the company was able
to work through its order book steadily over the
first half of the year, bringing it back down to a
level in keeping with that of prior years.
Increasing resilience of supply chains
Strengthening the resilience of supply chains in
the face of unforeseeable external factors will
remain an important theme in the industry over
the coming years. One strategy is the pheno-
menon of “nearshoring”, in which automotive
manufacturers and suppliers relocate their supply
chains closer to their sources of production in
order to minimize risks. According to the Cap-
gemini Research Institute study, procurement
from distant lands (offshoring) has declined by
22% since 2021. This development is also ac-
celerating the trend toward the automation of
wire processing, and will therefore drive the
Komax Group’s business forward in the medium
term. An example of how the Komax Group is
supporting this trend is its involvement in the
Next2OEM project together with automotive
manufacturers and partners (› page 48).
According to the Capgemini Research Insti-
tute, the proportion of a vehicle’s value accounted
for by semiconductors and sensors has increased
by some 50% over the last two years on the back
of increasing demand for software-based func-
tions and services. Moreover, this figure is ex-
pected to rise further between 2023 and 2025.
While this is positive for automated wire proces-
sing, it also entails increased demand for semi-
conductors. Although the availability of semicon-
ductors continued to improve in 2023, this issue
can be expected to have an impact on the auto-
motive industry in 2024, too. A number of manu-
facturers are still confronted by shortages that
cannot be fully resolved in the short term.
Overcoming supply chain difficulties was
also a challenge for the Komax Group in 2023.
However, it dealt with this problem very suc-
cessfully overall thanks to careful planning and
professional supplier management, and was
able to make its supply chains significantly more
robust.
41
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Accelerated trend toward automation
The various geopolitical and macroeconomic
factors have in no way changed the trend toward
greater automation in wire processing. This trend
continued in 2023. The lion’s share of wire pro-
cessing continues to be done by hand, particu-
larly in low-wage countries in Eastern Europe,
North Africa, Central America, and Asia. Geo-
political uncertainties, rising wage costs in the
medium term, and an increasing shortage of skil-
led labor provide wire manufacturers with strong
incentives to invest in automation.
In addition, the above-mentioned trend to-
ward shortening supply chains is having the
effect of bringing automotive suppliers closer to
manufacturers. This is only possible by increa-
sing the degree of automation, as wages in
countries where automotive production takes
place tend to be higher than those at the pro-
duction sites of wire manufacturers. The Komax
Group is observing this trend toward shorter
supply chains not just in the automotive industry,
but also in the Industrial & Infrastructure market
segment in the US, for example.
Automotive industry undergoing
radical change
The automotive industry has been going through
a process of radical change for a number of years
now. Alternative drivetrains, digitalization, and
autonomous driving are playing a key role, which
in turn necessitates very sizeable investments
from automotive manufacturers. The modern
driver has attractive alternatives to diesel and
petrol engines, with electric, hybrid, and plug-in
hybrid vehicles. In particular, automotive groups
have communicated ambitious multi-billion plans
in the e-mobility sector, announcing a number
of further new electric vehicles in the coming
years.
This is in line with national plans to reduce
greenhouse gas emissions, an essential step if
the targets of initiatives such as the Paris Agree-
ment on climate change and the European
Green Deal launched by the EU Commission are
to be achieved. In the reporting year, the EU
reaffirmed its ban on newly registered cars and
light commercial vehicles powered by petrol or
diesel from 2035. The only exemption in this
regard is for vehicles powered by climate-neu-
tral, synthetically produced fuels (“e-fuels”). EU
legislation to tighten the CO2 fleet reduction
target is forcing automotive manufacturers to
bring down the entire CO2 output of all cars sold
by them within a single year – i.e. for the com-
plete fleet – on a step-by-step basis. From 2035,
CO2 emissions for new passenger cars and light
commercial vehicles will have to be reduced to
zero. The mid-term emission reduction targets
for 2030 were set at 55% for cars and 50% for
light commercial vehicles.
In 2022, California – the largest automotive
market in the US – likewise issued a ban on the
sale of new petrol cars from 2035. A number of
other federal states have since announced simi-
lar plans. The Biden Administration has set the
target of ensuring that 50% of all new vehicle
sales in the United States are electric from 2030
onward. China likewise wants to increase the
proportion of electric cars to 50% of all newly
sold vehicles by 2035. In other words, the drive
toward emission-free mobility is in full swing.
The Komax Group is supporting the
transition to e-mobility
Numerous automotive manufacturers have now
set a date from which they intend to cease pro-
duction of combustion-powered vehicles in Eu-
rope: Opel from 2028, Ford, Volvo, and Fiat from
2030, and Hyundai from 2035. In Norway, VW
will be selling exclusively electric cars from 2024.
In the US, GM has announced its intention to
eliminate the emissions of pickup trucks – highly
popular vehicles among the US public – by 2035.
Of the approximately 90 million vehicles
produced in 2023, no fewer than 14.3 million
were electric, i.e. pure battery electric vehicles
(BE Vs) or plug-in hybrid electric vehicles
(PHEVs). The biggest player here is China, which
accounts for more than 60% of overall produc-
tion. Compared with the prior year, in which 10.8
million electric vehicles (BEVs and PHEVs) were
produced, this represents an increase of around
32%. Electric vehicles increased their share of
overall automotive production from 13.2% to
16.0% in 2023, almost double the proportion
achieved in 2021 (8.5%). Growth recorded a
slight year-on-year dip in 2023, among other
things due to the end of subsidies for electric
vehicles in certain countries, and accordingly fell
just short of the forecasts published by S&P
Global Mobility a year ago. Nonetheless, the
upward trend remains unmistakable.
Given the impending bans on combustion
engines and the plans of major automotive ma-
nufacturers, this development is set to continue
42
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report over the coming years. S&P Global Mobility ex-
pects almost 19 million plug-in hybrid and elec-
tric vehicles to be produced in 2024, which would
equate to 21% of global vehicle production. By
2028 this figure is set to rise to more than 41
million, or some 43% of global vehicle produc-
tion. This would equate to an annual average
growth rate in electric vehicle production of more
than 20% between 2024 and 2028.
The Komax Group is well positioned to ac-
company this transition. It will participate in
growth on the one hand thanks to its portfolio
of solutions for the processing and testing of
high-voltage cables, and on the other because
new electric vehicle models frequently have
state-of-the-art assistance and infotainment
systems. All these systems require a large
number of special cables, creating additional
sales opportunities for the Komax Group. China
is by far the largest and fastest-growing market
for electric vehicles. With its Strategy 2028, the
Komax Group is sharpening its focus on targeted
growth in this market.
Automation trend in the Industrial &
Infrastructure market segment
Thanks to the strong positioning of Schleuniger in
the Industrial & Infrastructure market segment, the
business combination has significantly expanded
the customer base of the Komax Group in this
area. With the new Strategy 2028, the Industrial
& Infrastructure and Aerospace & Railway market
segments aim to drive forward strategic develop-
ment, thereby cushioning the volatility of business
in the Automotive segment to some extent.
In the Industrial & Infrastructure market seg-
ment, the need for automation remains consi-
derable and business is less volatile. This was
already apparent in the difficult years following
2020, when this market segment experienced a
drop in revenues that was much less pronoun-
ced than for customers in the automotive indus-
try. Industrial customers such as control cabinet
manufacturers, for instance, are seeking to en-
hance productivity through increased automa-
tion. Back in 2020, the Komax Group launched
the Smart Cabinet Building Initiative together
with other leading technology companies with a
view to optimally harnessing automation poten-
tial in the area of control cabinet construction
(› page 52).
One important factor in this market segment
is the shortage of qualified personnel. In the
industrial sector, production is typically based
close to the relevant OEMs, and thus also in
high-price countries. The sharp spike in inflation
has led to significant cost pressure here, and
automation is the obvious solution. Moreover,
automation is also being accelerated in the
industrial area by energy transition, such as
through projects in the context of the Green New
Deal (USA) and European Green Deal. Funding
programs and subsidies in infrastructure for
renewable energies – such as photovoltaic and
wind power, heat pumps, and charging stations
for electric vehicles – are supporting growth.
Growth potential in Aerospace & Railway
The Aerospace market segment continued to
recover in 2023. According to the International
Proportion of global vehicle production volume accounted for by electric vehicles
in millions
120
100
80
60
40
20
77
82
90
90
92
93
95
96
8.5%
13.2%
16.0%
21.0%
26.8%
33.2%
38.7%
43.4%
2021
2022
2023
2024
2025
2026
2027
2028
Plug-in hybrid (PHEV)
Battery electric vehicle (BEV)
Global vehicle production volume
Source: S&P Global Mobility
43
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Air Transport Association (IATA), total air traffic,
measured in revenue passenger kilometers
(RPK), increased by 36.9% compared to 2022.
Worldwide, air traffic in 2023 was thus only
slightly below the level of 2019 before the Co-
vid-19 pandemic. This phenomenon is also
being accompanied by an ongoing rise in global
aircraft deliveries. For example, Airbus delivered
611 aircraft in 2021, 661 in 2022, and 735 in
2023, an industry record. The automation of wire
processing is still not particularly advanced in
this market segment, and this opens up oppor-
tunities for the Komax Group that it will put to
good use.
The Railway market has been volatile in recent
years according to the Global Rail Index. A sharp
slowdown in demand was observed in 2023.
However, the degree of automation in this market,
too, is comparatively low, and the necessary
applications lend themselves much more easily
to automation here than in the aerospace seg-
ment. In this market, the Komax Group has
opened up new opportunities in the Quality So-
lutions area with Cirris and adaptronic, and sees
good growth potential here.
Challenging market environment in 2023
The 2023 financial year was characterized by a
challenging environment. Among other things,
economic and geopolitical uncertainties, interest
rate rises in key sales markets, and the muted
development of the Chinese market impacted on
the willingness of customers to invest. The ove-
rall order intake amounted to CHF 686.5 million,
or +1.3% compared with the strong previous year
(CHF 678.1 million), with organic growth clearly
in negative territory.
Significant increase in revenues
Thanks to revenue growth from the combination
with Schleuniger, the Komax Group delivered a
significant year-on-year rise in revenues of 24.0%
to CHF 752.0 million (2022: CHF 606.3 million).
Schleuniger contributed to revenues for the full
year for the first time (2022: four months). The
one-time effect from the completion of the sale
of the building at the Rotkreuz production site
in Switzerland in 2023 is not included in this
figure. If one-time effects are factored in, reve-
nues increased to CHF 762.9 million.
As a consequence of the difficult economic
situation, market performance varied from region
to region in the reporting year. Business activity
continued to lag well below expectations in
China in particular. In Asia/Pacific, the Komax
Group recorded a contraction of 6.4% in reve-
nues, with its share of revenues generated in this
region declining to 16.6% (2022: 22.0%). By
contrast, growth in other regions – North/South
America (+55.6%), Europe (+29.3%), and Africa
(+6.0%) – was substantial in many cases, due
above all to the combination with Schleuniger.
In the Americas it was significantly greater than
the organic contribution, resulting in a stronger
market position in the Industrial & Infrastructure
market segment.
The breakdown of revenues by currency
changed as follows between 2022 and 2023:
The proportion of revenues in EUR declined from
47.0% to 45.1%, but still represents the highest
share of Group revenues. The revenue share
booked in USD rose significantly to 25.3% (2022:
18.8%), whereas the proportion accounted for
by CNY declined from 13.6% to 9.9% due to the
weak Chinese market. The share of revenues
Order intake and revenues
in CHF million
800
600
400
200
1
0
.
2
5
7
5
.
6
8
6
2023
3
.
6
0
6
1
.
8
7
6
2022
1
.
1
2
4
4
.
2
8
4
2021
Order intake
Revenues
1 Excluding one-time effect
(CHF +10.9 million).
44
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
booked in other currencies declined slightly to
19.7% (changes and sensitivities of key curren-
cies: › page 166, Financial Report).
Outlook 2024
The weaker market development that made itself
increasingly noticeable toward the end of 2023
is persisting, and the Komax Group started the
new year with a lower order level than in the
previous year. It is confident, however, that the
trend towards automation will continue unaba-
ted, and hence so, too, the demand for its so-
lutions. The Komax Group will continue to drive
the integration process forward in 2024, optimi-
zing additional structures so as to be best equip-
ped to implement its 2028 growth strategy.
The market is currently showing signs of
extreme volatility, as it is still beset by a number
of economic and geopolitical uncertainties.
Consequently, visibility in terms of the develop-
ment of business is very low, and no forecast
for the 2024 financial year can be made as yet.
Revenues by region1
in TCHF
Europe
Asia/Pacific
North/South America
Africa
Total
1 A percentage breakdown of revenues by region can be found on pages 30/31.
2 Excluding one-time effect (CHF +10.9 million).
2023
2022
+/– in %
333 1882
124 670
205 956
88 174
257 641
133 157
132 364
83 170
751 9882
606 332
29.3
–6.4
55.6
6.0
24.0
45
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report MARKET-LEADING
INNOVATIVE
STRENGTH
As the market leader in automated wire processing, the Komax
Group possesses unparalleled innovative strength in the industry.
Continuously bringing innovations to the market and thus helping
its customers gain genuine competitive advantages is of para-
mount strategic importance. For that reason, the Komax Group
channels some 8–9% of its revenues into research & development
every year.
10.5%
of 2023 revenues
invested in
research and
development
There is enormous growth potential for the Komax
Group in the markets for automated wire pro-
cessing (› page 24). Long-term megatrends such
as e-mobility and autonomous driving along with
growth drivers such as miniaturization, rising
wage costs, and a shortage of specialist per-
sonnel offer numerous opportunities. What’s
more, the further automation of processes along
the value chain and of digital services can signi-
ficantly improve the efficiency of the machinery
bases customers already have installed.
Expenditure on R&D
in TCHF
R&D in % of revenues
100
10.51
9.7
9.8
9.1
9.9
75
50
25
5
4
6
8
7
8
1
0
9
5
6
6
0
1
4
6
5
7
9
2
1
3
5
1
4
2023
20222
2021
2020
2019
1 Excluding one-time effect on renenues.
2
The Schleuniger Group was consolidated as of 1 September
2022. Accordingly, four months of Schleuniger’s R&D
expenditure are included in the financial year 2022.
In order to exploit these opportunities and offer
its customers innovative solutions on an ongoing
basis, the Komax Group has for many years been
investing above-average sums in new develop-
ments, the optimization of the existing portfolio,
and the expansion of its service spectrum. It has
channeled CHF 250.0 million into this activity
since 2019, thereby cementing its leading posi-
tion in the automation of wire processing and
helping to actively shape the radical transition in
its key market, the automotive industry. In 2023,
the Komax Group invested a total of CHF 78.6
million or 10.5%1 (2022: CHF 59.0 million or 9.7%)
of revenues in research and development. This
amount comprises both investment in internal de-
velopment services (CHF 67.4 million) and in the
development services of third parties (CHF 11.2
million). As a consequence of the combination of
Komax and Schleuniger and the commitment to
driving forward various innovation projects, more
than the targeted 8–9% of revenues was invested
in research and development in 2023. These are
crucial upstream investments that will allow the
Komax Group to leverage additional unique sel-
ling propositions and secure competitiveness.
The innovative output of the Komax Group was
recognized in the form of multiple awards in 2023.
46
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
2023 AWARDS FOR INNOVATION
Komax Group wins Swiss Manufacturing Award 2023
Since 2019, the Institute of Technology Management of the University of St.Gallen has recognized the
innovative achievement of a successful industrial company in Switzerland each year with the Swiss
Manufacturing Award. In 2023, the Komax Group was selected from a large number of candidates.
Komax Group recognized as one of the most innovative companies in Switzerland
In conjunction with the market research company Statista, in September 2023 the Swiss business
magazines Bilanz and PME ranked the Komax Group as one of the 30 most innovative companies in
Switzerland.
Zeta 620 wins the SBB Innovation Award 2023
The magazine SCHALTSCHRANKBAU gave its Innovation Award to the Zeta 620 wire assembly machine
in March 2023. The decision was made by an independent jury consisting of representatives of the
control cabinet construction business, teaching and research, and the trade press.
B340 strip series takes podium place at productronica
In November 2023, Schleuniger’s B340 stripping machine series was ranked in third place for the 2023
productronica innovation award at productronica in Munich, the leading European trade fair for auto-
mation.
724
employees in
R&D and
engineering
Unparalleled innovative strength
As at 31 December 2023, the Komax Group had
a workforce of 368 employees (2022: 360 emp-
loyees) working in research and development,
the majority of whom (220 employees) were ba-
sed in Switzerland. The lion’s share of R&D ex-
penditure is therefore incurred in this country. In
addition, the Komax Group has development
units in Belgium, China, Germany, France, Japan,
Singapore, Hungary, and the US. There are also
356 engineers (2022: 353) who make an import-
ant contribution through the development of
customer-specific applications. The personnel
costs of these engineering employees are not
included in research and development expenses
where these individuals have worked directly on
customer projects.
The Komax Group continues to seek to invest
8–9% of revenues in research and development.
Since the combination of Komax and Schleuniger,
it enjoys even greater innovative strength. This
enables market opportunities to be better ex-
ploited, while customers can be provided with
innovative solutions for their needs more swiftly.
“Together with Schleuniger we possess a degree of innovative
strength that is unique in the market, which we use to support our
customers with new products and services to facilitate the
ongoing increase in the level of automation.”
Matijas Meyer, CEO Komax Group
47
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Bundling of skills and overhaul of
product portfolio
As part of the integration of the Schleuniger
Group into the Komax Group, the heavily expan-
ded product portfolio as well as all development
projects were subjected to analysis in the repor-
ting year. This focused on areas where there is
overlap and how the different skills of both com-
panies can be optimally exploited. Moreover,
progress already made in ongoing projects was
amalgamated in 2023. The key strategic objec-
tives of Komax and Schleuniger are now the
further bundling of skills and resources in re-
search and development, as well as the overhaul
and optimization of the product portfolio.
For example, the analysis revealed some
overlap in the area of smaller benchtop cutting
and stripping machinery. The Schleuniger Group
has traditionally been strong in this area, but
Komax, too, has a competitive market offering
with its Mira range. In keeping with a “best of
both worlds” strategy, only the products that
best meet requirements will be continued in the
future. Innovations contained in the other ma-
chines will likewise be taken over to ensure that
the entire body of expertise of Schleuniger and
Komax is incorporated into future generations
of benchtop machinery. Another example is the
fast-growing high-voltage area, where the
Komax Group pursues a similar strategy and is
merging product groups to create new and even
better solutions.
Integration processes of this kind will have
the effect of improving innovative strength and
efficiency significantly, while at the same time
freeing up capacity. The competitiveness of the
Komax Group will be elevated to a new level in
the longer term. This will enable the company to
offer technologically leading products and ser-
vices on an ongoing basis, increase the efficiency
and reliability of customer processes, and the-
reby create additional competitive advantages
for these customers.
SMART FACTORY by KOMAX
The trend towards digitalization is in full swing,
particularly in the automotive industry. More digi-
talization also means more data, more electrifi-
cation, and more wiring and cabling. This is
good for the business of the Komax Group, but
presents its customers with growing challenges.
A wide range of components and products are
becoming increasingly intelligent and, at the same
time, more complex on the electronic side. The
miniaturization of contact systems is continuing,
adding a further layer of complication to manual
production steps. Compounding this problem are
ever-rising personnel costs along with a global
shortage of skilled labor.
Customers of the Komax Group have to
deliver consistently high quality and reliability
despite rising complexity and higher personnel
expenses, while the same time keeping costs as
low as possible. The Komax Group helps them
to meet these growing challenges. Specifically,
the Komax Group has developed a vision for
how wire manufacturing can be optimized in the
future – the SMART FACTORY by KOMAX. It
features five components (› page 49).
Greater productivity and flexibility for
customers
When developing new products and services,
the Komax Group focuses on the optimization
of various value chains. With its solutions, the
Komax Group can increase the degree of auto-
mation of its customers, which in turn has the
effect of increasing their productivity and flexi-
bility, while at the same time maintaining quality
at the first go.
Actively driving forward industry trends
As the technology leader in automated wire pro-
cessing, the Komax Group strives to actively
shape key developments in its three market seg-
ments and thereby advance automation further.
To this end, it partners with other leading com-
panies in various organizations and initiatives.
Next2OEM – development of a digitalized,
automatic value chain
The range of functions available in modern ve-
hicles is continually expanding: driver assist-
ance systems, comfort functions, infotainment
packages, and new powertrains are well-known
examples of this. What this in turn means for the
wire harness is an increase in weight, cost, and
complexity. The share of work undertaken ma-
nually in the production of wire harnesses
stands at more than 80%, hence production is
only commercially viable in low-wage countries,
which means long transport routes. An additional
complication here is the rise in supply chain un-
certainties. Safeguarding these rather unsustai-
nable value chains is a further challenge for auto-
motive manufacturers. ›
48
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report THE FIVE COMPONENTS OF THE SMART FACTORY BY KOMAX –
OUR VISION OF WIRE PROCESSING IN THE FUTURE
Real-Time Quality Audits
No Operator Influence
The Komax Group enables real-time quality audits. Quality
data is collected using IoT technology, stored in the cloud,
and processed in a user-friendly manner. This means that
customers can produce quality reports immediately and
easily, and thereby demonstrate compliance with quality
requirements at at any time and trace processes.
The Komax Group develops fully automatic, networked
solutions in order to minimize operator influence. For
customers this means a reduction in both personnel costs
and dependency on labor. Moreover, productivity and
transparency are improved while quality remains
consistently high.
On-Demand Service
The Komax Group offers solu-
tions and services on demand.
These include performance-
or usage-based payment for
systems, financing and leasing
services, and procurement of
production capacities to handle
production peaks, for example.
This enables customers to reduce
their capital requirement and
increase flexibility, stability, and
responsiveness.
Self-Optimizing Factory
Self-Service Boutique
The self-optimizing factory improves productivity while
also reducing quality costs. To achieve this, the Komax
Group provides cloud-based algorithms based on
production and behavioral data. Customers therefore
significantly improve machine utilization while at the same
time reducing their quality costs.
The Komax Group offers access to a digital self-service
boutique. Customers benefit from services such as
product and spare parts ordering, web-based training,
software downloads and upgrades, license management,
plus analysis and optimization tools. This means they can
access the services of the Komax Group at any time, from
anywhere, and get a customized picture of their business.
More information on the SMART FACTORY by KOMAX can be found in this video:
komaxgroup.com/en/expertise/smart-factory
49
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report In all five components, the Komax Group is working continuously on implementing the
vision of the SMART FACTORY by KOMAX. After the first steps were taken in previous
years, 2023 then saw further developments in all areas:
Operator influence in wire processing must be kept to a minimum if the goal is to achieve the ultimate
in precision and process quality. For example, in addition to the development of fully automatic tooling
change systems (Alpha 650), the new Sigma 438 twisting machine allows UTP wires to be produced
in sequence. A variety of different wire bundles can be produced successively with no tooling changes,
which significantly reduces manual changeover times, particularly in the case of small batches. Pre-as-
sembly stages such as the taping of the wires and the assembly of fixing clips can likewise be automated
with the use of robots.
Software plays a crucial role in the improvement of productivity and quality in wire processing. The MES
solutions 4Wire CAO (cutting area optimization) and 4Wire Px from DiIT were specially developed for
the wire-processing industry. These control and optimize complex assembly processes in customer
cutting areas, thereby improving OEE (overall equipment effectiveness). Moreover, they can be easily
integrated into existing IT infrastructures through variable interfaces. When these are combined with
Komax Connect, customers can further increase productivity on the basis of comprehensive real-time
information.
With the launch of its new website (www.komaxgroup.com), the Komax Group laid the basis in the
previous year for its 24/7 online service offering in the form of a self-service platform. A further miles-
tone was reached in 2023 with the online service ticketing system on the new “myKomax” customer
portal. This offers greater transparency, accelerates processing times of orders and inquiries, and
helps to further increase customer satisfaction. A pilot phase is currently underway with a few cus-
tomers.
The Komax Group offers not just machinery and software but also holistic solution concepts. In
addition to the machines themselves, new value creation packages encompass service agreements
for individual machines or entire production sites, technical support, training, and financing offers
such as leasing or pay-per-use concepts. In addition, the digital platform of the firm WUSTEC, which
was acquired in 2023, enables companies active in control cabinet and machine building to order
prefabricated wire sets in any quantity online. In this way, the Komax Group offers convenient so-
lutions for all customer requirements.
For customers of the Komax Group, documenting production and quality information seamlessly
is becoming ever more important. With the software solutions 4Wire Px, 4Wire CAO, and Komax
Connect, comprehensive product data can be captured, stored, and analyzed in order to guarantee
complete traceability at all times, which is of huge assistance in quality audits. The Komax Group’s
broad spectrum of quality solutions and the multitude of data that these generate form the basis
for real-time quality audits.
As a driver of innovation and market leader in automated wire processing, the Komax Group is
implementing its vision of the SMART FACTORY by KOMAX on an ongoing basis. In doing so, it is
raising the quality, productivity, and flexibility of wire processing to a new level. This helps to open
up optimization potential and minimize risks. Together with its customers, the Komax Group works
intensively on making life simpler, more convenient, and safer.
50
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report SOLUTIONS TO INCREASE PRODUCTIVITY AND FLEXIBILITY IN
DIFFERENT VALUE CHAINS
Batch production with
IQC Technology
Sequence production of different
wire harness variants
Data wire – processing
solutions
With crimping machines, changing
crimp applicator, terminal, and
contacts for a new order is time-
consuming. The revolutionary IQC
technology massively simplifies and
accelerates set-up and changeover.
The error rate drops drastically, while
productivity increases by up to 50%.
Using a one-piece flow approach,
different wire harness variants can be
produced sequentially on the same
machine without any changeover,
which facilitates lower inventories,
more rapid delivery times, and simple
design alterations, with all the key
steps in wire harness production
optimized.
Data wires are playing an increasingly
important role in vehicles, given the
focus on driving safety. This being the
case, ensuring a high quality in wire
processing is also extremely important.
Thanks to its innovative solutions, the
Komax Group offers the quality that is
needed, at the first go – with a mini-
mized level of material waste.
Scalable platforms for
high-voltage applications
High mix – low volume: variable
solutions for small batches
Digital solutions for control
cabinet construction
The Komax Group develops scalable
platforms (including the Lambda
series) to meet the rising demand for
high-voltage applications in e-mobility
and the non-automotive area. These
cover all key process steps from
cutting to testing, and can service high
production volumes.
The Komax Group’s broad product
portfolio offers cost-efficient automation
solutions for high-quality production of
multiple-variant applications in small
batches. This is part and parcel of the
day-to-day work of small and mid-
sized wire harness manufacturers, in
particular.
Digital, fully automated workflow
systems cut production times by up
to 80% for customers in the industrial
segment. This results in a substantial
reduction in costs and an increase
in efficiency. Just as valuable is
WUSTEC’s service for the external
production of wire sets.
Production planning – software solutions for all customer needs that steer processes in all areas of production, from
cutting to testing.
Service – comprehensive service offerings such as Komax Care and Komax Connect help to create added value
across the entire life cycle of the machines.
› The Next2OEM project, which was sponsored
by BMWK (German Federal Ministry for Economic
Affairs and Climate Action, economic package
35c, www.bmwk.de) on the basis of a resolution
by the German parliament, is now developing a
digitalized and automated value chain, extending
from the development of the wire harness and its
production through to assembly in the vehicle
bodywork. The aim here is to promote “nearsho-
ring”, i.e. the repatriation of wire harness produc-
tion back to Germany. As part of this project, the
Komax Group has been working since 2023 with
Audi and a number of other partners, namely
Artiminds, Bär, Kostal, Kromberg & Schubert,
Semantic PDM, Stefani, TE Connectivity, and the
Friedrich Alexander University of Erlangen-
Nuremberg. The project is designed to show how
a high level of automation can master the various
challenges, increase quality at a low cost, and
design value chains in a more sustainable way.
VWS4LS – making wire harness production
fit for the future
Another project sponsored by the BMWK on the
basis of a resolution of the German parliament is
the so-called asset administration shell for the
wire harness (VWS4LS). The Komax Group in
Germany has been collaborating since 2021 with
its partners Coroplast, Dräxlmaier, Festo, Kostal
Kontaktsysteme, Kromberg & Schubert, Kuka,
Mercedes-Benz, Siemens, and Wezag on this
project. VWS4LS implements the administration
51
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Digitalization with Industry 4.0 and the
Industrial Ethernet of Things
In the Open Industry 4.0 Alliance, the Single Pair
Ethernet System Alliance, and the SPE Industrial
Partner Network, the Komax Group is driving
forward digitalization together with renowned
partners from various sectors. The Open Industry
4.0 Alliance works in a specifically targeted way
on a framework for communication between dif-
ferent machines. This could see the likes of di-
gital interfaces and remote monitoring feed
through into the development of new solutions
for the Komax Group, which is particularly im-
portant for the SMART FACTORY by KOMAX.
Single Pair Ethernet (SPE) is the infrastructure
basis that facilitates the Industrial Ethernet of
Things and Industry 4.0. Together with its part-
ners, the Komax Group wants to promote SPE
technology and create a common market stan-
dard. To this end, it cultivates a lively exchange
of views and benefits from the transfer of exper-
tise.
Smart Cabinet Building Initiative –
comprehensive solutions for control
cabinet construction
In the Industrial & Infrastructure market segment,
the Komax Group is active in the control cabinet
construction area, among others. There is plenty
of automation potential here, which the Komax
Group – together with four other technology
companies, namely Armbruster Engineering,
nVent Hoffman, Weidmüller, and Zuken – is keen
to exploit through the Smart Cabinet Building
Initiative (www.smart-cabinet-building.com). The
aim of this initiative is to network technology and
expertise across all process steps to deliver
comprehensive solutions for control cabinet
construction. This would enable working stages
that have so far taken place chronologically to
be executed in parallel, thereby saving both time
and costs. The Komax Group and its partners
will further increase automation and therefore
the efficiency of control cabinet construction so
that customers can remain productive despite
the shortage of skilled personnel.
shell as a digital twin across the entire product
life cycle of the wire harness in a vehicle – from
cross-company collaborative development
through to final removal. Among other things,
this results in an OPC UA Companion Specifi-
cation, which creates a standardized interface
for the wire processing industry. This is designed
to facilitate the communication of machines with
a manufacturing execution system (MES) and
thereby simplify the interaction of various pro-
duction processes. In a first step, the partners
agreed on standardized cutting room processes.
In the future, a shared digital twin will be created
to allow all sorts of different machines to be ope-
rated with standardized digital processes.
ARENA 2036 – zonal architecture for the
wire harness
The wire harness is currently one of the most
laborious, complex, and expensive individual
components in any vehicle, and is therefore of
crucial importance to the entire automotive in-
dustry. The move to e-mobility and autonomous
driving is changing the requirements for the de-
sign and manufacture of the wire harness. For
automotive groups this means significant invest-
ment. Their suppliers must develop solutions for
new customer needs. In keeping with the zonal
approaches that apply in wire harness architec-
ture, the wire harnesses of the future need to be
designed in a modular way, with the smallest
possible component diversity. Several compact
wire harnesses with shorter wires are less com-
plex, more cost-efficient to produce, and above
all more conducive to automation than one large
wire bundle. And this is what the Komax Group
is committed to.
In ARENA2036 (www.arena2036.de), various
interdisciplinary teams are researching how
automotive production might work in the future.
As part of the wire harness standardization ini-
tiative, the Komax Group is working with leading-
name automotive manufacturers and their sup-
pliers to draw up design guidelines for wire
harnesses that lend themselves easily to auto-
mation. The goal is to enshrine these design
guidelines in a newly created DIN norm together
with Germany’s Automotive Industry Association
(VDA). These recommendations should help
automotive manufacturers to develop wire harn-
esses that can be assembled in a highly auto-
mated, process-secure, and commercially viable
way.
52
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report EXAMPLES OF CURRENT INNOVATIONS
Thanks to its targeted investment in research and development, the Komax Group succeeds in
bringing a variety of new products, product enhancements, and services to market every year. It
demonstrated its technological leadership in 2023, unveiling numerous new products at various
trade fairs (› page 35).
Alpha 520 – a crimp-to-crimp machine optimized
for high-mix production
The Komax Group presented its fully automatic Alpha 520 wire pro-
cessing machine directly to customers right across the US as part
of its Komax Roadshow 2023. This machine is optimized for high-mix
production, and its pronounced flexibility makes it ideally suited to
customers who produce a variety of batch sizes with a wide spectrum
of wire lengths, cross-sections, and end designs. The simple setup
and changeover process guarantees economically viable production
even with small batches. Integrated monitoring and verification func-
tions improve productivity and simplify operation. Even non-stan-
dardized modules can be integrated without impairing the underlying
software structure, which allows for further standard software up-
grades.
Lambda 141 – compact, high-quality processing of
high-voltage cables
With the Lambda 141 the Komax Group has expanded its portfolio
for the high-voltage sphere with a compact and multifaceted machine
at entry level. It features quick-change tooling and three cable pro-
cessing modules with an integrated cleaning unit, and can execute
tasks such as cutting, shield folding, and rotary stripping of insulation.
At around 20 seconds, the production time per wire is very low. Ope-
rating the Lambda 141 is simple and involves a 10-inch touchscreen.
Its MES interface allows seamless integration into manufacturing
systems, while the swift tooling changeover ensures minimal down-
time and flexibility of production. The Lambda 141 therefore delivers
decisive added value for customers in the high-voltage area.
53
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Sigma 688 LTT – perfect twisting of even the smallest
wire cross-sections
The twisting of pairs of wires, e.g. for vehicle sensors and infotain-
ment, is the simplest, most cost-effective way of reducing electro-
magnetic interference. In order to save weight, wires are becoming
ever thinner. With the new Sigma 688 LTT (low torsion twisting), the
Komax Group introduced a new automatic machine in 2023 that can
perfectly twist two individual wires with small cross-sections mea-
suring as little as 0.13 mm² to create unshielded twisted pairs (UTP).
The Sigma 688 LTT features an innovative reverse torque unit, whe-
reby small grippers at the respective wire end reverse the rotation
that occurs in the individual wire during twisting. The result is a com-
pactly twisted wire with exceptionally stable geometric properties
that customers can produce at a consistently high level of quality.
New cutting and stripping machine series E300/E400
In 2023, Schleuniger introduced a new generation of cutting and
stripping machines for smaller wire diameters with its E300 and E400
series. The E300 processes diameters of 0.3 mm up to 8.0 mm, while
the E400 works with diameters up to 12.5 mm. Both machines can
be used in all sorts of ways – such as with industrial applications,
control cabinets, household devices, in the automotive and aviation
industries, telecommunications, and consumer electronics. Operation
is intuitive and involves a 10-inch touchscreen interface. What’s more,
the setup process is short thanks to pre-set standard values for the
most common wire types. The actively guided software support for
eliminating errors minimizes downtime and increases process relia-
bility. The Cut & Strip Family E300 and E400 process stranded wires,
tubing, ribbon and multiconductor cables, and insulation such as
PVC (polyvinylchloride), PUR (polyurethane), and Teflon in high-pre-
cision quality.
In the 2023 financial year, the Komax Group continuously rolled out innovations, presenting the
numerous solutions of the Komax, Schleuniger, adaptronic, Cirris, DiIT, and WUSTEC brands simul-
taneously in Munich, Nuremberg, and Grafenau. Customers of the Komax Group will be able to
benefit from this increase in innovative strength with further new products over the coming years.
54
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report SOLUTIONS ALONG THE VALUE CHAIN
The majority of customers of the Komax Group are wire harness manufacturers whose business
consists of processing individual wires – predominantly by hand – into wire harnesses and delivering
these to vehicle manufacturers (OEMs). The Komax Group offers its customers a wide range of
solutions and systems for the automated and efficient processing of wires and for the taping and
testing of wire harnesses. These are used in the cutting room, at the pre-assembly stage, and when
taping and testing.
In addition, the Komax Group supports its customers throughout the value chain – from planning
through to delivery – with its Manufacturing Execution System (MES) solutions. This software auto-
mates the planning, controlling, monitoring, and analysis of all resources and production processes.
This has the effect of optimally deploying machines, materials, and employees, so that wire harn-
esses can be completed to deadline, as well as to the requisite quality.
Order
Planning
Drawing
Production
data
Taping
Pre-assembly line
Cutting area
Raw material
Supply
Final assembly
Testing
Final product
Delivery
Komax Group automation solutions
MES – Manufacturing Execution System
55
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report SHARE
INFORMATION
The Komax Group cultivates a policy of open and transparent
communication with its investors. It allows shareholders to
participate in the company’s success through its sustainable
dividend policy.
Over the course of 2023, the daily closing price of the Komax share ranged between CHF 174.40
and CHF 305.50. At year end the share price closed at CHF 200.50, a substantial –22.1% below
the prior-year level (closing price previous year: CHF 257.50). Over the same period, the SPI Extra
rose by 6.5%. In a five-year comparison over the period 2018–2023, the SPI Extra recorded strong
growth of 39.4%, whereas the Komax share recorded a decline of 12.8%.
Share price development (31 December 2018 – 31 December 2023)
in CHF
500
400
300
200
100
2019
2020
2021
2022
2023
Komax
SPI Extra TR
LISTING
Komax Holding AG is listed on SIX Swiss Exchange. The market capitalization of the Komax Group
at the end of 2023 was CHF 1.0 billion (31.12.2022: CHF 1.3 billion).
ISIN
Security number
Bloomberg code
Thomson Reuters code
CH0010702154
1070215
KOMN SW
KOMN.S
56
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report GEOGRAPHICAL DISTRIBUTION OF SHAREHOLDINGS
The majority of shares not held in Switzerland are held in Germany, the United Kingdom, and the
United States.
As at 31 December 2023
69%
Switzerland
4%
Other
27%
Cleared shares
BREAKDOWN OF SHAREHOLDERS BY NUMBER
OF REGISTERED SHARES HELD
1–100
101–1 000
1 001–10 000
10 001–100 000
> 100 000
Total shareholders
31.12.2023
31.12.2022
3 960
1 775
227
29
3
3 469
1 600
218
29
4
5 994
5 320
The shareholder base increased significantly by 674 persons to 5 994 shareholders in 2023. Over
the last five years, however, the shareholder base has remained broadly the same size (–0.5%).
Free float
The free float as defined by SIX Swiss Exchange stands at 75% (31 December 2022: 75%).
57
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report DISCLOSURE OF SHAREHOLDINGS /
SIGNIFICANT SHAREHOLDERS
Under Art. 120 of the Financial Market Infrastructure Act (FinMIA) anyone who acquires or sells
equity securities on their own account and thereby attains, falls below, or exceeds the threshold of
3, 5, 10, 15, 20, 25, 33 ¹/3, 50, or 66 ²/3% of the voting rights in a company (whether or not such
rights may be exercised) is subject to a reporting obligation. Information on these significant share-
holders: › page 104.
The reporting obligation applies to anyone who directly, indirectly, or in concert with third parties
acquires or disposes of shares in a company incorporated in Switzerland whose equity securities
are listed in whole or in part in Switzerland. It also applies to anyone who can exercise the voting
rights attached to such equity securities at their own discretion. Disclosure must be made to the
company and stock exchanges on which the equity securities in question are listed.
DIVIDEND POLICY
3.00
CHF dividend
The Board of Directors pursues a sustainable dividend policy that takes account of the ambitious
growth targets of the Komax Group. The implementation of Strategy 2028 requires substantial
investment, such as in acquisitions, for example. In order to drive forward this investment and to take
account of the volatile and challenging business environment, the Board of Directors is recommen-
ding a break from the very high payout ratios of recent years for the time being (2022 financial year:
54.5%). It is proposing to the Annual General Meeting of 17 April 2024 distribution of a dividend of
CHF 3.00 per share (2022: CHF 5.50), corresponding to a payout ratio of 35.1%. Of this amount,
CHF 1.50 will be distributed from capital contribution reserves, and will therefore be tax-free for
natural persons domiciled in Switzerland who hold the shares as part of their private assets. Due
to a statutory requirement, a maximum of half of the total distribution may take place from capital
contribution reserves.
FINANCIAL CALENDAR
Annual General Meeting
Half-year results 2024
Investor Day
Preliminary information on 2024 financial year
17 April 2024
13 August 2024
22 November 2024
21 January 2025
58
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report KOMAX REGISTERED SHARE: KEY DATA
Share capital
as at 31 Dec.
Number of shares
as at 31 Dec.
Average number of
outstanding shares
Key data per share
Par value
Basic earnings
EBITDA
EBIT
Shareholders’ equity
Distribution
Payout ratio
Dividend yield
as at 31 Dec.
Share price
development
Highest price
Lowest price
Closing price
as at 31 Dec.
Average daily trading
volume
P/E (price-earnings ratio)
as at 31 Dec.
Total return per share
Distribution from
prior-year profit
Change in value
Total (total return)
Annual return3
2023
2022
2021
2020
2019
in TCHF
513
513
385
385
385
No.
No.
CHF
CHF
CHF
CHF
CHF
CHF
%
%
CHF
CHF
CHF
No.
CHF
CHF
CHF
%
5 133 333
5 133 3331
3 850 000
3 850 000
3 850 000
5 124 960
4 273 799
3 843 440
3 845 655
3 843 352
0.10
8.55
18.14
14.21
76.09
3.002
35.12
0.10
12.11
20.81
16.78
81.15
5.50
54.5
0.10
7.90
15.70
11.65
68.81
4.50
57.0
0.10
–0.34
6.85
2.93
61.42
0.00
0.0
0.10
3.44
9.58
6.25
63.53
0.00
0.0
1.52
2.1
1.8
0.0
0.0
305.50
174.40
288.00
214.00
276.60
177.30
238.80
122.00
264.00
165.10
200.50
257.50
253.00
176.30
236.40
6 968
6 419
8 846
15 809
16 802
23.5
21.3
32.0
–518.5
68.7
5.50
–57.00
–51.50
–20.00
4.50
4.50
9.00
3.56
0.00
76.70
76.70
43.51
0.00
–60.10
–60.10
–25.42
7.00
6.40
13.40
5.83
1 A capital increase for 1 283 333 shares took place within the framework of the combination between Komax and Schleuniger in
2022. Following an exchange of shares, Metall Zug AG became the Komax Group’s single biggest shareholder (see page 105).
2 Proposal of Board of Directors of Komax Holding AG: distribution of CHF 3.00 per registered share.
3 Versus prior-year end closing price.
Further information on the Komax registered share can be found at www.komaxgroup.com.
59
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Sustainable, social, and responsible
Scope of the ESG Report
The Komax Group at a glance
Corporate purpose of the Komax Group
Embedding ESG in the Komax Group
Materiality analysis
ESG strategy
ESG targets 2024–2028
Sustainable, profitable growth
Interactions between the Komax Group and its environment
Lean management and operational excellence
Digital transformation
Climate Protection – caring for the environment
Greenhouse gas emissions and energy efficiency
Product life cycle management
Responsibility – taking responsibility for people
Overview and social key figures
Workplace safety and well-being
Customer relations
Fairness – acting fairly and ethically
Business ethics and compliance
Supply chain risk management
Additional information
Statement from the Board of Directors and SCO reference table
61
63
64
65
67
68
69
70
71
72
73
75
76
76
80
85
85
87
93
95
95
97
100
101
60
Komax Group Annual Report 2023
ESG BerichtESG REPORTManagement ReportContent OverviewCorporate GovernanceCompensation ReportFinancial Report SUSTAINABLE,
SOCIAL, AND
RESPONSIBLE
Environmentally sustainable business practices along with socially
oriented and responsible company management are core elements
of the Komax Group’s corporate strategy. They are incorporated
into both the Komax Group’s long-term targets and its operating
activities. The Komax Group is determined to develop its compe-
tencies in questions of sustainability on an ongoing basis. With the
new Strategy 2028, sustainability (ESG) will form an integral part,
with specific targets that are set out in this ESG Report.
61
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report DEAR READER
Countless events in the recent past have shown once again how important it is to adopt a respon-
sible approach in dealing with each other and the resources available to us. The coronavirus pan-
demic and wars in both Europe and the Middle East are just a few examples of this. Global warming
is real, and in some cases has had massive repercussions for human life and the business activity
of companies. The Komax Group is one such company. It takes responsibility and plays its part in
preserving the quality of life of coming generations. That is why it seeks to create value on a long-
term, sustainable basis.
We are a fair and reliable partner for all stakeholders at all times. Where our workforce is
concerned, we offer an appreciative working environment, and our products are long-lasting,
energy-efficient, and of a high quality. We attach considerable value to environment-friendly pro-
duction and the prudent use of resources. This is because we want to help our customers shrink
their environmental footprint. But this is nothing new: The Komax Group has been an advocate of
responsible business practices in keeping with ESG for decades.
We took a major step forward in this respect in 2023. To provide the framework for the Group-
wide, strategic implementation of ESG, sustainability was incorporated into the Articles of Asso-
ciation at the 2023 Annual General Meeting in line with a proposal from the Board of Directors. In
addition, in April 2023 the Board of Directors appointed a Sustainability and Innovation Committee,
which supports the Board of Directors and the Executive Committee in sustainable corporate
development, strengthens our innovative capacity, and oversees sustainability reporting.
ESG is an integral component of the Komax Group’s new Strategy 2028. To this end, the Komax
Group carried out an in-depth materiality analysis in 2022 at the instruction of the Board of Directors
so as to identify central themes. Taking this analysis as a basis, we developed 13 long-term targets
in 2023 that will bring us closer – step by step – to our vision of a fair, responsible, and climate-
neutral organization. In step with this, we have broken our ESG targets down into three core elements:
Fairness, Responsibility, and Climate Protection. Our focus will be on the areas where we can have
the biggest impact. The operational implementation of ESG as an overarching initiative in all business
areas is already being executed under the stewardship of CEO Matijas Meyer. An important first
step here was the improvement of data quality in 2023. Following the Komax Group’s publication
of comprehensive ESG data for the first time for 2022 with its ESG Short Report, we were able to
improve data quality further in the reporting year. This now allows us to provide you with additional
information.
This ESG Report gives you an insight into our strategy, our targets, and how we intend to
achieve them. It was drawn up in accordance with the GRI Standards and broken down by the
themes that are important to us. The sections that are relevant for the vote at the Annual General
Meeting were approved by the Board of Directors in keeping with the requirements of Swiss legis-
lation (the Swiss Code of Obligations) and will be submitted to the Annual General Meeting to be
held on 17 April 2024 for approval. Details are listed on page 101 of this report. We look forward to
continuing to present you in the future with detailed annual updates on the progress we are making
in the form of a comprehensive ESG Report.
Yours sincerely,
Dr. Beat Kälin
Chairman of the Board of Directors
Dr. Andreas Häberli
Chairman of the Sustainability and
Innovation Committee
62
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
SCOPE OF THE ESG REPORT
Komax Holding AG publishes comprehensive financial results twice a year, in English and German:
for the first half in August and for the full year in March, in the form of media releases and annual/
half-year reports in PDF format. The ESG Report is an integral part of annual reporting and is
published together with the Annual Report. This is the first ESG Report published in accordance with
the GRI guidelines. The corresponding GRI index is available on the website of the Komax Group
(www.komaxgroup.com/en/annualreport2023/gri-index). In addition, an ESG Short Report was pu-
blished to coincide with Investors’ Day on 28 September 2023.
The present report encompasses the period from 1 January to 31 December 2023, and was
published on 12 March 2024. The publication dates can be found in the financial calendar on the
Komax Group website (www.komaxgroup.com/en/invest-in-komax/financial-calendar). The scope
of consolidation of ESG reporting is identical to that of our financial reporting. Data and qualitative
statements relate to the entire Komax Group as per the list of equity holdings on pages 171–172 of
the Financial Report, other than where explicitly stated otherwise. The Alcava Group was acquired
with effect from 1 October 2023 (› page 168, Financial Report). This acquisition was not taken into
consideration, other than where indicated differently. Certain data elements such as those relating
to energy and material consumption, fuels, waste, and recycling were obtained for a nine-month
period and extrapolated in a linear way to cover the twelve-month period. In order to facilitate an
expedient comparison with the previous year, data for the entire 2022 calendar year was also taken
into account for the Schleuniger Group. This was done even though the consolidation of Schleuniger
did not take place until the beginning of September 2022.
The ESG Report was drawn up in compliance with Art. 964a et seq. of the Swiss Code of
Obligations (SCO), as well as in accordance with the GRI Standards and the GHG Protocol. The
Komax Group takes its cue from globally recognized standards. Based on a materiality analysis,
the Komax Group has defined the relevant targets for its sustainable development. Using this as a
basis, it wants to contribute to the realization of the global targets of the Sustainable Development
Goals (SDGs) of the United Nations. Of the 17 SDGs, it has defined the following seven goals as
those to which it can make the greatest possible contribution:
In the ESG report, the logo of each of the seven targets is placed next to a section that explains
how one aspect of the Komax Group is contributing to the corresponding SDG.
Contact partner for ESG matters:
Roger Müller
Vice President Investor Relations / Corporate Communications
Phone +41 41 455 04 55
roger.mueller@komaxgroup.com
63
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The Komax Group at a glance
The Komax Group has some 3 500 employees, and is a pioneer as well as market and technology
leader in automated wire processing solutions. It offers serial production machines, customer-spe-
cific systems, quality assurance modules, test systems, networking solutions, and services for the
processing of all sorts of wires, including for the production of wire harnesses in vehicles. Head-
quartered in Dierikon, Switzerland, the Komax Group is active in three market segments – Auto-
motive, Aerospace & Railway, and Industrial & Infrastructure. The Automotive market segment is
the key market, accounting for 75% of revenues. The headquarters of the Komax Group can be
found at Industriestrasse 6, 6036 Dierikon, Switzerland. Worldwide, the Komax Group has 30 engi-
neering and production sites, and offers sales and service support in more than 60 countries.
The Komax Group aims to further expand its market position and set the pace on the trends
that are important today, such as automation, e-mobility, and autonomous driving. To this end it
has defined ambitious growth and profitability targets. Through its business strategy, which is geared
toward long-term success, it aims to create sustainable value (› page 22 onwards).
In its market environment, the Komax Group is impacted by a number of megatrends. Key among
these is the trend toward greater automation on the part of customers of the Komax Group. In
addition, the rising number of vehicles manufactured is an important growth driver. Further details
on these megatrends and the markets: › pages 18–21 and 38–45 of the Annual Report 2023.
NORTH/SOUTH AMERICA
EUROPE
Revenues: CHF 205.9 million (27.4%)
Employees: 409
Engineering and production sites: 3
Revenues1: CHF 333.2 million (44.3%)
Employees: 2 384
Engineering and production sites: 20
Headquarters in
Dierikon, Switzerland
1 Excluding one-time effect (CHF +10.9 million).
AFRICA
Revenues: CHF 88.2 million (11.7%)
Employees: 203
Engineering and production sites: 2
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Komax Group Annual Report 2023
ASIA/PACIFIC
Revenues: CHF 124.7 million (16.6%)
Employees: 494
Engineering and production sites: 5
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Final assembly of the
Alpha machine series
at the headquarters in
Dierikon, Switzerland.
Corporate purpose of the Komax Group
For decades now, the Komax Group has been known for innovative products and its leading market
position. At the same time, it also wants to contribute to the sustainable development of society.
The corporate purpose of the Komax Group can be summarized in just a few words:
As a driver of innovation and market leader in automated wire
processing, we develop and produce intelligent, reliable, and
optimally cost-effective wiring solutions for smart mobility and
smart city applications. We work closely with our customers to
make life simpler, more convenient, and safer.
The Komax Group understands smart mobility to mean the increasingly multifaceted nature of the
mobility offering for end customers. Be it bikes, cars, or public transport – many of these forms of
mobility are increasingly relying on electrical drive systems and a higher number of electronic com-
ponents. Wherever electricity is used, wires are required, and wherever wires are installed, areas
of application arise for the Komax Group. Smart city solutions support the optimum usage of this
mobility spectrum, e.g., through traffic guidance systems or intelligent electricity usage, distribution,
and storage systems. All these solutions need cables, be it for transmitting power or transferring
data. The Komax Group helps with the production of these on the basis of high-quality, automated,
resource-conserving processes, thereby also contributing to these megatrends.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Five core values
All business processes in the Komax Group are aligned with five core values. These core values
are fundamental elements of the identity of the Komax Group, and are enshrined in its Code of
Conduct. They form the basis for environmentally sustainable business development as well as
socially oriented and responsible corporate governance.
THE FIVE CORE VALUES OF THE KOMAX GROUP
INNOVATION
As a pioneering and visionary company, we ensure that our business activity has a long-term focus. We are
always open to new ideas and regularly re-examine our approach. This includes looking beyond our immediate
concerns. We are willing to take risks – on the basis of knowledge and understanding – in order to reinforce
our leadership in terms of innovation. Following new paths can lead to mistakes. We realize and tolerate this
because it gives us an opportunity to become even better. We are increasing our lead by continuing to press
ahead with innovations proactively, quickly, and determinedly while remaining committed to our usual high
quality standards.
CUSTOMER FOCUS
The varying needs of our customers are at the center of our activities. We listen to them carefully and ask the
right questions. Understanding their requirements enables us to keep on improving. We strive to ensure that our
solutions offer our customers added value, so that they can increase their efficiency and productivity and thus
gain a competitive advantage. We are close to our customers, communicate actively, and foster friendly, long-
term relationships and partnerships based on respect and esteem.
SUCCESS
We pursue ambitious targets and make an effort to achieve them every day. As a market and technology leader
we make high demands of ourselves and strive to find the best solution for our customers. Our long history of
success encourages us to continue the success story and create sustainable value. This benefits our custo-
mers, employees, and investors. We want all these stakeholders to share equally in our success. We nurture
competent, committed employees who enable us to retain loyal, satisfied customers.
QUALITY
Our day-to-day work is driven by quality and a willingness to examine what we do critically. We provide our cus-
tomers with solutions that fully meet our quality requirements and supply what we have agreed. This commitment
lies at the heart of our long-term, trusting customer relationships. Our efforts to keep on getting better include
always delivering the agreed quality and actively asking customers how we can improve further. It is clear to us
that this creates trust, which is of inestimable value.
RESPONSIBILITY
We take our responsibility toward our customers, employees, and investors seriously and act as a reliable,
trustworthy partner. Our integrity and ability to keep to our agreements and meet our deadlines make us stand
out from the crowd. We keep our word and ensure that our partners and colleagues do so too. A strong sense
of shared responsibility is important to us and we are careful to foster it. We take responsibility for our actions,
make decisions, and carry them out. If we pass our responsibility on to others, we do so deliberately and ensure
that they assume it in turn.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Embedding ESG in the Komax Group
ESG was defined as one of the key strategic targets of the Komax Group by the Board of Directors
back in 2022. Key ESG metrics have been compiled and documented since 2021. The Komax Group
firmly anchored ESG in the company when developing its Strategy 2028. Part of this involved the
comprehensive revision of the Articles of Association at the Annual General Meeting on 12 April
2023, including the introduction of Article 2a, “Sustainability”, which underscores the principle of
sustainability already being applied by the Komax Group. The new Articles of Association also take
account of current best practice in corporate governance.
Following the 2023 Annual General Meeting, the Board of Directors also set up a Sustainability
and Innovation Committee. This committee informs and advises the Board of Directors regularly on
new developments in the different areas of ESG and monitors sustainability reporting (› pages 111/112,
Corporate Governance).
The CEO has overall responsibility for the operational execution of the ESG strategy. He drives
this forward together with the Vice President Investor Relations / Corporate Communications, who
steers and supervises its implementation into the business processes centrally. Another development
in the reporting year was the initiation of an ESG Committee with senior managers from various
areas such as Group Legal and Compliance, Global Human Resources, Global Operations & Sup-
ply Chain, etc., in order to provide broad-based support with implementation at an operating level
and ensure that the various ESG initiatives progress according to plan.
BOARD OF DIRECTORS
EXECUTIVE COMMITTEE
ESG COMMITTEE
Board of Directors
of Komax
Holding AG
Sustainability and
Innovation
Committee
Operational
implementation of
the ESG strategy
CEO of the Komax
Group (overall
responsibility for
operational
implementation)
Other members
of the Executive
Committee
In order to ensure sustainable business practices, the Komax Group has for many years imple-
mented certain Codes of Conduct (for employees, suppliers, and partners) and has a number of
Group-wide and local guidelines in place, such as in the areas of procurement, workplace safety,
and data protection. In keeping with the new ESG targets, these are to be enhanced with guidelines
on topics such as human rights, corruption, and bribery – in alignment with the UN’s Guiding Princi-
ples on Business and Human Rights.
As a consequence of the consistent strategic anchoring of ESG in the Komax Group, members
of the Executive Committee will be set individual ESG targets annually from 2024 onward, with
these targets based on the ESG targets laid down in the context of Strategy 2028. The degree of
target attainment will be a criterion for the amount of variable compensation paid (cash bonus). The
Komax Group will also continue to broaden and optimize reporting on its ESG activities on an
ongoing basis. The focus here will be on data compilation and data quality.
The Komax Group is a member of various industry organizations. For example, as part of
ARENA2036 and the project next2OEM, interdisciplinary teams are researching how automotive
production might work in the future. Potential solutions for digitalization in wire processing are
being developed together with other companies as part of the Open Industry 4.0 Alliance, the
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial ReportESG: ORGANIZATIONAL STRUCTURE SPE Industrial Partner Network, and the Single Pair Ethernet System Alliance. Together with other
leading technology companies, the Komax Group is looking for holistic solutions for industrial
control cabinet construction as part of the Smart Cabinet Building Initiative, with a view to optimally
exploiting the considerable automation potential in this area (› pages 48–52).
MATERIALITY ANALYSIS
In its business activities, the Komax Group is on the one hand influenced by the various trends,
risks, and opportunities that have an impact on long-term business success. In addition, through
its activities it has its own impact on the environment, the economy, and society. In order to identify
the key interacting and influencing factors, the Komax Group carried out a comprehensive double
materiality analysis in 2022. This forms the basis for the ESG strategy.
The materiality analysis encompasses the following stages:
– Internal analysis in all relevant topic areas
– Semi-structured interviews with customers, analysts, investors, proxy advisors, and represen-
tatives from peer companies
– Semi-structured interviews with representatives from the Executive Committee and the Board of
Directors, and intensive discussions with both bodies
– Internal online survey on the topic of ESG, in which more than 25% of all Komax Group employees
participated
– Feedback from external sustainability experts
– Validation by the Executive Committee and the Board of Directors
This analysis produced nine themes that are material to the Komax Group. These were evaluated
by the Executive Committee and the Board of Directors and set out in a materiality matrix in such
a way as to demonstrate the relevance of the impact of business activities on the environment,
society, and the economy, as well as the relevance for the business success of the Komax Group.
h
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Greenhouse gas
emissions and energy
efficiency
Sustainable,
profitable growth
Product life cycle
management
Supply chain risk
management
Workplace safety and
well-being
Customer relations
Digital transformation
Business ethics and
compliance
Lean management and
operational excellence
Medium
High
Relevance for the business success of the Komax Group
68
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial ReportMATERIALITY MATRIX
ESG STRATEGY
ESG – an integral component of Strategy 2028
Following the combination with the Schleuniger Group at the end of August 2022, the Komax Group
analyzed the new situation in detail and developed the strategy in place for the period 2024 to 2028
(› pages 22–29). At the heart of the revised strategy are four key, market-oriented strategic priori-
ties: Create Value Along Customer Journey, Innovate for Automation and Quality, Strengthen Global
Customer Proximity, and Develop Non-automotive Markets. In addition, two strategic initiatives
address issues that are important to the attainment of profitability targets and the financing of
growth: Scale Komax and Schleuniger, and Lean and Excellent, Digital Transformation. The overall
picture is complemented by the ESG strategic initiative, which forms a framework and the founda-
tion for sustainable action by the Komax Group. In this area, the Komax Group has greater ambi-
tions than just meeting regulatory requirements. This explains why ESG is a strategic component and
a part of the overall brand strategy (› page 37).
Core elements of the ESG strategy
With the new Strategy 2028, the Komax Group is embedding ESG topics even more consistently
in its business processes. As part of this, it has defined three focus areas – Fairness, Responsibility,
and Climate Protection – with which it intends to concentrate in particular on its customers, emp-
loyees, suppliers, and the planet. The Komax Group has a long-term ambition for each of these
focus areas, and has defined 13 overarching targets for the next five years based on the materiality
analysis. In order to attain these targets, various strategic initiatives are being pursued and compre-
hensive reporting established.
CORE ELEMENTS OF THE ESG STRATEGY
ANC E
N
R
E
V
O
G
Fairness
The Komax Group
acts fairly toward its
customers, suppliers,
employees, and other
stakeholder groups at
all times, and ensures
that legal requirements
are complied with. Key
elements here are integ-
rity, respect, tolerance,
reliability, equal oppor-
tunities, diversity, and
transparency.
E
N
V
I
R
O
N
M
E
N
T
A
L
Fairness
Climate
Protection
ESG AT THE
KOMAX GROUP
Climate Protection
The Komax Group takes
care of the environment
and strives to reduce
its carbon footprint on
an ongoing basis, and
to lower its own energy
consumption and that of
its products. In addition,
greater attention will be
paid to the concept of the
circular economy.
Responsibility
SOCIAL
Responsibility
The Komax Group takes responsibility for society and its employees,
offering them a working environment that is safe and inspiring. It seeks
to satisfy or even go beyond its obligations toward customers and other
stakeholder groups at all times.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report ESG TARGETS 2024–2028
Climate Protection
Greenhouse gas emissions and energy efficiency
50% of electricity consumption from renewable sources by 2028.
Steady CO2 emissions (Scope 1 and Scope 2) by 2028,
despite strong growth.
Revenues
Emissions
5 687 tCO2e
+50%
+/– 0%
2023
Baseline
2028
Target
Reduction in energy consumption by 2% per year
(in MWh per CHF 1 million in revenues).
35.8 / 100%
32.3 / 90%
20231
Baseline
2028
Target
1 Excluding one-time effect on revenues (CHF +10.9 million).
Fairness
19%
2023
Baseline
50%
2028
Target
Product life cycle management
Eco-design check for all newly developed products from 2025.
The Komax Group started preparations for implementing eco-design
checks in 2023.
Implementation of the circular economy concept through
the creation of recycling options – all products recyclable from
2028.
The Komax Group is testing various concepts for offering customers
the possibility of recycling the products sold to them at the end of these
products’ useful lifespan.
Workplace safety and well-being
Customer relations
Realization of the vision of zero workplace accidents –
accident rate to be halved by 2028.
Baseline is the average LTIR ratio for 2022 and 2023: 4.2.
Employee motivation level above average compared with
peer industrial companies at all sites (data collected in a
three-year cycle via ValueQuest survey).
75 Pt.
100 Pt.
0 Pt.
Peers
Komax Group
Responsibility
Above-average customer satisfaction in an industry comparison.
The Komax Group is working on a concept that will allow customer
satisfaction data to be captured on a continuous basis Group-wide
from 2025.
On-time delivery achieved on over 90% of all orders from 2025,
rising to over 95% from 2028.
The Komax Group is working on processes and the systematic capture
of data at all production sites to report a Group-wide metric from 2025.
90%
95%
2024
Start of reporting
2025
Interim target
2028
Target
Business ethics and compliance
Supply chain risk management
100% of employees complete and pass Code of Conduct
training courses at least every two years.
Regular Code of Conduct training is planned for 2024.
Introduction of guidelines on human rights, bribery, and
corruption by the end of 2024.
The Komax Group is working on various Group-wide guidelines that
are expected to come into force by the end of 2024.
Code of Conduct signed by 80% of suppliers (by purchasing
volume) by 2025, rising to over 95% by 2028.
55%
2023
Baseline
80%
95%
2025
Interim target
2028
Target
Annual audit of existing and/or potential new suppliers based
on a risk matrix approach.
The risk matrix approach shall be implemented in 2024.
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SUSTAINABLE, PROFITABLE GROWTH
The Komax Group aims to achieve sustainable and profitable growth. By this it means the all-en-
compassing, long-term development of the Komax Group and its environment with the aim of crea-
ting value not just in the economic sense, but also in an environmental and social sense. As an
international business, the Komax Group is bound up with a dense network of stakeholders whose
further development it influences both directly and indirectly. It bears responsibility for these stake-
holders in many different ways, and can best meet that responsibility through sustainable, value-
creating business development. It therefore takes care to ensure that it has a robust financial base
and pursues a long-term strategy so that future generations can also benefit from the impact of the
Komax Group. It fundamentally rejects any notion of making profits at the cost of the environment
and society. It attaches considerable value to environment-friendly production and the responsible
use of natural resources, and offers its employees an appreciative working environment. Far from
being empty phrases, these principles have been applied by the Komax Group for decades.
The goal of growing both sustainably and profitably is to be pursued further through Strategy
2028, which was formulated in 2023. In achieving this goal, the Komax Group pursues four strategic
priorities, which are in turn supported by strategic initiatives. The Komax Group has set itself am-
bitious financial targets to be achieved by 2028, namely generating revenues of CHF 1.0–1.2 billion
and EBIT of CHF 120–160 million. Strategy 2028 is set out in detail on pages 22–29 of the Annual
Report 2023. Information on the market segments and market development can be found on pages
38–45 of the Annual Report.
Ensuring financial stability
The Komax Group requires financial stability if it is to grow sustainably. It is distinguished by its
robust equity base and strong profitability. Its equity ratio is 55.1%. This solid foundation enables
the Komax Group to systematically pursue opportunities to develop further, and offers security in
challenging times.
The Komax Group secures its debt financing through a long-term syndicated loan facility, which
provides financial freedom of maneuver for sustainable company development, as well as facilitating
acquisitions. This has been linked to an ESG component since December 2022. A bonus/malus
system based on the ESG rating was agreed with the banks making up the syndicate.
Another means of securing long-term growth is stability in the shareholder base. Through its
combination with Schleuniger in 2022, the Komax Group secured a new anchor shareholder with
a long-term orientation in the form of Metall Zug AG, which held 25% of shares in the reporting year.
Growth and profitability of the Komax Group in a five-year comparison1
in TCHF
Revenues
Operating profit (EBIT)
in % of revenues
Group earnings after taxes (EAT)
in % of revenues
Equity ratio in %3
Basic earnings per share in CHF
20232
2022
2021
2020
2019
762 923
72 808
9.5
43 836
5.7
55.1
8.55
606 332
71 732
11.8
51 773
8.5
53.2
12.11
421 067
44 794
10.6
30 375
7.2
51.4
7.90
327 623
11 254
3.4
417 771
24 035
5.8
–1 319
13 221
–0.4
52.3
–0.34
3.2
50.8
3.44
1 A complete five-year comparison can be found on page 194 of the Annual Report.
2 Including one-time effects (revenues: CHF +10.9 million; EBIT: CHF +5.0 million).
3 Equity attributable to equity holders of the parent company.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report INTERACTIONS BETWEEN THE KOMAX GROUP AND ITS ENVIRONMENT
In its activities, the Komax Group is influenced by trends, risks, and opportunities in its key markets,
as well as by global developments. Its actions also have an impact on its environment.
Economic risks and opportunities
Among the principal economic risks identified by the Komax Group are the economic environment
and the situation with regard to competitors. Beyond these, there are further risks that are set out
in the following chapters on the themes that are material to the Komax Group.
Geopolitical uncertainties and regional or global economic downturns represent a risk for the
Komax Group. As a manufacturer of industrial capital goods, the Komax Group is partially reliant
on how the economy in its main markets – and in the automotive market in particular – is developing.
In difficult market phases, its customers are more reluctant to invest, and tend to delay or put off
investment decisions. This means that the Komax Group’s business is subject to a certain degree
of volatility. Added to this is an average visibility in the markets of around three months, which
restricts reaction times to major changes. Only part of these market risks can be reduced.
On the other hand, the economic development process also offers opportunities. This is because
every downturn phase is followed by a period of significant catch-up in capital expenditure on the
part of customers. The goal is to be ready for this, so as to derive the maximum possible benefit
and secure a high order intake. For this to be possible, it is important for the Komax Group to be
close to its customers at all times (› page 32 onwards) so that it can react to any developments that
start to emerge. Achieving a high level of flexibility in production planning is also key to being able to
ramp up production capacities and facilitate short supply times if there is a sharp increase in demand.
The situation with regard to competitors also represents a certain degree of risk, since the
market is increasingly shifting toward Asia, where the majority of competitors are located. Asia also
offers major opportunities for the Komax Group, as this region has to date had the lowest share of
revenues in proportion to the size of the market. The Komax Group’s market-leading innovative
strength (› page 46 onwards) gives it the opportunity to grow and create further unique selling
propositions, not least because the Komax Group is active in a growth market. The degree of auto-
mation among its customer base is still much too low. Consequently, the need for automation so-
lutions from the Komax Group and its peers will remain significant for a number of years.
The Komax Group has a comprehensive risk management system (› pages 95/96). Business
risks are countered by intensive monitoring and analysis of market developments as well as by sets
of encompassing guidelines. This is explained in detail in the following themes that are material to
the Komax Group. Risks are insured or other solutions implemented wherever it makes sense.
Economic contribution
High-quality wire processing is of great importance in the market segments addressed by the Komax
Group. The wire harness is the largest electrical component in vehicles as well as other customer
applications. It is highly complex, and errors in production can rapidly lead to comprehensive, ex-
pensive recalls. This is bad not just for the vehicle driver, but also for the automotive manufacturer
and its suppliers. In 2023, some 90 million vehicles were produced. At around 20%, the degree of
automation in wire processing is still low, but growing requirements in respect of quality and tracea-
bility as well as the increasing trend of nearshoring (› pages 18–21 and 41) call for an increasing
amount of automation in the long term. The Komax Group has a very strong market position with
by far the largest market share in the industry (around 40%). It is therefore an innovation driver in
automated wire processing.
The Komax Group wants to help resolve a number of global challenges with its current business
model. Automation facilitates higher quality as well as safety in production processes and end
products. It reduces the quantity of rejects as well as wear and tear, thereby reducing the intensity
of resources and costs at the production stage. Automated processes also improve workplace
safety. Ultimately, they offer a solution to the increasing shortage of skilled personnel and help
ensure the long-term success of customers. Details on the corporate purpose of the Komax Group:
› page 65.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report In its environment, for example in respect of employees, suppliers, and communities, the Komax
Group makes a significant contribution. Material expenses amounted to CHF 272.2 million in 2023,
with personnel expenditure coming in at CHF 277.0 million. The Komax Group devoted some 1% of
this personnel expenditure to the training of its workforce.
Given its global structure, the Komax Group pays taxes in many different countries. It carries
out its business on the basis of operational not tax considerations. In this, compliance with local
tax legislation is the responsibility of the local companies. The Komax Group pays taxes where they
fall due. In the year under review, the Komax Group paid a total of CHF 17.1 million in income taxes.
Sustainable dividend policy
The Komax Group pursues a sustainable dividend policy that takes account of its ambitious growth
targets and allows shareholders to participate in its success. For the 2023 financial year, the Board
of Directors is proposing to the Annual General Meeting of 17 April 2024 a dividend of CHF 3.00
per share (2022: CHF 5.50), corresponding to a payout ratio of 35.1%.
Cleantech – contributing to clean mobility
According to S&P Global Mobility, over 30% of new cars around the world will be powered by elec-
tricity from 2026. With its innovative solutions for the processing of high-voltage cables for electric
vehicles, the Komax Group is making an important contribution to this transition. Its center of com-
petence for e-mobility in Hungary is seeing a clear and substantial increase in demand for auto-
mation solutions for the processing of high-voltage cables thanks to the fast-growing market for
electric and hybrid vehicles. The serial production of complex high-voltage cables in the necessary
quantities requires great precision and efficiency. For this reason, the automation of these processes
is becoming ever more important. For many years now, the Komax Group has been able to offer a
portfolio of solutions covering the entire value chain – from the processing of high-voltage cables
through to the testing of the final harnesses – and it continues to expand this portfolio. Included in
its portfolio are solutions for processing individual high-voltage cables, alongside machines that
enable entire wire harnesses to be manufactured for electric vehicles on a fully automated basis.
In addition, adaptronic in particular offers systems for the testing of high-voltage cables (current
innovations: › pages 46–55).
Supporting local communities
In keeping with its corporate purpose, the Komax Group is keen to make a contribution to society,
and to make life simpler, safer, and more convenient. It achieves this not only through its business
strategy, but also by actively supporting a whole range of projects, including in the spheres of
education, sport, culture, and social well-being. The corresponding activities are organized and
implemented on a decentralized basis at the level of individual companies (projects: › page 92).
LEAN MANAGEMENT AND OPERATIONAL EXCELLENCE
If the corporate goals of the Komax Group in the area of longevity and sustainability are to be achie-
ved, streamlined organizational and process structures are required, as is a constant willingness
to improve. This is where Lean Management and Operational Excellence come in. The efficient
design of the entire value chain across all company areas can dramatically reduce the waste of
valuable resources such as materials, energy, innovative output, and time. The Komax Group’s
business environment is continuously changing, which necessitates ongoing adjustments and
improvements. In this environment, inefficient or outdated processes and structures can rapidly
lead to the loss of employees and customers, as well as giving rise to high costs, particularly as
almost a third of all staff are employed in Switzerland, a high-price country. This would increase
any number of operational, financial, legal, and social risks as detailed in this report, and thereby
impair commercial success, as well as negating the Komax Group’s positive impact on its environ-
ment. Lean Management and Operational Excellence are key to the mindset of the Komax Group,
which is why, for example, 26 employees in Switzerland completed the Lean Six Sigma Green Belt
certification process in 2023.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The Komax Group is keen to make use of all opportunities open to it in order to improve on an
ongoing basis. At Board of Directors level, the Sustainability and Innovation Committee explores
the themes of technology, innovation, and sustainability in depth. It reviews new developments and
the resulting risks and opportunities several times a year, and supports the Executive Committee
on the strategic development of these themes.
At an operating level, relevant market developments are analyzed by the corresponding business
units together with the Global Operations & Supply Chain area, and depending on the outcome are
then taken into consideration by the Komax Group where feasible. Among other things, this involves
peer group comparisons, exchanges of views with customers, suppliers, and research institutes,
and in some cases also the assistance of external consultancy firms.
Moreover, development and production processes are optimized on an ongoing basis. The
Komax Group has put in place a process-oriented organization in this respect, in which the entire
life cycle of a product is considered right from the very start. With its KOP (“Komax optimizes
processes”) program, it pursues ongoing improvement management in keeping with the Kaizen
principle. For example, even at the product development stage care is taken to ensure that the
number of different screws for a machine are minimized in order to reduce the workload and the
number of tools and replacement parts required at the later assembly stage and service. Every
process is closely observed and scrutinized. By way of example: Is the anodization of surfaces
really necessary, or could this step be dispensed with for the benefit of the environment? Could a
machine be built in such a way that it can then be sent to the customer with less packaging?
Based on training and ongoing thematization, the Komax Group promotes process-optimized
thinking on the part of its employees, encouraging them to scrutinize the status quo and contribute
new ideas. Among other things, this includes project management methods such as Scrum and
Kanban. At Komax in Switzerland, for example, ideas in some departments are discussed in daily
15-minute meetings and tested as quickly as possible. Special bonuses are awarded to staff for
particularly effective improvements.
In the 2023 reporting year, the main focus of activity was the integration of the Schleuniger
Group and the associated optimization of numerous processes in almost all company areas
(› pages 32/33; › pages 46–55).
AUTOMATED SMALL PARTS WAREHOUSE IN DIERIKON
At its headquarters in Switzerland, the Komax Group operates an automated, robot-supported small parts
warehouse system, which supplies all levels of the vertical factory in Dierikon with materials. Employees
on any floor can order the items they require via a dedicated screen. This is then delivered by autonomous
transport robots from the warehouse in the basement, which is home to up to 21 000 containers with various
items. This logistical solution saves costs, is energy-efficient, and facilitates work at the assembly stage.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report DIGITAL TRANSFORMATION
The switch from analog processes to digital systems has been taking place in all sorts of different
walks of life for many years now. For a business like the Komax Group, this presents numerous
opportunities as well as risks that need to be addressed. On the one hand, all sorts of processes
can be designed much more efficiently through the digital medium; on the other, employees need
to be properly trained in the handling of digital possibilities in order to guarantee data protection
and cybersecurity. This is an area that harbors not just financial risk but also considerable reputa-
tional risk for the Komax Group. In addition, the Komax Group drives forward digitalization for its
customers so that they can differentiate themselves from their competitors with their solutions. The
Komax Group is seeking to leverage potential in this area in a targeted way with its Strategy 2028.
For that reason, it has been implementing both internal and external digital transformation for years.
The development of software and digital services is of crucial importance for the Komax Group in
this context. This is evident from the fact that more than a half of employees in Research and De-
velopment are working on this aspect.
SMART FACTORY by KOMAX
Customers of the Komax Group have to deliver consistently high quality and reliability despite rising
complexity and higher personnel expenses, while the the same time keeping costs as low as pos-
sible. Specifically, the Komax Group has developed a vision for how wire manufacturing can be
optimized in the future – the SMART FACTORY by KOMAX. This encompasses five components that
the Komax Group is working on continuously (› page 49).
Digitalization of internal processes increases efficiency
For the Komax Group, the basis for external digital transformation is the digitalization of internal
processes, as well as the Group-wide updating and standardization of data and systems. For
example, the rollout of a standardized customer relationship management system for all companies
was completed in the reporting year. In addition, the step-by-step introduction of a new ERP system
over a period of several years was continued, with a number of locations going live in the reporting
year. This ERP renewal process will be continued in 2024, while this year will also see the introduc-
tion of a standardized global HR management system, among other things. The progress made in
digitalization projects over the last few years has improved data quality, increased transparency,
and helped to make business activity more efficient generally.
Measures to protect against cyber risks
To avoid the benefits of digitalization being overshadowed by new risks, the Komax Group continu-
ously analyzes cyber risks as part of its internal risk management process (› page 163, Financial
Report). It derives measures from this activity to ensure that all its own data, as well as that of cus-
tomers, suppliers, and employees, is protected to the greatest extent possible. The measures are
further developed and implemented by the Head Global IT Security and the team on an ongoing basis.
In addition to detailed data protection guidelines, the Komax Group has also implemented technical
security measures such as the encryption and pseudonymization of data, data logging/recording,
and access restrictions. It has improved data security with the assistance of external partners through
regular penetration tests (simulated external attacks), and has round-the-clock monitoring in place
365 days a year thanks to its Security Operations Center (SOC). In addition, all publicly accessible
services have been scanned for potential weaknesses on a monthly basis since 2022.
Komax is also certified under the “Trusted Information Security Assessment Exchange” (TISAX)
standard, which addresses the secure processing of information received from business partners,
and data protection between automotive manufacturers and their suppliers in accordance with the
EU’s General Data Protection Regulation (GDPR). Existing security measures are adjusted on an
ongoing basis in line with technological developments. All employees are obliged to participate in
regular cybersecurity training. There were no substantiated complaints in respect of data theft, data
abuse, or the loss of customer data during the reporting period. Further information on governance
can be found in the Corporate Governance section of the 2023 Annual Report (› pages 102 to 120).
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report CLIMATE PROTECTION – CARING FOR THE ENVIRONMENT
A key part of the Komax Group’s ESG strategy is
reducing its carbon footprint while reducing its own
energy consumption and that of its products. It also
intends to implement the circular economy concept,
thereby making its products recyclable.
GREENHOUSE GAS EMISSIONS AND ENERGY EFFICIENCY
Tackling the ongoing issue of climate change is a global challenge that equally affects nations,
institutions, and companies, as well as each and every individual. The Paris Agreement of 2015
envisages limiting global warming to a maximum of 1.5°C, but at any rate to well below 2°C com-
pared with the preindustrial era. The key element in the attainment of these targets is the reduction
of greenhouse gas emissions, above all CO2 emissions.
As a responsible business, the Komax Group plays its part here, which is essential if it is to meet
various requirements in the form of regulatory guidelines and the desire for greater transparency
on the part of investors, customers, suppliers, and the wider public. As a global business with
subsidiaries all around the world, a comprehensive logistics network, around 3 500 employees, and
a key position in the automotive supply chain among others, the Komax Group has an obligation
to make its own contribution to the attainment of climate targets. It therefore engages actively with
the various regulatory requirements of its stakeholders. By reducing total energy consumption and
increasing energy efficiency, the Komax Group can bring down its CO2 emissions, contribute to the
attainment of the above-mentioned climate targets, save costs, secure the trust of both customers
and investors, and increase its appeal to new employees. The reduction of CO2 emissions and the
boosting of energy efficiency in business activities are therefore crucial themes.
In order to reduce its CO2 emissions, the Komax Group has incorporated three specific targets
into its ESG strategy. Its focus lies on the substitution of fossil fuels with renewable energies and
the reduction of total energy consumption through an increase in energy efficiency in the operations
of its various production sites. The latter is to be achieved above all through optimization of the
energy consumption of buildings, of the equipment and machinery used, and of logistics, as well
as by sensitizing employees to the issue of saving energy. In particular, the managing directors of
the large production companies are to be given enhanced responsibility through the setting of
annual targets aimed at reducing CO2 emissions. The Vice President Investor Relations / Corporate
Communications is responsible for monitoring the effectiveness of the measures taken and providing
support to the individual companies. Progress is measured once a year through a comprehensive
data-gathering exercise and then analyzed by the ESG Committee headed by the CEO.
Strong growth with steady CO2 emissions by 2028
The Komax Group is seeking to achieve revenue growth of up to 60% by 2028. But despite this
strong growth, the CO2 emissions it causes either directly (Scope 1) or indirectly (Scope 2) are to
remain steady. By 2028, the Komax Group has set itself the goal of compensating for the additional
CO2 emissions caused by its growth through a range of measures on an ongoing basis, thereby
keeping CO2 emissions at 2023 levels (› page 70). Regular monitoring of the status quo is the first
step on the road to the long-term goal of climate neutrality.
With this in mind, the Komax Group has been systematically compiling the direct and indirect
emissions data of its companies ever since the 2021 financial year. The Komax Group currently
has 30 engineering and production sites worldwide. In 2023, its sites produced total emissions of
5 687 tCO2 e, of which 51.5% related to its own sources (Scope 1) and 48.5% to procured energy
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report (electricity and district heating – Scope 2). The main drivers of emissions are electricity consumption
at production sites, the use of energy for heating purposes, and the use of fuel to power Group-
owned vehicles. The lion’s share of CO2 emissions is generated in Germany (26%), followed by the
USA (16%) and Switzerland (13%). The emissions intensity (market-based) amounted to 7.56 tCO2e
of emissions per CHF 1 million of revenues (2022: 7.01 tCO2e of emissions per CHF 1 million of
revenues). The 2023 financial year forms the basis for the attainment of the climate targets of the
Komax Group.
The Komax Group has set itself the target of keeping CO2
emissions (Scope 1 and Scope 2) steady up to 2028 despite its
ambitious revenue growth target.
Preparing for the measurement of Scope 3 emissions
Scope 3 emissions, i.e., all upstream and downstream emissions such as those produced along
supply chains, are not yet fully measured due to the complexity of these supply chains. The Komax
Group is extending the measurement of all relevant emissions data in stages, and is actively incor-
porating suppliers into this process.
CO2 emissions and energy consumption1
Unit
2023
2022
Unit
2023
2022
Heating and fuel
Heating oil
Natural gas
Diesel
Gasoline
Own energy sources3
Solar electricity produced
Solar electricity sold
Solar electricity consumed
Electricity and heat
Electricity (purchased)
District heating5
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
tCO2e
2 929
2 929
67
1 407
946
509
0
0
0
0
2 757
2 757
2 493
265
5 687
2 866
2 866
92
1 127
1 030
617
n. a.
n. a.
n. a.
n. a.
3 238
3 238
3 064
173
6 104
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
MWh
13 528
13 087
247
6 943
3 721
2 176
441
590
–149
441
13 381
13 381
11 909
1 473
12 588
12 588
338
5 562
4 053
2 635
n. a.
n. a.
n. a.
n. a.
13 401
13 401
12 437
964
26 909
25 989
Scope
Scope 12
Scope 24
Scope 1+2
1 The greenhouse gas inventory was prepared in accordance with the Greenhouse Gas Protocol.
2 Emission factors from “DEFRA 2023” for the year 2023 and “DEFRA 2022” for the year 2022 were used for the calculation of emissions from heating fuels and
motor fuels.
3 Electricity from our own photovoltaic systems, collected for the first time in 2023.
4 Emissions for 2023 and 2022 are reported as “market-based.” The corresponding emission factors come from local electricity suppliers. The “location-based”
calculation results in 3 419 tCO2e (2023) and 3 064 tCO2e (2022). The corresponding emission factors come from “IEA 2023” for 2023 and “IEA 2022” for
2022.
5 Emission factors from “DEFRA 2023” for 2023 and “DEFRA 2022” for 2022 were used to calculate emissions from the purchase of heat.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Emissions intensity: emissions per revenue unit and employee
Per revenue unit1
Scope 1
Scope 22
Per employee3
Scope 1
Scope 22
Unit
tCO2e/CHF 1 million
tCO2e/CHF 1 million
tCO2e/CHF 1 million
tCO2e/FTE
tCO2e/FTE
tCO2e/FTE
2023
7.56
3.89
3.67
1.71
0.88
0.83
1 Excluding one-time effect on revenues (CHF +10.9 million) in 2023.
2 The intensities for 2023 and 2022 are reported according to the “market-based” approach.
3 Average full-time equivalents of the reporting year.
Energy intensity: energy consumption per revenue unit and employee
Unit
Per revenue unit1
MWh/CHF 1 million
Per employee2
MWh/FTE
1 Excluding one-time effect on revenues (CHF +10.9 million) in 2023.
2 Average full-time equivalents of the reporting year.
2023
35.78
8.10
2022
7.01
3.71
3.30
1.66
0.88
0.78
2022
42.86
10.54
50% of electricity consumption from renewable energy sources by 2028
The greatest lever for the Komax Group as it seeks to reduce its CO2 emissions (Scope 1 and Sco-
pe 2) is the consumption of energy at its various sites. Here it is increasingly focusing on renewable
energies such as solar or hydropower and replacing fossil energy fuels with carbon-neutral
solutions. In 2023, 19% of all energy consumed originated from renewable energy sources, which
represents a small year-on-year decrease (2022: 22%).
Electricity mix
2023
2022
19%
8%
4%
7%
21%
21%
16%
36%
8%
60%
19%
10%
19%
22%
5%
7%
12%
8%
39%
59%
Renewable
Non-renewable
Unknown sources1
Water power
Wind power
Solar power
Nuclear power
Coal
Natural gas
Unknown sources1
1 Information about the power mix is not yet available for some locations.
The Komax Group has set a target for 50% of its total electricity
consumption to come from renewable energy sources by 2028.
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The Komax Group has set itself the target of obtaining 50% of its total electricity consumption from
renewable energy sources by 2028. The majority of machinery sold (approx. 60% of revenues) is
manufactured in Switzerland, which is why the proportion of all energy consumed by the Komax
Group is correspondingly high in this country. At the Swiss production locations, the Komax Group
is already drawing electricity from its own photovoltaic systems, from “blue” electricity (which is
derived 100% from hydropower), and from natural power obtained through Central Switzerland’s
RegioMix scheme. At present, five Komax Group sites have their own photovoltaic systems, which
produced approx. 590 MWh (2022: approx. 220 MWh) of solar energy in 2023. This equates to
almost 5% of the Komax Group’s total electricity consumption. There was a significant increase in
the production of solar power in the reporting year, which was predominantly the result of a new
photovoltaic system being installed at the Burghaun site of Komax Taping Germany. In addition, the
building at the Dierikon location purchased in 2021 was fitted with a photovoltaic system encom-
passing 600 m2 in 2023. Over the next few years, numerous projects are planned to increase the
proportion of renewable energies further, such as through further photovoltaic systems and changes
in the energy mix of local suppliers.
Reduction in energy consumption by 2% per year (as a proportion of revenues) through
sustainable site development
In 2023, the Komax Group consumed a total of 26 909 MWh of energy (2022: 25 989 MWh). The
energy intensity amounted to 35.78 MWh per CHF 1 million of revenues (2022: 42.86 MWh per
CHF 1 million of revenues). From 2024, energy consumption as a proportion of revenues is to be
brought down by 2% annually.
The Komax Group has set a target of reducing its energy
consumption in relation to revenues by 2% per year.
In order to achieve its emissions targets, the Komax Group is continuously reducing energy
consumption at its locations. The company relies on district heating based on a low-carbon wood-
chip heating system for its own buildings at its headquarters. The heating for the new building occu-
pied in 2020, the building acquired in 2021, and existing facilities therefore has a small carbon foot-
print. Energy consumption is to be brought down further through renovations of older production sites.
Reduction of emissions in production and logistics
A major proportion of the value creation delivered by the Komax Group lies in engineering services.
The majority of components are manufactured and supplied by third parties, which means that ac-
tual production at the Komax Group primarily comprises the assembly of components. The Komax
Group generates a low level of emissions with its own production facilities (Scope 1 and Scope 2)
compared to other industrial companies. A significant proportion of emissions originates in its sup-
ply chains (Scope 3). The Komax Group is aware of this, and is currently analyzing these supply
chains and building up a database so that sustainability can be measured and improved throughout
the entire value creation process in the future.
Sensitizing employees to energy themes
Another key element is the involvement of all employees worldwide in sustainability matters. The
Komax Group will be launching an internal campaign with various measures in order to sensitize
its workforce to the need to be mindful in the consumption of electricity and other resources. The
details of this initiative are still being worked out.
A contribution to the reduction of CO2 emissions is already being made at the Swiss sites of
Cham, Dierikon, and Rotkreuz by the mobility bonus, which is available to more than 800 employees.
All staff at these locations who forgo motorized private transport on their journey to and from work
receive monthly bonuses of up to CHF 100.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report PRODUCT LIFE CYCLE MANAGEMENT
The Komax Group understands product life cycle management to mean consideration of all envi-
ronmentally relevant aspects of its products over their entire life cycles. This starts at the develop-
ment stage and continues into production, encompassing the materials and energy required at this
point. This is followed by the period of use at customer production sites, which encompasses ser-
vicing activities and ends with product disposal. The Komax Group manufactures several thousand
machines every year, which require tons of steel and aluminum as well as wood for packaging. In
order to conserve resources and at the same time help customers to reduce their carbon footprint,
the Komax Group strives to offer products that are as efficient and long-lasting as possible. In some
cases these will be used for decades. In Europe in particular, CO2 thresholds are putting pressure
on automotive manufacturers to reduce the emissions of their vehicles in order to avoid fines and
reputational damage. Since it is part of the automotive industry supply chain, the onus is on the
Komax Group to contribute to the reduction of the carbon footprint of vehicles. It also needs to be
able to provide its customers with product emission data going forward in order to avoid competi-
tive disadvantages arising.
The Komax Group pursues three key approaches to mitigate the environmental repercussions
of its products across their life cycles. First, it ensures that its customers receive resource-sparing
finished products that are free of any contaminants or conflict materials. Within the organization,
the development and production areas are responsible for this aspect. They in turn are supported
by the global procurement team (contaminant-free and conflict-mineral-free materials) as well as
Group Legal and Compliance, which defines the legal framework. In addition, the Komax Group is
driving forward measures at its production sites to reduce energy consumption in the manufacturing
process and promote the transition to renewable energies (› pages 78 and 81).
Second, a focus has been placed on reducing the use of resources in new developments in
order to permanently bring down the energy consumption of machines during their operation. And
third, the Komax Group is working on solutions for the recycling of its products. These approaches
will be supported by the high quality and longevity of the products themselves. The Group’s own
global service network and its collaboration with partners ensures that these machines are profes-
sionally maintained. This has a positive impact on their performance, value retention, and lifespan,
as well as saving resources.
Materials usage
Resource
Renewable1
Wood
Cardboard
Non-renewable
Steel
Aluminum
Copper
Filling (plastic, ex-
panded polystyrene/
EPS, etc.)
Total1
1 Including packaging materials.
Unit
Consumption
2023
%
Share
2022
Consumption
%
Share
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
1 228
1 135
93
570
252
244
61
13
1 798
68
63
5
32
14
14
3
1
100
1 468
1 359
109
735
321
243
157
14
2 203
67
62
5
33
15
11
6
1
100
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Materials used
2023
2022
32 %
non-renewable
33%
non-renewable
68%
renewable
67%
renewable
DEALING WITH PACKAGING MATERIAL AT THE DIERIKON SITE, SWITZERLAND
Every year, the Komax Group dispatches some 1 000 machines and any number of replacement parts to
all corners of the world from its headquarters in Dierikon, Switzerland. In 2023, this required some 700 tons
(2022: 850 tons) of wood, which Komax obtains from a nearby biosphere reserve in the canton of Lucerne.
This is a naturally renewable area of forest. The wood is heat-treated prior to delivery to Komax to remove
bacteria and other damaging microorganisms, thus ensuring that the packaging does not end up threate-
ning local flora and fauna at the target destination due to the importing of alien species. The Komax Group
adopts a careful approach to packaging material generally. Suppliers are requested to keep packaging to an
absolute minimum and never to use materials containing toxic or other hazardous substances.
Sustainable resource management in production
On the production side, the Komax Group seeks to increase its energy efficiency on an ongoing
basis. Highly automated, state-of-the-art production systems are used for the strategically important
components that the Komax Group manufactures in-house. For example, in Dierikon alone Komax
invests around CHF 1 million annually in the renewal of its machinery portfolio for parts production.
Energy efficiency and environmental friendliness are key decision-making criteria, alongside invest-
ment volumes, when it comes to procuring new systems. The careful and efficient use of resources
has high priority. Production systems are based on lean management concepts, which are designed
to avoid errors and minimize waste. Wherever possible, waste materials, and wastewater are re-
cycled or disposed of appropriately. What’s more, optimization programs are designed to ensure
that waste volumes are reduced on an ongoing basis.
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Europe
Asia/Pacific
North/South America
Africa
Global water usage
2023
2022
Unit
Consumption
Consumption
m3
m3
m3
m3
m3
22 826
3 642
14 504
1 088
42 060
19 186
4 156
18 321
1 014
42 677
The level of water usage is low due to the Komax Group’s business model.
Waste
Source
2023
Non-hazardous waste
Scrap metal
Paper and cardboard
Mixed industrial waste1
Hazardous waste
Waste oil, solvent, ink,
coolant, sludge, etc.
Total waste
2022
Non-hazardous waste2
Scrap metal
Paper and cardboard
Mixed industrial waste1
Hazardous waste
Waste oil, solvent, ink,
coolant, sludge, etc.
Unit
Waste
Waste diverted
from disposal
Recycling rate
in %3
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
966
293
217
456
76
76
metric ton
1 042
metric ton
metric ton
metric ton
metric ton
metric ton
metric ton
1 690
477
474
739
82
82
613
272
195
146
15
15
628
915
291
445
179
22
22
937
63
93
90
32
20
20
60
54
61
94
24
27
27
53
Total waste
metric ton
1 772
1 All other non-hazardous waste, incl. PET, glass, batteries, etc.
2 In 2022, the non-hazardous waste generated was exceptionally high due to a renovation at the Thun site, Switzerland, as well as
due to inaccuracies in data collection at some locations.
3 The amount of waste recycled and the resulting recycling rate are partly based on estimates. The Komax Group plans to imple-
ment uniform processes to measure the recycling rate in the future.
Reduction of energy consumption in new developments
Since the machines of the Komax Group operate over long periods, in some cases even over deca-
des, they have an impact on the environment. With more than 50 000 installed machines worldwide,
there is long-term potential to contribute to global climate targets in this area – even if this potential
is low due to the modest consumption of energy. When developing new machines going forward,
the Komax Group will focus even more strongly on reducing their electricity consumption during the
lifetimes of these machines with customers.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Eco-design check from 2025
What matters here is not just electricity consumption, but also minimizing the environmental reper-
cussions of a product over its entire life cycle. For this reason, the Komax Group is working on the
introduction of an eco-design check that it intends to apply to all newly developed products from
2025 onward. Among other things, the aim is to preserve or improve the longevity, repairability, and
reusability of its products, as well as reduce the consumption of energy and other resources.
The Komax Group has set itself the target of putting all
newly developed products through an eco-design check from
2025 onwards.
Focus on circular economy
Another important issue when considering the life cycle of machines is the point at which they have
reached the end of their operational lives. The Komax Group has yet to focus on this aspect. This
is set to change, as the Komax Group attaches great importance to the concept of the circular
economy as a core element of designing its business activity in a more resource-sparing and energy-
efficient way. At the beginning of 2024, the Komax Group embarks on an analysis of the prerequi-
sites for being able to offer its customers recycling solutions for the machinery they have bought.
The goal is for customers to be able to recycle all machines sold by Komax from 2028 onward.
The Komax Group has set itself the target of taking the
concept of the circular economy into account, and enabling
the recycling of all products as of 2028.
Over the longer term, the Komax Group is aiming not only to run its own business in a climate-
neutral way, but also to help its customers reduce their carbon footprints. Its business model is
helpful here, as automating processes can help to save resources – such as in the area of taping
wire bundles, where customers of the Komax Group use up to 25% less adhesive tape than they
would with manual processing.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 21
sites with
ISO 9001
certification
Certifications and integrated management systems
The majority of the Komax Group’s production locations are ISO 9001 certified. Moreover, multiple
sites that together house a third of the entire workforce have ISO 14001 certification. These have
integrated management systems that exhaustively cover all company processes. The sites of
Komax AG and Komax Romania Trading S.R.L., at which more than 20% of all employees of the
Komax Group work, additionally have ISO 45001 certification and therefore management systems
that encompass health protection and workplace safety. The Komax Group works continuously on
the implementation of management systems, and over the next few years will be looking to
achieve further certifications at its Thun site in Switzerland and at the Radevormwald site in Ger-
many, among others.
Country
China
Company
Komax (Shanghai) Co., Ltd.
Certification
ISO 9001
Schleuniger Machinery (Tianjin) Co., Ltd.
ISO 9001
Germany
adaptronic Prüftechnik GmbH
Komax SLE GmbH & Co. KG
Komax Testing Germany GmbH
Schleuniger GmbH
WUSTEC GmbH Co. KG
Komax Laselec SAS
Komax de México, S. de R.L. de C.V.
ISO 14001
ISO 14001 DE AEOC 104360
ISO 14001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
France
Mexico
Austria
Romania
Komax Testing México, S. de R.L. de C.V.
ISO 9001
Komax Austria GmbH
Komax Romania Trading S.R.L.
ISO 14001 ISO 45001
ISO 14001 ISO 45001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
ISO 9001
Switzerland
Komax AG
Schleuniger AG
Singapore
Komax Singapore Pte. Ltd.
Czech Republic
Komax Czech Republic Trading s.r.o.
Tunisia
Türkiye
Hungary
USA
Komax Testing Tunisia sarl
Komax Testing Türkiye Test Sistemleri
San. Ltd. Sti.
5
Komax Hungary Kft.
Cirris Inc.
Komax Corporation
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report RESPONSIBILITY – TAKING RESPONSIBILITY
FOR PEOPLE
As the global market leader, the Komax Group is part
of many local communities. As such, it bears a parti-
cular responsibility – toward its 3 500 employees, their
families, the environment in which they live, and also
its customers.
OVERVIEW AND SOCIAL KEY FIGURES
At the end of 2023, the Komax Group employed 3 490 people worldwide (2022: 3 390). As a result
of the combination with the Schleuniger Group, 1 070 new staff joined in 2022. There was no
significant fluctuation in headcount in 2023. The majority of employees have permanent, full-time
employment contracts. Personnel expenses in the year under review amounted to CHF 277.0 million
(2022: CHF 209.3 million).
In 2023, the Komax Group employed the majority of its workforce in Switzerland (1 045 employees),
followed by Germany (859), the USA (278), China (272), and Türkiye (150).
Employees by area and region
2023
Switzerland1
Europe1
America1
Asia1
Africa1
Total
Production
Research and development
Engineering
Marketing and sales
Service
IT
Administration2
Total headcount
as at 31 December 2023
365
220
75
188
42
68
87
522
100
201
229
112
36
139
1 045
1 339
94
21
24
101
107
9
53
409
2022
Switzerland
Europe
America
Production
Research and development
Engineering
Marketing and sales
Service
IT
Administration2
Total headcount
as at 31 December 2022
397
224
75
180
46
65
83
512
94
190
199
113
35
125
1 070
1 268
122
19
39
105
106
7
56
454
1 The individual companies and their locations are listed on pages 171–172.
2 Including management.
176
27
40
107
89
4
51
494
Asia
136
23
35
90
85
5
54
113
1 270
0
16
28
29
0
17
368
356
653
379
117
347
203
3 490
Africa
Total
102
1 269
0
14
20
21
0
13
360
353
594
371
112
331
428
170
3 390
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Social key figures1
The Komax Group significantly expanded the degree of detail in its 2023 data survey to include
social key figures. For this newly compiled data (› table, page 87) there is no prior-year comparison.
Employees as at 31 December2
Unit
FTE
Employees as at 31 December3
Headcount
of which male
of which female
Full-time employees
of which male
of which female
Part-time employees
of which male
of which female
Permanent employees
of which male
of which female
Temporary employees
of which male
of which female
Contractors4
of which male
of which female
Apprentices, trainees
of which male
of which female
Voluntary turnover rate5
Personnel expenses
2023
3 369
3 490
2 766
724
3 059
2 502
557
431
264
167
3 384
2 685
699
106
81
25
93
80
13
177
135
42
2022
3 267
3 390
2 713
677
2 977
2 491
486
413
222
191
3 187
2 546
641
138
113
25
65
54
11
154
125
29
8.2
209.3
%
in CHF million
11.0
277.0
1 The Alcava Group, acquired in 2023, is included in the social key figures.
2 FTE (full-time equivalents) of all employees directly employed by the Komax Group, with the exception of apprentices, trainees,
cleaning staff, and external employees on their own account (contractors).
3 Headcount of all employees directly employed by the Komax Group, with the exception of apprentices, trainees, cleaning staff,
and external employees on their own account.
4 Employees without an employment contract with the Komax Group are mainly temporary workers and cleaning staff.
5 Changes initiated by employees.
The Komax Group’s fluctuation rate has been at a pleasingly low level for many years, and shows
that employees enjoy their work at the Komax Group. In 2023 this figure stood at 11.0% (2022: 8.2%).
Viewed over the longer term, this is a high figure for the Komax Group and is connected with the
currently volatile market environment and the growth of the Group.
Women made up 20.7% of the Komax Group workforce in 2023 (2022: 20.0%), which is a good
level for a technology company. The main reason for the low proportion of women is the significant
number of technical jobs and digital occupations in which the Komax Group sees most growth.
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Employee well-being2
Response rate for employee engagement survey
Motivation score
Feel like ambassadors of the Komax Group
Internal promotions
Diversity and inclusion
Employees below 30 years of age
Employees between 30–50 years of age
Employees above 50 years of age
Proportion of women
Hires and departures of employees
Hires
of which male
of which female
Departures
of which male
of which female
Retirements
of which male
of which female
Education and training
Training professions
Unit
Headcount
%
x/100 points
%
Headcount
Headcount
Headcount
Headcount
%
Headcount
Number
2023
3 490
87
75/100
61
118
645
1 969
876
20.7
701
545
156
617
492
125
43
37
6
24
1 Headcount of all employees directly employed by the Komax Group, with the exception of external employees on their own
account (contractors), as well as apprentices, trainees, and cleaning staff.
2 The Komax Group applies a staggered approach over three years: Each year a selected number of Group companies participate in
the survey. Therefore the results shown are a consolidation over a three-year period (2021–2023). Results of the former Schleu-
niger Group companies are not included since the survey in these companies was conducted prior to the combination with the
Komax Group.
WORKPLACE SAFETY AND WELL-BEING
Ever since the coronavirus pandemic – and even before in some cases – the labor markets at the
locations of the Komax Group have been confronted by the trends of rising wage costs and a shor-
tage of specialist labor. Another important factor in this context is the current generation change in
various developed countries, with the high birth years of the 1950s and 1960s (“baby boomer” ge-
neration) now reaching retirement age and the subsequent low-birth generations increasingly domi-
nating the labor market. This has made it very challenging for companies to find the right employees,
hence the competition between employers to attract qualified personnel is becoming ever fiercer.
The Komax Group is adapting to this changed situation, offering an attractive and motivating
working environment for both existing and new staff. Otherwise it would run the risk of not having
the number of employees necessary to deliver the planned growth and implement its innovation
projects. The ability to attract and retain talented and motivated staff is absolutely critical for a
strongly growing company like the Komax Group. Through active and sustainable personnel ma-
nagement, the Komax Group can increase its appeal as an employer and foster a diverse and
committed workforce. This explains why motivated and satisfied employees are a core part of the
ESG strategy.
The Komax Group has set itself two goals in this context – an above-average level of employee
motivation, and safety at the workplace with the accompanying vision of zero occupational accidents.
Spearheaded by the Vice President Global Human Resources and the local HR heads, the Komax
Group is pursuing various approaches for creating an attractive, inclusive working environment that
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report can attract and retain the necessary specialist personnel all around the world. This includes fair
employment conditions such as market-appropriate salaries, social benefits, and where possible
also flexible working hours, which benefits the social environment of employees. It also comprises
a comprehensive training and professional development program (› page 90). Moreover, the Komax
Group has implemented a Code of Conduct globally that lays down rules for fair, appreciative, and
respectful interactions between staff as part of the Komax culture. The success of the various
measures is scrutinized through regular surveys of employees in the individual companies (› page 89).
As a second objective, the Komax Group is determined to realize its vision of zero occupational
accidents, and in a first step has incorporated the halving of the accident rate by 2028 into its
strategy as an ESG target. Workplace safety and health protection are currently treated in different
ways locally, depending on the size and function of the company in question. Depending on the
individual situation, responsibility may lie with the local CEO, the quality assurance or workplace
safety expert, or the head of production. In particular, the Komax Group relies on numerous pre-
ventative measures to further improve safety at the workplace and contribute to the health of its
employees.
An attractive employer
The Komax Group’s excellent reputation as an attractive employer is based above all on its special
corporate culture. It offers staff a healthy, safe working environment that promotes diversity and
tolerance, while at the same time opening up opportunities to work in an international environment,
shape the industry, and drive forward the success of company and individual alike. Here the Komax
Group aligns itself with three principles: the opportunity to actively shape things, responsibility, and
solidarity.
SCOPE TO CREATE CHANGE – WE FACILITATE DEVELOPMENT
We give our employees the room to pursue their tasks and develop as individuals. Everyone counts. The
status quo should be challenged, the proven further developed and something new created.
RESPONSIBILITY – WE TAKE AND DELEGATE RESPONSIBILITY, WHICH FORMS COMMITMENT
BETWEEN US
Room to maneuver requires commitment and shared responsibility on the part of every employee. We
challenge our employees. Everyone has to answer for their performance.
TOGETHERNESS – WE MAINTAIN AN INSPIRING TOGETHERNESS
We maintain a valued working atmosphere with an international character. A sense of togetherness is very
important to us. Every employee is part of the whole. The strong sense for community models our team
culture, which is characterized by mutual respect and togetherness.
The workplace environment is characterized by equality of opportunity and appreciative collabo-
ration.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report INTELLIGENT PLANT CONCEPT IN DIERIKON
At its newly renovated building in Dierikon, Switzer-
land, the Komax Group has embraced the intelligent
plant concept of “Oxygene at Work.” This increa-
ses the quality of air in the building, which in turn
promotes concentration and employee health. In
addition, some 1.2 tons of CO2 are compensated
for annually, as “Oxygene at Work” plants two trees
for every plant in the building. For the Komax Group
project, this works out at 304 trees.
Fair employment conditions
The Komax Group pays salaries in line with market rates, and offers social benefits typical for the
sector and the relevant country. Independently reviewed and certified pay comparison analysis at
the Swiss locations has confirmed that the Komax Group pays women and men equal salaries for
work of equal value. Fair pay is of crucial importance to the Komax Group. In addition, where feasible
it offers flexible working time models such as part-time and home working.
All employees of the Komax Group receive an assessment of their performance at least once a
year. This assessment takes place in a fair and transparent way in a face-to-face discussion, where
possible. Employees likewise have the opportunity to evaluate their own line manager. Moreover,
goals and further professional development are discussed with the majority of employees, and time
is taken to listen to their wishes and concerns.
Above-average motivation of employees
The Komax Group conducts surveys at its global locations every three years to gain a picture of
staff satisfaction, among other things. The surveys are evaluated and globally benchmarked on a
staggered basis by the service provider ValueQuest in order to make the results of different countries
comparable. This involves the local results of individual Komax Group companies being compared
with a local peer group made up of various other industrial companies. The aim is for employee
motivation to be assessed as being in the upper quartile of the value scale (i.e., above 75 points) in
each case. Based on the results of these surveys, measures are developed and implemented in
each company by the relevant senior managers working together with Human Resources and vari-
ous other departments.
In the 2021–2023 survey period, 2 001 employees in 32 countries took part, which represents
an impressive response rate of 87%. With an average of 75 out of a hundred points, they display a
high degree of motivation, slightly above that of the industrial peer group (74 points). Motivation was
higher than in the peer group in 23 of the 32 surveyed companies. 61% of employees stated that
they viewed themselves as ambassadors for the Komax Group and felt a very strong tie to both the
company and their work. This is a pleasingly high figure. The current survey does not yet include
the companies of the former Schleuniger Group. It will be extended to incorporate these employees
over the next few years.
The Komax Group’s target is to achieve above-average
employee motivation at all its sites compared with other
industrial companies.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Comprehensive training and professional development opportunities
As part of its active staff development policy, the Komax Group supports individual training and
development for its employees, both on the job and financially. These opportunities range from
management seminars, advanced training events on site, webinars, and free-to-use LinkedIn Le-
arning accounts, through to financial support for external training and development. Around 1% of
all personnel expenses are channeled into these activities each year, which in 2023 amounted to
around CHF 3 million. Over the last four years, employees in the Komax Academy alone completed
almost 6 000 online courses. Employees in Switzerland can also use their working hours to attend
LinkedIn learning courses, for example. In 2023, 132 employees made use of this opportunity and
spent a total of 381 hours on personal training via LinkedIn.
Major investment in tomorrow’s professionals
The Komax Group is a firm believer in investing to help young people make their professional start.
In 2023, 83 apprentices were undergoing training (2022: 82 apprentices) at the sites in Switzerland,
while the equivalent figure in Germany was 70 apprentices (2022: 51 apprentices). During their trai-
ning, young people get an insight into the various departments’ activities and thus get to know and
understand the numerous processes that take place in a company. The Komax Group has state-
of-the-art workstations as well as well-equipped mechanical workshops and assembly areas for
the specific apprenticeship subjects. Budding professionals are supervised by trainers who possess
strong technical and teaching skills, as well as sensitivity to the social needs of young people. In
the reporting year, Komax in Switzerland was rewarded for its high training quality with the ICT Edu-
cation & Training Award 2023 for best training center in the area of information and communication
technology (ICT).
The Komax Group provides additional support to its young employees even after their initial
training. In order to gain a better understanding of the needs of younger colleagues (up to the age
of 30) and thereby provide them with more targeted support, it founded the Young Community in
Switzerland in 2018 – an informal, cross-divisional network comprising more than 70 employees of
the under-30 generation. This offers a platform on which they can communicate their needs in
respect of their employer and working environment, as well as draw up potential solutions for any
issues. The Young Community’s steering committee discusses the relevant themes with the CEO
of the Komax Group once a year, and acts as a direct line of communication between younger
employees and their employer throughout the year. A multifaceted program involving workshops,
specialist talks, and events is spread across the year. The Komax Group is convinced that the
valuable ideas and suggestions coming from the Young Community can help it to develop further
as an employer and provide new stimuli. This is vital, not least if it is to remain attractive to young,
talented employees in an increasingly digitalized world of work.
PARTICIPATING IN NATIONAL FUTURE DAY IN SWITZERLAND
Every year, the Swiss locations take part in National
Future Day, on which companies give students from
grades 5 to 7 an insight into various professions. In
2023, 50 boys and girls took part and learned about
the role of polymechanics, automation technicians,
logistics specialists, business administrators, and
IT specialists. In addition, they acquired an idea
about how their career might start with the Komax
Group. In this way, young people are supported in
their quest for a career while making a contribution
toward countering the shortage of specialist labor in
the medium term.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Preparation for the third phase of life
The Komax Group also cares about older employees who are entering the third phase of their lives,
i.e. retirement. At seminars designed to prepare them for retirement, issues such as estate planning,
health in old age, structuring daily life, and financial security in old age are discussed.
Health and safety have the highest priority
The health and safety of the Komax Group’s workforce are key factors in its quest for operational
excellence. It satisfies the legal requirements governing working conditions in every country in which
it operates. The majority of production locations have integrated management systems that cover
all company processes, the environment, health protection, and workplace safety. Among others,
the management systems used in the Komax Group companies for workplace safety are governed
by ISO 45001, OHRIS, WENFIS, and OSHA guidelines. More than half of all employees of the
Komax Group are covered by workplace safety management systems.
Key figures on safety and health1
Occupational fatalities
Occupational accidents
Lost Time Incident Rate (LTIR)2
Unit
number
number
20231
0
24
3.66
20221
0
30
4.79
1 Due to incomplete data, the company Komax Testing México was not included.
2 Number of occupational accidents with lost time (1 day or more) per 1 million working hours.
The Komax Group companies offer their employees a variety of programs locally to promote health.
Internal processes are regularly scrutinized for health and safety risks, and employees at the indi-
vidual production sites are made aware of potential workplace risks in a targeted way. For example,
employees at the Swiss locations received training on the topic of workplace safety and health
protection at least once a year. The low number of occupational accidents over a period of many
years is testimony to the success of these measures.
Based on a combination of the management systems for safety and health protection and the
risk management function of Komax Group, all risks are evaluated and the corresponding measures
derived. As production for the most part consists of assembly and the completion of machinery,
the most common threats are slight crush injuries and cuts. The Komax Group has set itself the
goal of further reducing occupational accidents on a continuous basis, as it pursues the vision of
accident-free operations.
The Komax Group has set itself the target of halving the number
of occupational accidents1 by 2028.
1 Lost Time Injury Rate (LTIR): number of lost time accidents per million working hours. The baseline is the average for 2022 and
2023: 4.2.
Actively promoting health
In addition, the Komax Group actively promotes the health of its employees at its various locations.
At Komax in Switzerland, for example, employees benefit from the health-promoting initiative
“fit@work.” The focal points are movement, nutrition, and relaxation. The Komax Group helps its
employees to improve their physical and mental fitness with a multifaceted offering that encompas-
ses free sports offers (such as “Bodypump” or participation in the Swiss City Marathon), fruit
initiatives, workshops, and specialist talks. The content of the program is adjusted to employee
needs in response to feedback from the health survey carried out every three years.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Furthermore, in 2023 the Komax Group collaborated with the “Friendly Workspace” project to con-
duct an analysis of occupational health management in order to deliver further process improve-
ments. As an additional offering, a comprehensive case management service is available for emp-
loyees suffering long-term illnesses. The Komax Group offers a number of free support options,
and works closely with external consultants and coaches. In addition, a number of health check-up
days for employees were held during the reporting year.
Support for local projects at the various locations
The Komax Group is interested in the wellbeing of more than just its employees. In keeping with its
corporate purpose, it is keen to make a contribution to society, and to make life simpler, safer, and
more convenient. It achieves this not only through its business strategy, but also by actively sup-
porting a whole range of projects in the local communities where it is active. The following overview
provides a selection of projects that were pursued by the Komax Group in 2023.
Social projects
PROJECTS (SELECTION)
DESCRIPTION
Solar Butterfly
Supporting the next
generation of talent with
the initiatives “A fascination
with technology” and “MINT
on the move,” as well as
the Swiss Youth in Science
Foundation
TRANSfair
The Solar Butterfly project (www.solarbutterfly.org), the brainchild of visionary Louis Palmer, com-
bines the key themes of e-mobility and environmental protection, including the responsible use of
natural resources. Not only is the Komax Group providing financial support to the CO2-free journey
of this mobile home around the world, which started back in 2022, it also played an important role
in the construction of the Solar Butterfly. At the assembly stage, apprentices from the Automation
and Mechanics areas took on tasks such as the wiring of solar panels, working in the area of pneu-
matics and drive technology, and the configuration and programming of control panels.
Switzerland has long suffered from a shortage of young people entering the MINT professions
(mathematics, IT, natural sciences, technology). The Komax Group is therefore supporting the
initiatives “A fascination with technology” and “MINT on the move” in cantons Lucerne and Zug. In
addition, it also takes part in the girls@science and boys@science study weeks organized by the
Swiss Youth in Science Foundation, which are designed to encourage young people to enter the
MINT professions (equivalent to STEM).
At its site in Thun, Switzerland, the Komax Group supports TRANSfair Gastronomy, a social enter-
prise offering people facing acute challenges above all due to mental problems professional integ-
ration at a supervised workplace, which simultaneously provides them with a clear daily structure.
Catie’s Closet Drive
In the US, Drive Schleuniger collected clothing for the project Catie’s Closet (www.catiescloset.org),
which donates these items to students in need.
Integration Day
Kiva
Inclusion Factory
In April 2023, Komax SLE collaborated with the local job center to host an Integration Day for refu-
gees from Ukraine. The aim was to provide them with insights into company processes and discuss
ways of joining the Komax Group.
Schleuniger companies in the US and Mexico supported the Kiva project (www.kiva.org) in 2023 with
loans directed at people in need in Mexico City, Ghana, and Rwanda.
Komax in Shanghai employs people with disabilities and was one of the first partners of the Inclu-
sion Factory, a Chinese inclusion enterprise that helps disabled people to find work and thereby
secure a place in society.
Employee voluntary work
A number of companies of the Komax Group provide all employees with up to eight hours of their
working time each year to devote to a charitable initiative of their choice.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report CUSTOMER RELATIONS
The Komax Group sells industrial capital goods to its customer base, which is made up of big global
companies, regional mid-sized companies, and many different small firms. Intensive, bespoke
customer service is the foundation for a trust-based partnership, and hence business success. Any
loss of this trust due to poor customer service or defective products could have significant economic
consequences for the Komax Group, with a knock-on effect for its staff. This is why outstanding
customer relationships are essential for the Komax Group.
For the Komax Group, several elements play an important part in nurturing and improving its
relationships with customers. These include customer proximity through a global service and
distribution network, high delivery dependability, high product quality across the entire life cycle of
a product, as well as training through increases in productivity.
Customer proximity through a global distribution and service network
The Komax Group has 30 engineering and production sites worldwide and employs around 380
service staff. It provides sales and service support via subsidiaries and independent agents in over
60 countries. The customer base is broad-based and spans the entire globe. In its main market
segment, Automotive, the Komax Group has primarily large international customers with production
sites around the world. Here, physical proximity to customers is key, as it is the only way to ensure
short response and supply times, as well as provide comprehensive service. The Komax Group
expanded its presence in Europe, North America, and Asia through its combination with Schleuniger.
In the year under review, the global distribution and service network was optimized under the lea-
dership of the Executive Vice President Market & Digital Services and tailored even more intensively
to local customer requirements (› page 32 onwards). The adjustments will be completed in 2024.
The Komax Group will then offer the services of a dedicated contact person in each country for all
customers’ solutions. A key element for a high level of trust and satisfaction among customers is
delivery dependability. Consequently, the Komax Group channels its efforts into increasing this to
a high level on an ongoing basis.
The Komax Group has set itself the target of delivering over
90% of all orders on time from 2025, rising to over 95% from
2028.
No Group-wide single metric for on-time delivery was collated in the year under review yet, which
is why no figures can be stated for 2023.
High level of productivity as the cornerstone of customer trust
Some of the Komax Group’s products are in use over decades (› page 80). They have to function
safely over a long lifespan. As a result, the safety and smooth functioning of each individual machine
is thoroughly tested before being handed over to customers, and then installed on customers’ pre-
mises either by the Komax Group or with intensive assistance from it. Comprehensive training
programs with the Komax Academy, online help, and other assistance enable customers to use
products and services safely and efficiently (› page 34). The Komax Group ensures service beyond
the end of agreed contractual guarantee periods, as well as the availability of upgrades and repla-
cement parts. It does this so as to safeguard the safety and smooth functioning of its products over
the long term. Thanks to their modular construction, the machines can generally be adapted to
changing needs.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report By applying internationally harmonized standards, the Komax Group achieves CE conformity for its
products. The CE marking indicates that the manufacturer affirms their product’s conformity with
the legal requirements in Europe and thereby with stringent health and safety protection standards.
The Komax Group deploys a team of CE experts from a number of areas, who see projects through
from the development stage to validation and thus CE approval. Incorporated into machines are
various protective measures, such as guards and emergency stop functions, designed to keep
operators safe.
PLEXIGLAS HOODS AS A SAFETY FEATURE
Modular machines such as those in the Alpha,
Lambda, and Omega series have Plexiglas hoods
that can be raised and lowered automatically and
protect operators during operation.
These measures are proving extremely effective, as no cases of products or services having a health
or safety impact were reported to the Komax Group for the period under review.
Measuring the development of customer satisfaction in the future
The Komax Group aims to regularly measure the levels of customer satisfaction, something which
does not yet take place on a Group-wide basis. Among the aspects it aims to measure are customer
loyalty, for instance, and how well the Komax Group is satisfying expectations.
Such measurements are necessary to assess attainment of a further target:
The Komax Group aims to achieve above-average levels of
customer satisfaction in an industry comparison.
The basis for this was laid in 2023. Feedback will be obtained wherever the Komax Group has a
touchpoint with customers – such as in advisory or sales activities, or during trade fairs. Customer
feedback on potential areas of improvement is particularly valuable to the Komax Group and is
incorporated into new developments.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report FAIRNESS – ACTING FAIRLY AND ETHICALLY
Ensuring good corporate governance is a top priority
for the Komax Group. The Komax Group maintains its
good name through a corporate and communication
culture characterized by integrity and impeccable
business ethics, safeguarding sustainable value crea-
tion in the interests of all stakeholders over the long
term.
BUSINESS ETHICS AND COMPLIANCE
The Komax Group is a globally active group with strong growth. Interacting ethically and respon-
sibly with its stakeholder groups at all times is vital to the Komax Group. Customers, employees,
shareholders, creditors, suppliers, and the public in general have high expectations when it comes
to transparency, trustworthiness, timely communication, and integrity. The bigger a company, the
greater the demands on it – and the more complex it is to satisfy these demands on an ongoing
basis. Combinations such as with the Schleuniger Group, where a number of companies are to be
integrated, give rise to new challenges in respect of corporate culture and governance. Missteps
can damage the reputation and thus the business success of the Komax Group, which would also
impact on the share price. At the same time, a healthy corporate and business culture opens up
new opportunities to attract customers, investors, and employees. This is why the Komax Group
places an emphasis on good business ethics and compliance.
The Komax Group pursues an approach that permits no concessions or exceptions when it
comes to ethical and fair business conduct and compliance. It complies with global as well as local
regulatory requirements in the countries in which it operates. The individual units regularly examine
current developments, as does Group Legal, and factor these into guidelines and policies as well
as into training on the Code of Conduct, for example. All units have various processes aimed at
ensuring compliance with the rules. Responsibility lies with the respective process owner, who is
advised by and receives support from Group Legal and Compliance. The Komax Group is currently
working on expanding its compliance structure so as to ensure that it continues to act fairly and
ethically in all areas in the future too.
Responsible risk management
Comprehensive risk management is a key element of good corporate governance. The potential
and actual risks associated with the Komax Group’s commercial activities are systematically iden-
tified, analyzed, monitored, and managed on an annual basis through an institutionalized risk ma-
nagement function. These risks are amalgamated into groups according to their nature. They include
general external risks, business risks, financial risks, risks arising in connection with corporate
governance and trade compliance, as well as IT risks. The risks captured number over 150 in total,
and these are mapped in a risk matrix based on the likelihood of them occurring and the extent of
their potential impact. ESG risks are also addressed. These will be analyzed on an even more com-
prehensive basis in future, so as to assess in detail the potential impact for the Komax Group as
well as the environment, society, and the economy (› page 72).
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The Executive Committee is responsible for the operational side of risk management, whereby
specially appointed process owners are assigned responsibility for the management of key indivi-
dual risks. These process owners take specific measures and monitor their implementation. Every
year, the Executive Committee informs the Board of Directors’ Audit Committee of the risks iden-
tified and the measures taken as part of risk management activities. ESG risks are also discussed
with the Sustainability and Innovation Committee. The Board of Directors uses this as a basis for a
risk assessment (carried out once a year). The Executive Committee develops this risk assessment
further and introduces measures designed to eliminate or mitigate the risks.
The Komax Group has not yet incorporated long-term global climate risks into its risk manage-
ment. This will be done in the coming years, taking the ESG strategy as a basis.
Code of Conduct
The Komax Group’s business ethics are based on its five core values (› page 66) as well as the
Code of Conduct that has been in place for many years. The sustainable development of the
Komax Group’s business is one of the targets defined in the Code of Conduct, as is the rejection
of seeking profit at the expense of the environment. It was approved by the Board of Directors and
is binding for all Komax Group employees. It is built on the ethical principles that the Komax Group
has been applying for decades. The code defines key rules of conduct for dealing with confidential
information and living up to essential core values such as reliability, credibility, integrity, equality of
opportunity, health and safety, and sustainability. It is published in 16 languages and reviewed at
regular intervals (www.komaxgroup.com/organization). New employees receive special training in
this area in order to make them aware of these rules of conduct, and all employees have to repeat
this training on a regular basis.
The Komax Group aims to ensure that in future all employees
will attend Code of Conduct training at least once every two
years, and that 100% of the participants will complete it
successfully.
Participation in and the results from the Code of Conduct training are evaluated by the Komax
Group, and measures are derived therefrom as necessary.
Violations of this code are not tolerated, and will have corresponding consequences for the
employees concerned. This applies both to those who have broken the rules and all those who
knew about the breaches but failed to report them. Anyone who becomes aware of a violation may
report this to their direct line manager, to the next-highest line manager, to the HR department, or
to the independent external whistleblowing service (codeofconduct@ssrlaw.ch). Two violations were
ascertained during the period under review. These resulted in internal disciplinary measures within
the Komax Group, but no court cases ensued. Audit and reporting procedures regularly survey the
existence of court cases and violations on a Group-wide basis.
Combating corruption
The business activity of the Komax Group is based on the quality of its services and on integrity. It
therefore robustly rejects any form of bribery and other forms of corruption. Employees do not
accept or offer any monetary gifts, regardless of the amount involved. Gifts in kind and invitations
are allowed only if they do not exceed negligible advantages that are common business practice
and do not generate any undue advantage. These basic rules are laid down in the Code of Conduct
of the Komax Group, the Code of Conduct for suppliers and the Code of Conduct for business part-
ners, agents, and distributors. This is particularly important as – due to its customer structure – the
Komax Group also does business in countries with a comparatively high corruption risk ranking as
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reviewed at regular intervals within the framework of risk management. In the period under review,
as in the previous year, no corruption risks of significance were ascertained and there were no
known cases of corruption within the Komax Group. In order to reinforce and communicate more
clearly the Komax Group’s rigorous stance in respect of corruption, bribery, and human rights, it
will implement Group-wide guidelines by the end of 2024.
In order to provide detailed instructions concerning individual
topics covered by the Code of Conduct, the Komax Group has set
itself the target of implementing guidelines on the themes
of human rights, corruption, and bribery throughout the Group
by the end of 2024.
SUPPLY CHAIN RISK MANAGEMENT
For the Komax Group, sustainability in the supply chain encompasses the socially and ecologically
responsible procurement of raw materials, components, packaging, and services, as well as ap-
propriate risk management. A significant proportion of the value creation delivered by the Komax
Group lies in engineering services and the assembly of components in the production of machines.
The majority of these components are manufactured and supplied by third parties. This exposes
the Komax Group to various risks in procurement. There is the risk that conflict materials are used,
that human rights are violated, and that energy and scarce raw materials are used wastefully in
supply chains. There are also legal risks – ranging from compliance with local and international
statutory requirements and standards to bribery and corruption. These open up further potential
risks in terms of the reputation and business success of the Komax Group. Strict trade compliance
management and the responsible management of its supply chains make it possible for the Komax
Group to reduce these risks and foster stable relationships with suppliers over the long term. This
way it can make a positive contribution to sustainable supply chains and their impact on the envi-
ronment and society.
The Komax Group has a Global Procurement Team that is responsible for global procurement
issues. This team liaises with the specialists at the production sites who take care of sourcing the
necessary materials and components locally. The Komax Group aims to meet the challenges in
supply chains with trust, transparency, and checks. To this end, it has issued various guidelines,
measures, and targets, which are reviewed and revised on an ongoing basis.
Code of Conduct for suppliers
In its commercial relationships, the Komax Group sets great store by respect, decency, social re-
sponsibility, and consistent adherence to international guidelines and laws. For this reason, it has
drawn up special codes of conduct for both suppliers and business partners, and where possible
makes compliance with these codes a contractual obligation. Key elements here include compli-
ance with the law, a ban on corruption and bribery, fair competition, and the respecting of human
rights. Violations of the Code of Conduct are consistently admonished and may result in immediate
termination of a contract.
At the end of the year under review, 55% of the suppliers of the Komax Group (measured in
terms of procurement volume) had signed the Code of Conduct for suppliers. This figure is low
since a complete overhaul of the Code of Conduct was launched in the reporting year, meaning
that the “old” code could no longer be rolled out to the companies joining the Komax Group from
the Schleuniger Group. It is planned that the new Code of Conduct will be issued to all suppliers
of the Komax Group over the course of 2024. With this move, the Komax Group aims to secure a
high level of reliability and has defined a corresponding ESG target.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The Komax Group aims to ensure that 80% of its suppliers
(measured by purchasing volume) will have signed the Code of
Conduct by 2025. At least 95% of suppliers (by purchasing
volume) should have signed the Code of Conduct by 2028.
Due diligence obligations in relation to minerals and metals from conflict areas as well as
to child and forced labor
The Komax Group categorically rejects any form of forced or child labor. All of its production sites
are located in countries that are signatories to the ILO conventions on forced labor or the Abolition
of Forced Labour Convention (USA). The Code of Conduct for suppliers and the Code of Conduct
for business partners, agents, and distributors prohibit suppliers from breaching the ILO conventions
governing child labor and forced labor in the hiring of their workforce.
In 2023, the Komax Group initiated a new policy for the upstream supply chain and implemented
further checks in relation to child labor and conflict minerals/metals in accordance with Art. 964j of
the Swiss Code of Obligations and the Ordinance on Due Diligence and Transparency in relation to
Minerals and Metals from Conflict-Affected Areas and Child Labour (DDTrO). These checks came
to the conclusion that the import and processing quantities for minerals and metals had not been
reached, and either identified a low risk in relation to child labor or could not find reasonable grounds
to suspect child labor, meaning that the Komax Group is exempted from the due diligence and
reporting obligations. The Komax Group will continue to monitor the topic closely as part of its
supply chain risk management.
Long-term partnerships and regular audits
The Komax Group’s aim is to achieve long-term partnerships with suppliers that are characterized
by sustainable business activity and corresponding products. This is reviewed through audits. New
and existing partners are evaluated and/or audited according to the same criteria. These include
the integration status of sustainable business processes (ESG), quality, price, procurement chain,
and deadline reliability, as well as production processes.
In order to evaluate the sustainability of its supply chain even more efficiently and take appro-
priate measures, the Komax Group has been working with EcoVadis since 2021 and is striving to
expand its auditing activities.
The aim of the Komax Group is to select existing and/or
potential new suppliers each year for auditing based on a risk
matrix approach.
Supply chain risk management and trade compliance
The Komax Group’s risk management addresses a number of procurement and compliance risks
(› page 95; › page 163 onwards, Financial Report). It has a trade compliance team whose duties
include carrying out regular training courses on issues such as export controls, embargoes, current
Incoterms, and customs and tax legislation.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Transparency in the supply chains
The Komax Group currently does not have comprehensive transparency in its supply chains. Con-
sequently, one of the next steps is to build up a detailed record of additional relevant data. This
comprises resource management, emissions (Scope 3), and governance issues. There are plans
to also incorporate Scope 3 information into ESG targets in the future.
EFFICIENT PROCUREMENT THROUGH CONSOLIDATED SUPPLY MANAGEMENT
In collaboration with Bossard, a leading logistics com-
pany for industrial assembly and connection solutions,
the Komax Group is reducing its annual CO2 emissions
at its headquarters in Switzerland through “C-parts
procurement.” These are materials with a low item value
and high procurement volume, such as screws. As the
Komax Group is part of the broad network of Bossard
customers who share a common supplier base, ship-
ments and transport routes can be consolidated. This
also reduces fuel consumption. Overall, the Group’s CO2
emissions are around a quarter lower than without the
consolidation of deliveries through Bossard.
OUTLOOK
By anchoring ESG in its new strategy and defining and publishing the first-ever non-financial targets,
in September 2023 the Komax Group clearly expressed the importance it attaches to ensuring a
sustainable, social, and responsible approach. It has been doing business in this way for decades.
The Komax Group is aware that more will need to be done over the coming years if it is to satisfy
the various demands placed on it by both its stakeholders and by itself, as well as meet its ESG
targets.
By formulating an ESG strategy and integrating it into its overall Strategy 2028, the Komax Group
has taken the first important step on this path. Over the coming years, many different ESG initiatives
will be implemented, and the focus will be on the even more intensive involvement of employees
and further stakeholder groups in ESG topics.
As a consequence of the rigorous anchoring of ESG at strategy level, starting 2024 the members
of the Executive Committee are assigned individual ESG targets, the achievement of which will play
a role in the amount of variable compensation awarded. The Komax Group will also continue to
broaden and optimize reporting on its ESG activities on an ongoing basis. The focus here will be
on data collection. In addition, the next ESG Report will incorporate the recommendations of the
Task Force on Climate-related Financial Disclosures (TCFD).
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report ADDITIONAL INFORMATION
GRI index
The GRI index associated with this ESG report is available on the website of the Komax Group
(www.komaxgroup.com/en/annualreport2023/gri-index).
Organizational structure
The management structure and composition of the Komax Group is set out in the Corporate Gover-
nance Report. The Komax Group integrated ESG into its Strategy 2028 as a strategic initiative in
2023. The tasks, obligations, and powers of the Board of Directors, its Chair, and the Committees
are set out in detail in the Articles of Association, the Organizational Regulations of Komax Holding AG,
and in the Regulations for the Remuneration Committee, the Audit Committee, and the Sustaina-
bility and Innovation Committee. These also define the rights, obligations, and competencies of the
CEO and Executive Committee. The relevant regulations are reviewed on a regular basis and amen-
ded where necessary. Further information on the organizational structure is available on the Komax
Group’s website (www.komaxgroup.com/en/about-komax/organization).
Governance
Information on corporate governance can be found in the Corporate Governance Report (› pages
102–120).
Compensation
All information on the compensation paid to the Board of Directors and the Executive Committee is
available in the Compensation Report (› pages 121–140).
Approach to stakeholder engagement
The stakeholders of the Komax Group are its employees and their families, customers in the B2B
area, suppliers, partners, the financial community, the media, the local communities at the Komax
Group’s sites, legislators and the regulatory authorities, as well as the public in general.
The Komax Group includes these stakeholder groups both digitally and physically. To this end,
it maintains a global website and a number of country-specific websites in several languages, which
provide contact forms and details of points of contact in addition to a whole range of other infor-
mation.
Customers have their own online portals, where they can share information directly with the
Komax Group. In addition, the Komax Group takes part in a number of trade fairs and specialist
events (› page 35) and is part of various partnerships such as ARENA2036 and the Smart Cabinet
Building Initiative (› page 48 onwards).
The financial community and all other stakeholders are included by means of comprehensive
reporting via media releases, annual and semi-annual reports, as well as physical and virtual events.
This also encompasses a mailing service for those who are interested in receiving information
(› page 120). The Komax Group proposes many different information and communication channels
for employees. These include internal notices on topics of relevance, an intranet, live and online
events such as webinars, and the video-based Komax Talk, where the CEO and the Executive
Committee talk about current developments. Komax Stories are also available to all those who are
interested – this is the Komax Group’s news portal (www.komaxgroup.com/en/stories).
Collective bargaining agreements
The Komax Group does not have any employees under collective agreements.
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In principle, the Komax Group does not make donations to political parties, political organizations,
or individuals who hold political office or are standing as candidates for political office.
STATEMENT FROM THE BOARD OF DIRECTORS AND SCO REFERENCE TABLE
The Board of Directors of Komax Holding AG is responsible for the production of the non-financial
2023 report (ESG Report) in accordance with the applicable legislation. The ESG Report 2023 con-
tains the information on non-financial issues required by the Swiss Code of Obligations (SCO). The
table below shows where the non-financial issues in accordance with Art. 964b SCO can be found.
The Board of Directors has approved them.
Requirement Art. 964b
Section of the non-financial report
Page
Description of the business model
Environmental matters
The Komax Group at a glance
ESG strategy
Sustainable, profitable growth
ESG targets 2024–2028
Greenhouse gas emissions and energy efficiency
Product life cycle management
Social issues
Employee-related issues
Respect for human rights
Combating corruption
Policies, measures, risks
Supporting local communities
Taking responsibility for people
Workplace safety and well-being
Customer relations
Business ethics and compliance
Workplace safety and well-being
Business ethics and compliance
Business ethics and compliance
Supply chain risk management
Business ethics and compliance
Supply chain risk management
Interactions between the Komax Group and its
environment
64
69
71
70
76
80
73
85
87
93
95
87
95
95
97
95
97
72
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Capital structure
Board of Directors
Executive Committee
Compensation, shareholdings, and loans
Shareholder participation rights
Changes to control and defense measures
Auditors
Information policy
Trading blackout periods
103
104
106
114
117
117
119
119
120
120
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Komax Group Annual Report 2023
ESG BerichtCORPORATE GOVERNANCEContent OverviewManagement ReportCompensation ReportFinancial ReportESG Report Ensuring good corporate governance is vital to the Komax Group. It safeguards business and social
success over the long term by means of sustainable value creation in the interest of customers,
shareholders, staff, creditors, suppliers, and the public, as well as through the provision of trans-
parent, rapid, and simultaneous information to all stakeholder groups. The Komax Group takes as
its starting point the principles and regulations of the Swiss Code of Best Practice of economie-
suisse and the Directive on Information Relating to Corporate Governance (Directive Corporate
Governance, DCG) of SIX Exchange Regulation, and gives an account of developments in this area
each year in its Annual Report. The key elements are laid down in the Articles of Association, the
Organizational Regulations, the Regulations on the Remuneration Committee, the Audit Committee,
and the Sustainability and Innovation Committee, as well as in the Code of Conduct. The Articles
of Association of Komax Holding AG were amended by the Annual General Meeting of 12 April 2023
to fulfil the requirements of the revised Swiss law on companies limited by shares and to reflect
current best practice in the area of corporate governance. They are available on the Komax Group
website (www.komaxgroup.com/organization).
The Board of Directors shapes corporate governance through the guidance and principles it
issues to ensure a forward-looking, sustainable leadership culture that is in compliance with the
law and inspires a responsible entrepreneurial approach. The interests of the stakeholder groups
that are influenced by the Komax Group are also taken into consideration in the ESG components
(Environmental, Social, Governance). To this end, the Komax Group cultivates regular exchange
with its stakeholder groups.
1 CORPORATE STRUCTURE AND SHAREHOLDERS
Corporate structure
Komax Holding AG is the holding company of the Komax Group. Its headquarters are in Dierikon,
Switzerland. Details on the place of listing, market capitalization, security number, and ISIN are set
out on page 56 (“Share information”). The Komax Group includes Komax Holding AG and its 59
subsidiaries in 21 countries (› pages 171 and 172). With the exception of Komax Holding AG, no
companies with listed participation securities form part of the scope of consolidation.
The Board of Directors of Komax Holding AG appoints and oversees the Executive Committee,
which is headed up by the CEO. Alongside the CEO and the CFO, the Executive Committee is
comprised of the heads of the four business units.
CEO
Matijas Meyer
Market & Digital
Services
Tobias Rölz
Wire Processing
Marc Schürmann
Quality Solutions
Oliver Blauenstein
Solutions
Jürgen Hohnhaus
CFO
Christian Mäder
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Shareholders whose share of the company’s share capital exceeds or falls below the thresholds of
3, 5, 10, 15, 20, 25, 33 ¹/3, 50, and 66 2/3% have a reporting obligation under the Financial Market
Infrastructure Act (FinMIA). According to the disclosure reports submitted, the company had the
following major shareholders holding more than 3% of the votes as at 31 December 2023:
Shareholder / shareholder group
Metall Zug AG, Zug, Switzerland
abrdn plc, Edinburgh, UK
Max Koch, Meggen, Switzerland
Number
of shares
31.12.2023
1 283 3332
207 3223
190 2854
Share in %
31.12.20231
25.00
4.04
3.71
1 The calculation is based on the 5 133 333 registered shares listed in the Commercial Register as at 31 December 2023.
2 Notification of breach of 20% threshold on 6 September 2022.
3 Notification of position falling below 5% threshold on 7 September 2022.
4 Notification of position falling below 5% threshold on 13 March 2018.
All shareholdings reported to Komax Holding AG and the Disclosure Office of SIX Swiss Exchange
during the 2023 financial year as per Art. 120 of the Financial Market Infrastructure Act have been
published on SIX Swiss Exchange AG’s electronic publication platform and can be viewed at
www.ser-ag.com/de/resources/notifications-market-participants/significant-shareholders.html. An
overview of the composition of shareholders as at 31 December 2023 can be found on page 57 of
the Annual Report.
Cross-shareholdings
There are no shareholder agreements and there are also no cross-shareholdings with other com-
panies – nor with customers, suppliers, or partners, or with companies in which members of either
the Board of Directors or Executive Committee hold a position. The Komax Group has no majority
shareholder and there are no cross-involvements among the Board of Directors. The avoidance of
conflicts of interest is an integral component of each of the Komax Group’s stakeholder relation-
ships in respect of its governing bodies. In addition, the Executive Committee implemented a set
of regulations that all members of staff who could be involved in conflicts of interest must sign.
2 CAPITAL STRUCTURE
Capital
in CHF
Ordinary capital
Conditional capital
Authorized capital
513 333.30
0.00
0.00
Further details are provided in the sections below.
Capital band and conditional capital in particular
The capital band was introduced at the Annual General Meeting of 12 April 2023. It allows for greater
flexibility in adjusting capital and in the procedures for capital increases and capital reductions. The
Board of Directors decided not to make use of the full scope of the new options available. Conse-
quently, the capital band is limited to a timeframe of three years and the extent of capital increases
to a maximum of 10% of share capital. The Board of Directors excludes capital reductions.
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(upper limit). Within the limits of the capital band, the Board of Directors is empowered to increase
the share capital until 12 April 2026, or until the capital band has been fully used, at any time or
from time to time and in any (partial) amounts. A capital increase may take place by the issue of up
to 513 333 fully paid-up registered shares with a nominal value of CHF 0.10 each. In the event of an
issue of new shares, the subscription or acquisition of these shares and any subsequent transfer
of shares are subject to Sections 5 and 6 of the Articles of Association. Further information on the
structuring of the capital band can be found in the Articles of Association of Komax Holding AG
(www.komaxgroup.com/organization).
Neither at 31 December 2023 nor at 31 December 2022 was there any conditional capital. No
capital increases were carried out within the framework of the capital band.
Capital changes
In 2022, the Komax Group carried out a capital increase and subsequent exchange of shares within
the framework of the combination with the Schleuniger Group. By means of the authorized capital
increase of 30 August 2022 in accordance with the agreement on contributions in kind and acqui-
sition of assets, Komax Holding AG took over from Metall Zug AG 250 000 registered shares of
Schleuniger AG and a loan to Schleuniger AG in the amount of CHF 70 367 000, for a total value of
CHF 206 367 000. In return, Metall Zug AG was issued with 1 283 333 new registered shares with
a par value of CHF 0.10 each (› page 170, Financial Report).
Details of capital changes in the years 2022 and 2023 can be found on page 144 of the Finan-
cial Report. The corresponding information for 2021 can be found on page 107 in the financial
section of the 2022 Annual Report (www.komaxgroup.com/publications).
Shares, participation certificates, and bonus certificates
As at 31 December 2023, Komax Holding AG had fully paid-up capital of CHF 513 333.30 and dis-
tributed over 5 133 333 registered shares with a par value of CHF 0.10 each. Each registered share
entitles the holder to vote at the Annual General Meeting as long as the shareholder is listed in the
share register as a “voting shareholder” (see also “Restrictions on transferability of shares and
nominee registrations”). Registered shares are fully entitled to receive dividends. Komax Holding AG
has not issued any participation certificates or bonus certificates.
Restrictions on transferability of shares and nominee registrations
The Komax Holding AG share register is divided into the categories of “non-voting shareholders”
and “voting shareholders.” “Non-voting shareholders” may exercise all property rights, but not the
right to vote or rights associated with that of voting. “Voting shareholders” may exercise all rights
associated with the share (see Articles of Association, www.komaxgroup.com/organization).
Komax Holding AG’s Articles of Association empower the Board of Directors to refuse entry in
the share register if the acquirer does not expressly declare, at the request of the Board, that the
shares were acquired in their own name and for their own account. Nominees are listed in the share
register as “non-voting shareholders.” After hearing the affected party, Komax Holding AG may
delete entries in the share register if such entries occurred in consequence of false statements by
the acquirer. The acquirer must be informed of the deletion immediately. No exemptions were
granted in respect of the transfer restrictions in the year under review.
Convertible bonds and options
Komax Holding AG has no outstanding convertible bonds and there are no option programs for
employees.
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The Listing Rules of SIX Swiss Exchange stipulate a disclosure obligation for management trans-
actions. The Board of Directors has issued a set of regulations to comply with these provisions.
Members of the Board of Directors and Executive Committee have a disclosure obligation toward
the company in this respect. Two notifications were submitted in the 2023 financial year (2022: no
notifications). Disclosures are published on the SIX Swiss Exchange website and may be consulted
there (www.ser-ag.com/de/resources/notifications-market-participants/management-transactions.html).
3 BOARD OF DIRECTORS
The Board of Directors comprised seven individuals as at 31 December 2023. No member of the
Board of Directors was a member of the Executive Committee in the three financial years prior to
the reporting period, and no member of the Board of Directors has any material business relation-
ship with any Group companies.
Members of the Board of Directors
Beat Kälin, Chairman
David Dean, Vice Chairman
Andreas Häberli
Kurt Haerri
Mariel Hoch
Roland Siegwart
Jürg Werner
Appointed
Term expires
Participation in meetings
during the financial year
2015
2014
2017
2012
2019
2013
2022
2024
2024
2024
2024
2024
2024
2024
100%
100%
100%
100%
100%
100%
100%
There are no cross-involvements among the Board of Directors. Biographies of the individual Board
members and details of their other activities and interests are provided on pages 108–110 of the
Annual Report.
Competencies in the Board of Directors
The Board of Directors should cover a broadly diversified range of expertise so as to be able to fulfil
its role in all matters that are of importance for the Komax Group. Thanks to the members making
up its body, in the 2023 financial year it had expertise in and/or experience of the following areas:
COMPETENCIES IN THE BOARD OF DIRECTORS
Company
management (CEO)
International
management
Industry
Legal/
Compliance
Finance
Listed
companies
M&A
Digitalization
Sustainability
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Statutory regulations with respect to the number of permissible activities
In accordance with the Articles of Association, the number of permissible mandates of members
of the Board of Directors in comparable roles at other companies with a commercial purpose and
which are not controlled by the company or do not control the company is a total of nine additional
mandates for listed and non-listed companies. The number of additional mandates at listed com-
panies is limited to four as long as this does not involve any breach of statutory provisions and in
particular the due diligence obligations of the Board of Directors.
Mandates in different legal entities that are under common control or under the same beneficial
ownership count as a single mandate. Mandates undertaken by a member of the Board of Directors
at the behest of a Group company or to exercise an office under public law are not covered by the
restriction on additional mandates described above.
The assumption of mandates other than those stipulated above is permissible without numerical
restriction, as long as these mandates are unremunerated and do not interfere with the fulfilment
of the obligations of the member of the Board of Directors vis-à-vis the company. The reimbursement
of expenses does not count as compensation.
Election and term of office
According to the Articles of Association, the Board of Directors consists of three to seven members.
It is composed of independent, non-executive members, who are elected individually by the Annual
General Meeting for a term lasting until the end of the next Annual General Meeting. The Annual
General Meeting also elects the Chair. Members may be re-elected. There is no restriction on the
length of a member’s term of office, although members usually step down after a term of 12 years
at the most. The Articles of Association provide no regulations regarding the appointment of the
Chair and the members of the Board of Directors that deviate from statutory provisions.
Kurt Haerri will not be standing for re-election at the next Annual General Meeting on 17 April 2024
due to term-of-office limitations. The Chair and all other members of the Board of Directors are being
proposed for re-election. In addition, the Board of Directors is proposing that Annette Heimlicher
be elected as a new Board member.
Internal organization
The internal organization of Komax Holding AG, i.e. the tasks and competencies of its executive
bodies, is set out in the Organizational Regulations available on the website of the Komax Group
(www.komaxgroup.com/organization).
The Board of Directors consists of the Chair and a maximum of six other Board members. The
Chair is elected by the Annual General Meeting; the Board of Directors organizes itself in respect
of the other members. If the office of Chair becomes vacant during the period of office, the Board
of Directors will nominate a new person as Chair for the remaining period of office, whereby this
person must be an existing member of the Board.
The Chair is responsible for chairing meetings. At the invitation of the person chairing the
meetings, the Board of Directors meets as often as business requires, but no less than four times
per year. Each member of the Board of Directors is also entitled to request that a meeting be called
to discuss a particular topic. In this case, the Chair convenes the meeting within 14 days of receiving
the request.
The Board of Directors is deemed to have a quorum if a majority of its members (votes) are
present. The resolutions of the Board of Directors are adopted by a majority of votes. In the event
of a tie, the Chair casts the deciding vote. All resolutions are minuted. The Board of Directors can
pass its resolutions using electronic means or in writing on hard copy provided no member calls
for verbal discussion.
Seven ordinary meetings of the Board of Directors were held in 2023. All members attended all
of the meetings. On average, these meetings lasted around seven hours. However, these average
times pertain to the actual duration of the meetings themselves, and do not take into account the
preparatory and follow-up work done by the individual members. Two resolutions by circular letter
were also formulated in the year under review.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report BEAT KÄLIN (1957)
Non-executive, independent member, and
Chairman of the Board of Directors since
2015, elected until 2024, Swiss citizen,
resident in Birmensdorf (CH).
Member of the Board of Directors of listed
company Huber+Suhner AG, Pfäffikon ZH and
member of the Board of Directors of CabTec
Holding AG, Rotkreuz.
DAVID DEAN (1959)
Non-executive, independent member of
the Board of Directors since 2014, Vice
Chairman since 2019, elected until 2024,
Swiss citizen, resident in Penang (MY).
Member of the Board of Directors of listed
company Bossard Holding AG, Zug, of Metall
Zug AG, Zug, and Burckhardt Compression
Holding AG, Winterthur, and a member of the
Board of Directors of the Brugg Group AG,
Brugg.
ANDREAS HÄBERLI (1968)
Non-executive, independent member of the
Board of Directors since 2017, elected until
2024, Swiss citizen, resident in Bubikon (CH).
Chairman of the Board of Directors of Pheno-
Sign AG, Bubikon, member of the Board of
Directors of listed company Kardex Holding AG,
Zurich, as well as a member of the Industrial
Advisory Board, ETH Zurich, and the Swissmem
Research Commission, Zurich.
Beat Kälin holds a master’s degree and a doc-
torate in engineering from ETH Zurich. He also
holds an MBA from INSEAD. From 1987 to 1997
he held various management positions in the
Elektrowatt Group; from 1998 to 2004 he was a
member of the Group Executive Board of SIG
Schweizerische Industrie-Gesellschaft Holding
AG; from 2004 to 2006 he was a member of the
Board of Management responsible for the Pa-
ckaging Technology Division at Robert Bosch
GmbH, Stuttgart (DE). He was COO of the Komax
Group from 2006 to 2007, and CEO from 2007
to 2015. In the last three years, Beat Kälin has
not been a member of the Executive Committee
or had any material business relationships with
the Komax Group.
David Dean is an expert in accounting and con-
trolling. He holds a federal diploma and is a cer-
tified accountant. Furthermore, he has also com-
pleted management training at Harvard Business
School and IMD Lausanne. David Dean works
as a professional board director. From 1992 to
2019 he worked for the Bossard Group – from
2005 to 2019 as CEO, from 1998 to 2004 as
CFO, and from 1992 to 1997 as Corporate Con-
troller. Prior to this, from 1990 to 1992 he worked
as Corporate Controller and member of the
Group Executive Board of a leading global lo-
gistics company, and from 1980 to 1990 held
various management functions in auditing and
management consultancy at Pricewaterhouse
Coopers AG. In the last three years, David Dean
has not been a member of the Executive Com-
mittee or had any material business relationships
with the Komax Group.
Andreas Häberli holds a master’s degree in elec-
trical engineering from ETH Zurich. He then went
on to obtain a doctorate (Dr. sc. techn.) at ETH
Zurich’s Laboratory for Physical Electronics. Since
July 2023, Andreas Häberli has been Co-CEO of
PhenoSign AG. From 2003 to 2023 he held
various management roles at the dormakaba
Group (formerly Kaba Group) – from 2011 as
Chief Technology Officer (CTO) and a member
of the Executive Committee. He was a member
of the Executive Board of Sensirion AG from
1999 to 2003, and worked for Invox Technology
(USA) from 1997 to 1999. In the last three years,
Andreas Häberli has not been a member of the
Executive Committee or had any material busi-
ness relationships with the Komax Group.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report KURT HAERRI (1962)
Non-executive, independent member of the
Board of Directors since 2012, elected until
2024, Swiss citizen, resident in Birrwil (CH).
Member of the Board of Directors of Bertschi
Holding AG, Dürrenäsch, 4B AG, Hochdorf,
as well as member of the Board of the Swiss-
Chinese Chamber of Commerce (Head of the
MEM Industry Chapter), Zurich, and President
of Gemeindienststiftung Emmen.
MARIEL HOCH (1973)
Non-executive, independent member of the
Board of Directors since 2019, elected until
2024, Swiss and German citizen, resident in
Zurich (CH).
Member of the Board of Directors of listed
company Comet Holding AG, Flamatt, and of
SIG Group AG, Neuhausen am Rheinfall,
member of the Board of Directors of MEXAB AG,
Lucerne, as well as member of the Foundation
Boards of the Irene M. Staehelin Stiftung,
Zurich, the Orpheum Foundation for the
Advancement of Young Soloists, Zurich, the
Law and Economics Foundation St.Gallen, and
the Schörling Foundation, Lucerne.
ROLAND SIEGWART (1959)
Non-executive, independent member of the
Board of Directors since 2013, elected until
2024, Swiss citizen, resident in Schwyz (CH).
Member of the Board of Directors of Evatec
Holding AG, Trübbach, of NZZ Media Group
(AG for the Neue Zürcher Zeitung), Zurich, and
of Voliro AG, Zurich; he is also Chairman of
the Board of Trustees of Gebert Rüf Stiftung,
Basel, Vice Chairman of the Board of Trustees
of the Kick Foundation, Basel, and member of
the Foundation Board of the BlueLion Founda-
tion, Zurich.
Kurt Haerri holds a degree in mechanical engi-
neering from Lucerne University of Applied Scien-
ces as well as an Executive MBA HSG from the
University of St.Gallen. He has been working for
Schindler since 1987, with a short interruption in
2021. He currently heads a task force on new
installations in the USA. Previous roles included
Global Head of High-Rise Business as well as
Marketing & Sales at the Schindler Group. He
was based in China for Schindler from 1996 to
2003 and 2017 to 2019, and headed a global
growth program in the China, India, Southeast
Asia, and US markets from 2020 onwards. Kurt
Haerri was the President of the Swiss-Chinese
Chamber of Commerce from 2006 to 2013. He
was also responsible for the Asia module of an
Executive MBA program at ETH Zurich. In the last
three years, Kurt Haerri has not been a member
of the Executive Committee or had any material
business relationships with the Komax Group.
Mariel Hoch obtained a PhD (Dr. iur.) from the
University of Zurich and was admitted to the Zu-
rich Bar in 2005. Since 2002, she has been with
the law firm Bär & Karrer AG in Zurich, where
she specializes in M&A transactions and advises
listed companies on corporate and regulatory
matters. Mariel Hoch has been a partner since
2012. In the last three years, Mariel Hoch has
not been a member of the Executive Committee
or had any material business relationships with
the Komax Group.
Roland Siegwart holds a master’s degree in me-
chanical engineering as well as a doctorate from
ETH Zurich. He was Professor of Microrobotics
at EPFL Lausanne from 1996 to 2006, and Vice
President of Research and Corporate Relations
at ETH Zurich from 2010 to 2014. He has been
Professor of Robotics at ETH Zurich since July
2006 and Co-Director of the Wyss Translational
Center Zurich, a joint research center of ETH
Zurich and the University of Zurich, since 2015.
In the last three years, Roland Siegwart has not
been a member of the Executive Committee or
had any material business relationships with the
Komax Group.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report JÜRG WERNER (1956)
Non-executive, independent member of the
Board of Directors since 2022, elected until
2024, Swiss citizen, resident in Hedingen (CH).
Member of the Board of Directors of listed
company V-ZUG AG, Zug, member of the Board
of Directors of the Haag-Streit Holding AG,
Köniz, and a member of the Industrial Advisory
Board, ETH Zurich; elected full member of
the Swiss Academy of Engineering Sciences
(SATW), Zurich.
Jürg Werner holds a degree in electrical engi-
neering from ETH Zurich. He then went on to
obtain a doctorate (Dr. sc. techn.) from ETH Zu-
rich’s Institute for Quantum Electronics. He has
a postgraduate diploma in business manage-
ment from Lucerne University of Applied Scien-
ces and Arts. From 2013 to 2020 he was CEO of
Metall Zug AG. Prior to this he worked for V-ZUG
AG between 1996 and 2013 – from 2010 to 2013
as CEO, in 2010 as COO, and from 1996 to 2009
as Head of Development. Before joining V-ZUG
AG he held management roles at companies in
the US and Switzerland. In the last three years,
Jürg Werner has not been a member of the Exe-
cutive Committee or had any material business
relationships with the Komax Group.
Self-evaluation
The Board of Directors regularly undertakes a comprehensive evaluation of its own work and that
of its committees in order to reflect and improve on an ongoing basis. A structured questionnaire
dealing with topics such as the strategy process, cooperation, the flow of information, success plan-
ning, and risk management is used to collate and analyze assessments, suggestions, and criticisms
from each individual member of the Board of Directors. The results are then evaluated in terms of
both quality and quantity at a Board meeting, with the insights gained being implemented continu-
ously. In addition, the Board of Directors periodically considers the option of an external evaluation
and scrutinizes the composition of the Board.
Overview of meetings and committees of the Board of Directors
Members
Number of
ordinary
meetings
Number of
extra-
ordinary
meetings
Attendan-
ce rate in
meetings
Average
meeting
duration1
Additional frequent participants
Board of Directors
All
Remuneration
Committee
Roland Siegwart (Chair),
Beat Kälin, Andreas Häberli
Audit Committee
David Dean (Chair),
Kurt Haerri, Mariel Hoch
Sustainability and
Innovation Com-
mittee
Andreas Häberli (Chair),
Roland Siegwart,
Jürg Werner
7
2
3
2
0
22
0
100%
7.0 hours
CEO, CFO
100%
5.0 hours
CEO, CFO, Vice President
Global Human Resources
100%
3.5 hours
CEO, CFO
CEO, CFO, Executive Vice
President Market & Digital
Services, Vice President
Investor Relations / Corpo-
rate Communications
0
83%3
3.5 hours
1 These average times do not include the preparatory and follow-up work done by the individual members
2 The purpose of the two extraordinary meetings was to evaluate Kurt Haerri’s succession as a member of the Board of Directors.
3 Roland Siegwart was unable to participate in one of the two meetings due to a professional commitment abroad.
Committees
Within the Board of Directors, there are three committees that are exclusively made up of non-
executive members. To strengthen the focus on the strategic principle of sustainable corporate
development even further, the Board of Directors established a Sustainability and Innovation Com-
mittee in April 2023.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report – Remuneration Committee
This committee amalgamates the tasks of the remuneration and nomination committee. The Remu-
neration Committee consists of a maximum of three non-executive members. The Committee is
elected by the Annual General Meeting. The members’ term of office ends with the conclusion of
the next Annual General Meeting. Re-election is permissible. The Board of Directors is proposing
to the Annual General Meeting of 17 April 2024 that the three existing members be re-elected.
The Articles of Association provide no regulations regarding the appointment of Committee
members that deviate from statutory provisions. If a member leaves the company prior to completing
their term of office, the Board of Directors will appoint a replacement from among its number for
the remaining period of office.
The Remuneration Committee meets as often as business requires, but at least twice a year.
The invitation, which contains details of the agenda items, is issued in writing at least ten days
prior to the meeting. The CEO, other members of the Executive Committee, and members of the
statutory auditors or other specialists may attend these meetings in an advisory capacity. The
members of the Executive Committee are not present when their own remuneration is discussed.
The Committee Chair reports to the Board of Directors on the activities of the Committee after
every meeting. The minutes of Committee meetings are made available to the members of the
Board of Directors.
The detailed tasks and competencies of the Remuneration Committee are formulated in a set
of Regulations for the Remuneration Committee. They are summarized in the Compensation Report
(› pages 125/126).
– Audit Committee
The Committee consists of a maximum of three non-executive members of the Board of Directors
and assists the Board with its supervisory duties relating to corporate governance.
The tasks of the Audit Committee include the overall supervision of the external and internal
auditors, as well as financial reporting. It meets at least twice a year. The Audit Committee sets out
the scope and schedule of the audits to be carried out by the two auditing bodies and also coor-
dinates their work. It likewise checks the work they produce and their independence. With regard
to external auditors, it approves the fees paid and formulates recommendations in respect of no-
minations or changes at the General Meeting. The Audit Committee also examines non-financial
reporting.
Both the external and internal auditors draw up a report on their audit work, and the Audit
Committee monitors the implementation of the audit findings. Furthermore, the Audit Committee
evaluates the reliability of the internal control system and risk management, and acquires a picture
of the extent to which statutory and internal regulations are being adhered to (compliance).
The CEO and the CFO both attend all meetings of the Audit Committee. The external auditor
is invited to attend. The CFO represents the internal audit unit. Both bodies have access to the
minutes of the meetings of the Board of Directors and Executive Committee. The detailed tasks
and competencies of the Audit Committee are set out in the Organizational Regulations for the
Audit Committee.
– Sustainability and Innovation Committee
The Committee consists of a maximum of three non-executive members of the Board of Directors
and supports it in matters pertaining to sustainable corporate development as well as in reinforcing
the Komax Group’s technological leadership. It meets at least two times a year.
The Sustainability and Innovation Committee’s tasks include expanding the themes of techno-
logy, innovation, and sustainability, and supporting and advising the Executive Committee on the
strategic development of these themes. The Committee also defines the targets and key perfor-
mance indicators (KPIs) used to measure the work done in the area of innovation and sustainabi-
lity, monitors the Komax Group’s sustainability principles and reporting, and submits corresponding
proposals to the Board of Directors. Further information on the ESG organizational structure:
› page 67, ESG Report.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Overall responsibility for the tasks and competencies assigned to the three committees essentially
remains with the Board of Directors.
Definition of areas of responsibility
According to Art. 716a (1) Swiss Code of Obligations and the Articles of Association of Komax
Holding AG, the tasks and obligations to be fulfilled by the Board of Directors include:
– Overall management of the company and issuance of the necessary directives
– Defining the company’s organizational structure
– Determining the principles of accounting, financial controlling, and financial planning
– Appointing and removing the persons entrusted with managing and/or representing the company
– Ultimate supervision of the persons entrusted with managing the company, specifically with respect
to prevailing legislation, the Articles of Association, regulations, and directives
– Producing the Annual Report and the Compensation Report, making preparations for the Annual
General Meeting, and executing the resolutions passed by the Annual General Meeting
– Monitoring solvency
– Submitting an application for a moratorium on debt enforcement and informing a court in the
event of excessive indebtedness
– Passing resolutions on supplementary contributions for shares not fully paid in
– Resolutions for the approval of capital increases and the resulting amendments to the Articles of
Association
The tasks, obligations, and powers of the Board of Directors, its Chair, and the Committees are set
out in detail in the Articles of Association, the Organizational Regulations of Komax Holding AG, and
in the Regulations for the Remuneration Committee, the Audit Committee, and the Sustainability and
Innovation Committee. These also define the rights, obligations, and competencies of the CEO and
Executive Committee. The relevant regulations are reviewed on a regular basis and amended where
necessary. The most recent adjustments have been in force since 3 March 2023. To the extent per-
mitted by law and by the Articles of Association, the Board of Directors has delegated operational
management of the company to the CEO of the Komax Group. The Executive Committee is made up
of the CEO, CFO, and four further members. The members of the Executive Committee are appointed
by the Board of Directors at the proposal of the Remuneration Committee.
Information and control instruments in respect of the Executive Committee
The CEO informs the Board of Directors at each ordinary meeting about the course of business,
important and critical transactions, and the status of the tasks delegated to the Executive Com-
mittee. In addition, the key data generated by the management information system (MIS) is discussed
at length with the CEO and CFO at these meetings. The Board of Directors is provided with full
details of the current course of business and the financial situation of the Group by means of monthly
digital reports between each meeting. In addition, the Chair of the Board of Directors and the CEO
are in regular contact to discuss important matters of company policy.
The risks in connection with business activities are systematically mapped, analyzed, monito-
red, and managed each year using an institutionalized risk management system. These risks are
amalgamated into groups according to their nature. They involve general external risks, business
risks, financial risks, risks arising in connection with ESG and compliance, as well as IT and repu-
tational risks. Further information on risk management: › pages 72 and 95/96, ESG report, and
› page 163 onwards, Financial Report.
The Executive Committee is responsible for the operational side of risk management, whereby
specially appointed process owners are assigned responsibility for the management of key indi-
vidual risks. These process owners take specific measures and monitor their implementation.
Every year, the Executive Committee informs the Audit Committee of the risks identified and the
measures taken as part of risk management activities. ESG risks are discussed with the Sustaina-
bility and Innovation Committee. Each year, the Board of Directors uses this as a basis for its risk
assessments and introduces measures designed to eliminate or mitigate risks. The Executive
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Committee reports immediately to the Board of Directors on critical business transactions with
potential or actual negative impacts on the Komax Group or its stakeholder groups that have come
to light as a result of complaints procedures or other proceedings and/or have been identified by
the Komax Group in its companies or its business relationships, and these are discussed within
the framework of the Board of Directors and committee meetings.
The MIS of the Komax Group is organized as follows: Each subsidiary’s key balance sheet and
profit and loss figures are compiled and consolidated once a month. The subsidiaries’ balance
sheets, income statements, cash flow statements, and a number of other financial and non-financial
indicators are compiled and consolidated on a quarterly, half-yearly, and yearly basis. A comparison
is then made with the previous year and the budget. The budget forecast is checked for attainability
against the quarterly statements for each individual company and on a consolidated basis. The
attainment of ESG targets is reviewed once a year by means of the detailed collation and consoli-
dation of ESG data.
Using key controls, the internal control system (ICS) ensures proper and efficient management,
safeguards assets, monitors solvency, prevents and identifies offences and errors, and ensures
accurate and complete accounting records as well as timely preparation of reliable financial infor-
mation. A report setting out the results of these investigations and the corresponding measures
taken is submitted to the Audit Committee. The ICS and regular reviews of the ICS ensure early
identification and minimization of risks, weak points, and gaps in security. An additional aim is to
make employees more aware of and acquainted with the key risks.
The internal audit function evaluates the effectiveness of the ICS as well as of management and
monitoring processes. It also supports the Executive Committee in the risk management process.
Internal audit duties are performed by the Finance and Accounting unit of Komax Management AG,
Dierikon. This unit scrutinizes the individual operating units of the Group and the various business
areas of the parent entity at regular intervals, and on the basis of an annually updated audit plan.
The internal auditors report the results of their investigations to the Audit Committee. The Audit
Committee reviews and approves the scope of the audit, the audit plan, and the corresponding
responsibilities. It also decides on any measures to be implemented as a result of internal audit
findings.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 4 EXECUTIVE COMMITTEE
As at 31 December 2023 the Executive Committee comprised the CEO, the CFO, and four further
members. Oliver Blauenstein joined the Executive Committee on 1 January 2023 as Executive Vice
President for the Komax Group’s activities in the area of Quality Solutions. Andreas Wolfisberg,
CFO since 1996, stepped down from the Executive Committee with effect from 30 September 2023
and retired on 31 December 2023. Christian Mäder has been the new CFO since 1 October 2023.
Members of the Executive Committee
Matijas Meyer, CEO
Christian Mäder, CFO
Oliver Blauenstein
Jürgen Hohnhaus
Tobias Rölz
Marc Schürmann
Function exercised since
2015
2023
2023
2020
2020
2019
Other activities and interests
Aside from the mandates listed on pages 115 and 116, the members of the Executive Committee
did not exercise any activities on management or supervisory bodies of significant Swiss and foreign
corporate entities, institutions, or foundations under private or public law outside the Komax Group
as at 31 December 2023.
114
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report MATIJAS MEYER (1970)
CEO since 2015, member of the Executive
Committee since 2010, with the Komax
Group since 2007, Swiss citizen, resident
in Ebikon (CH).
CHRISTIAN MÄDER (1969)
CFO since 2023, member of the Executive
Committee since 2023, with the Komax
Group since 2023, Swiss citizen, resident
in Kölliken (CH).
Member of the Board of Directors of O. Kleiner AG,
Wohlen.
OLIVER BLAUENSTEIN (1971)
Executive Vice President, member of the
Executive Committee since 2023, with the
Komax Group since 2023, Swiss citizen,
resident in Zurich (CH).
Chairman of the Foundation Board of Stiftung
Benefit, Zurich.
Matijas Meyer holds a degree in engineering
from ETH Zurich and an MBA from Cranfield Uni-
versity (UK). From 1998 to 2004, he worked in
product development at OC Oerlikon/ESEC and
from 2005 to 2006 in product management at
Tornos SA. He joined the Komax Group in 2007,
heading the French production and development
site in Rousset until 2010. He then took over as
Head of the Wire business Unit and was appo-
inted as a member of the Komax Executive Com-
mittee. He has been CEO of the Komax Group
since 2015.
Christian Mäder is a Swiss Certified Expert in
Accounting and Controlling. He has held various
management roles at international companies
(KPMG, AFRY) since 1993. He worked for the
Swisslog Group from 2000 to 2015, and as CFO
and member of the executive management
team for ten of these years. From 2015 to 2023,
Christian Mäder was CFO of the Artemis Group,
and he held additional roles as Chairman of the
Board of Directors of Franke Holding AG, Vice
Chairman of the Board of Directors of Feintool
International Holding AG, and CEO/President of
the Artemis Asset Management Group. He joined
the Komax Group in August 2023 and has been
CFO and thus a member of the Executive Com-
mittee since October 2023.
Oliver Blauenstein holds a degree in electrical
engineering from ETH Zurich, where he also ob-
tained a doctorate. From 2004 to 2006 he was
Head of Product Management and Engineering
at Altec Electronic AG, going on to become Chief
Technology Officer (CTO) for the Jaquet Techno-
logy Group AG until 2008. From 2008 to 2022,
he held various management positions at ABB
in Switzerland, Italy, and China. Most recently,
he was Division Manager Process Automation
Energy Industries at ABB. Oliver Blauenstein
joined the Komax Group in 2023 and is a member
of the Executive Committee. He heads up the
Komax Group’s Quality Solutions Business Unit.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report JÜRGEN HOHNHAUS (1967)
Executive Vice President, member of the
Executive Committee since 2020, with the
Komax Group since 2019, German and
Swiss citizen, resident in Riedholz (CH).
TOBIAS RÖLZ (1977)
Executive Vice President, member of the
Executive Committee since 2020, with the
Komax Group since 2017, German and
Swiss citizen, resident in Thal (CH).
MARC SCHÜRMANN (1971)
Executive Vice President, member of the
Executive Committee since 2019, with the
Komax Group since 1995, Swiss citizen,
resident in Zug (CH).
Member of the Board of Directors of Abnox AG,
Cham.
Jürgen Hohnhaus holds a degree in mechanical
engineering and obtained his doctorate from the
University of Stuttgart’s Institute for Metal For-
ming Technology. From 2000 to 2008 he held
various management positions at Dieffenbacher
GmbH + Co. KG in Eppingen (DE). Subsequently
and until 2017 he was Chief Technology Officer
and a member of the Executive Committee at the
Bystronic Group. From 2018 to 2019, he headed
the Products division at the Güdel Group. Jürgen
Hohnhaus joined the Komax Group in 2019 and
has been a member of the Executive Committee
since 2020. He heads up the Solutions Business
Unit, which focuses primarily on customer-
specific solutions for wire processing.
Tobias Rölz has a University of Applied Sciences
(FH) degree in business informatics and a Kel-
logg-WHU Executive MBA. From 2002 to 2008,
he worked for Continental AG, leading groupwide
IT projects and managing international teams at
various locations in Germany and China. He was
then in various IT management positions at Hilti
AG in Schaan (LI) and Buchs until 2017, most
recently as Head of IT Workplace & Application
Services. Tobias Rölz joined the Komax Group
in 2017 and headed the Global IT & Digital Busi-
ness department. In 2020, he took over the Mar-
ket & Digital Services Business Unit and became
a member of the Executive Committee.
Marc Schürmann graduated as a business tech-
nician and has an Executive MBA through the
Rochester-Bern executive program. He joined
the Komax Group in 1995, initially as a service
technician and then held various management
positions in Switzerland and abroad. Among his
various positions, Marc Schürmann worked for
Komax France for five years and was Managing
Director of Komax China in Shanghai for two
years. From 2010 to 2017, he was a member of
the Executive Committee of the Wire Business
Unit of the Komax Group, latterly as Head of
Marketing, Sales & Service. He has headed the
Wire Processing Business Unit since 2018 and
is Managing Director of Komax AG in Switzer-
land. Marc Schürmann has been a member of
the Executive Committee since 2019.
116
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Statutory regulations with respect to the number of permissible activities
In accordance with the Articles of Association, the number of permissible mandates of the members
of the Executive Committee in comparable roles at other companies with a commercial purpose
and which are not controlled by the company or do not control the company shall be a total of four
additional mandates for listed and non-listed companies, with the number of additional mandates
at listed companies limited to two as long as this does not involve any breach of statutory provisions
and in particular the applicable due diligence obligations and the duty of loyalty.
Mandates in different legal entities that are under common control or under the same beneficial
ownership count as a single mandate. Mandates undertaken by a member of the Executive Com-
mittee at the behest of a Group company are not covered by the additional mandate restrictions
set out here.
Executive Committee members may not accept any of the above-mentioned mandates without
the prior written approval of the Board of Directors. The assumption of mandates other than those
stipulated above is permissible without numerical restriction, as long as these mandates are unre-
munerated and do not interfere with the Executive Committee member’s fulfilment of his obligations
vis-à-vis the company. The reimbursement of expenses does not count as compensation.
The notice period for open-ended contracts that form the basis for compensation for members
of the Executive Committee amounts to a maximum of 12 months. There are no contracts of fixed
duration.
Management contracts
No management agreements exist with companies or natural persons outside of the Group in rela-
tion to transferred management responsibilities.
5 COMPENSATION, SHAREHOLDINGS, AND LOANS
Details of compensation, shareholdings, and loans are set out in the Compensation Report (› pa-
ges 121–140).
6 SHAREHOLDER PARTICIPATION RIGHTS
The fundamental participation rights of shareholders are set out in the Swiss Code of Obligations
(CO) and supplemented by the provisions of the company’s Articles of Association. There are no
regulations on participation in the Annual General Meeting that deviate from statutory provisions.
The Articles of Association of Komax Holding AG are available in electronic form on the website
(www.komaxgroup.com/organization).
Shareholders may ask questions about agenda items and the company at the General Meeting.
They can also request information on particular aspects relating to the company outside of the
General Meeting, and can share their opinions on issues such as sustainable corporate development,
social matters and matters of company policy with the company. Investor Relations / Corporate
Communications should be contacted for this (› page 120).
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Voting rights and representation restrictions
Shareholders registered in the Komax Holding AG share register are entitled to vote – each share
is entitled to one vote. Komax Holding AG treasury shares do not confer the right to vote. Legal
entities and groups with joint legal status which are connected through capital, voting rights, manage-
ment, or in some other manner, along with all natural persons, legal entities, and groups with joint
legal status which act in concert by virtue of agreement, syndicate, or in some other manner, are
regarded as one person for the purposes of this provision. Representation by the independent proxy
remains reserved.
Shareholders may be represented at the Annual General Meeting by a representative of their
choice on the basis of a written power of attorney, and by the independent proxy on the basis of
electronic or written power of attorney. The Chair of the Annual General Meeting shall decide on
the permissibility of representation. The independent proxy is elected by the Annual General Meeting
up until the end of the next Annual General Meeting. The Articles of Association provide no regula-
tions regarding the appointment of the independent proxy that deviate from statutory provisions.
Statutory quorums
The Annual General Meeting votes and passes its resolutions with the majority of votes represented,
unless prevailing legislation or the Articles of Association contain mandatory provisions under which
resolutions have to be passed in a different way. In addition to the resolutions specified in CO Art. 704,
under the Articles of Association of Komax Holding AG, a two-thirds majority of votes cast and a
majority by value of shares voted is required to dismiss members of the Board of Directors.
Convocation of the Annual General Meeting of shareholders and agenda
The convocation of the Annual General Meeting is governed by applicable law. It must be convened
no later than 20 days prior to the chosen date by written letter or electronically in text form to the
shareholders entered in the share register through publication in the “Swiss Official Gazette of
Commerce” (“Schweizerisches Handelsamtsblatt”). Shareholders who individually or collectively
have at least 0.5% of the share capital or of the votes at their disposal can request that items be
placed on the agenda for discussion by submitting the proposed motions in writing within the dead-
line published by the company or that a proposal regarding an agenda item be included in the no-
tice to attend the shareholders’ meeting.
Entries in the share register
Any person acquiring shares is listed in the share register as a “shareholder without voting rights”
or a “shareholder with voting rights.” Only persons with a valid entry under one of these two hea-
dings shall be deemed to be shareholders.
Invitation to the Annual General Meeting
All shareholders registered in the Komax Holding AG share register as at 5:00 p.m. on 10 April
2024 are entitled to vote in respect of the number of shares registered in their name at the Annual
General Meeting of 17 April 2024. Registered shares sold between this date and the Annual
General Meeting do not confer the right to vote. The admission ticket and ballot documentation
will be forwarded following completion of the registration process. Shareholders who acquire
shares in the days prior to the closure of the share register and whose registration application is
received by the Komax Holding AG share register no later than 5:00 p.m. on 10 April 2024 will
receive their invitation subsequently. The invitation will set out the date, start time, type, and place
of the General Meeting, the name and address of the independent proxy, as well as the proposals
of the Board of Directors together with a brief explanation of the proposed motions.
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CHANGES TO CONTROL AND DEFENSE MEASURES
Duty to make an offer
Upon reaching or exceeding a threshold of 33 ¹/3%, a shareholder or a group of shareholders acting
in concert with one another must submit an offer to all shareholders of the company to purchase
their shares (Art. 135 FinMIA). The Articles of Association do not contain any opting-out or opting-up
regulations.
Clauses on change of control
At the Komax Group, change-of-control clauses are not included in employment contracts. However,
the members of the Board of Directors, Executive Committee, and middle management are entitled
to exercise their share-based remuneration in part or in full, without regard to the applicable time
limits, in the event of a change in control.
8 AUDITORS
Duration of the mandate and term of office of the lead auditor
PricewaterhouseCoopers AG, Basel, has been the statutory auditor of Komax Holding AG and the
Komax Group’s consolidated financial statements since 1994. The Komax Group put its audit man-
date back out to tender in 2021, and following detailed analysis decided not to change its auditor.
The mandate will be put out to tender again in 2026 at the latest. Pursuant to the provisions of the
Swiss Code of Obligations, the lead auditor is replaced after a maximum term of seven years. The
lead auditor has been responsible for the audit mandate since 2017.
Audit fee
PricewaterhouseCoopers invoiced the Komax Group CHF 772 114 in the 2023 financial year for
services in connection with auditing the annual statements of Komax Holding AG and the Group
companies, as well as the consolidated statements of the Komax Group.
Additional fees
During the 2023 financial year, PricewaterhouseCoopers invoiced additional fees amounting to a total
of CHF 305 313. This breaks down into fees of CHF 89 548 for tax and legal advice and CHF 215 765
for transaction services and other consultancy fees.
Information instruments of the external audit
The Audit Committee is responsible for evaluating the external auditors, who submit an audit report
to the Board of Directors and senior management. At least two consultations are held each year
between the external auditors and the Audit Committee, at which the material findings for each
company (management letters) and the consolidated financial statements covered by the audit report
are discussed in detail. The auditors also explain the audits conducted (audit and review) for each
company along with recent changes in Swiss GAAP FER standards and their impact on the Komax
Group’s consolidated annual statements. The services provided by the statutory auditors are eva-
luated by the Audit Committee on the basis of the quality of reporting and the audit reports, the
implementation of the audit plan, and the level of cooperation with the internal audit team. The inde-
pendence of the auditors is verified by comparing the fee for additional services charged by the
external auditors with the audit fee, taking into account the scope of these additional services.
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Komax Holding AG informs all stakeholders transparently, rapidly, and simultaneously. The CEO,
CFO, and the Vice President Investor Relations / Corporate Communications are available as contact
partners for information purposes.
The consolidated financial statements are compiled in conformity with Swiss GAAP FER stan-
dards. Komax Holding AG publishes comprehensive financial results twice a year, for the first half
and the full year, in the form of media releases and annual/half-year reports in PDF format. The
publication dates and the date of the Annual General Meeting are available in the financial calendar
on the Komax Group website (www.komaxgroup.com/en/invest-in-komax/financial-calendar).
Media and analyst conferences are held at least once a year. In addition to the financial results,
shareholders and the financial markets are also regularly informed of significant changes and
developments. Komax Holding AG publishes facts relevant to its share price in conformity with the
disclosure policies of SIX Swiss Exchange Ltd (ad hoc publicity, Art. 53 of the Listing Rules). The
Listing Rules can be downloaded at www.ser-ag.com. The official publication for company notices
is the “Swiss Official Gazette of Commerce” (“Schweizerisches Handelsamtsblatt”).
Information on elements such as share price development, annual and half-year reports, the
financial calendar, the minutes from the most recent Annual General Meeting, media releases, and
Komax Holding AG’s Articles of Association and Organizational Regulations are available at
www.komaxgroup.com/en/invest-in-komax. Anyone who wishes to receive all media releases of
Komax Holding AG by email should sign up to the mailing list on the Komax Group’s website
(www.komaxgroup.com/en/media/mailing-list).
Contact
Komax Holding AG
Roger Müller
Vice President Investor Relations / Corporate Communications
Industriestrasse 6, 6036 Dierikon, Switzerland
Phone +41 41 455 04 55
roger.mueller@komaxgroup.com
10 TRADING BLACKOUT PERIODS
The Board of Directors has issued rules to prevent insider trading. For the Board of Directors, the
Executive Board, the Managing Directors of all companies of the Komax Group, and various other
employees – particularly those from the finance area – who are in possession of price-relevant infor-
mation, specific blackout periods will apply to the trading of Komax shares. The general trading
blackout periods each year will be from 1 January and 1 July until two stock market trading days
after the publication of the annual and half-year reports respectively.
The Chair of the Board of Directors and the CEO are also entitled to define trading blackout
periods for selected persons in individual cases. These might include, for example, persons involved
in a project with the potential to influence the price of Komax shares. No exceptions to these rules
were granted in the year under review.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Introduction by the Chairman
of the Remuneration Committee
Compensation in the 2023
financial year at a glance
Compensation philosophy of the Komax Group
Tasks and competencies of the
Remuneration Committee
Provisions of the Articles of Association
on compensation
Principles of the compensation policy
Structure of the compensation system
Compensation and shareholdings
of the Board of Directors in 2023 (audited)
Compensation and shareholdings
of the Executive Committee in 2023 (audited)
122
123
124
125
127
128
129
134
135
Report on the audit of the Compensation Report 139
This Compensation Report explains the philosophy behind the compensation concept of the Komax Group,
the compensation policy, the compensation systems, as well as the principles used to determine the
compensation of the Board of Directors and the Executive Committee of Komax Holding AG. In addition,
the compensation paid in 2023 is disclosed in detail, including a comparison with the previous year. The
Compensation Report has been drawn up in accordance with the provisions of the Swiss Code of
Obligations, the Directive on Corporate Governance (DCG) of SIX Swiss Exchange, and the principles
of the Swiss Code of Best Practice for Corporate Governance of economiesuisse.
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ESG BerichtCOMPENSATIONREPORTContent OverviewManagement ReportFinancial ReportESG ReportCorporate Governance 1
INTRODUCTION BY THE CHAIRMAN OF
THE REMUNERATION COMMITTEE
Dear Shareholder,
Although the rising trend in the automation of wire processing has continued unabated, the markets
were volatile in the year under review and posed a significant challenge for the Komax Group. Given
the difficult economic environment, customers in China in particular were more reticent about inves-
ting in automation solutions than they had been in the previous year, which explains why this
region recorded a substantially weaker result.
For its part, the integration of the Schleuniger Group into the Komax Group is continuing on sche-
dule. A particular area of focus for the Remuneration Committee was the personnel situation. This is
because, with the addition of the new employees through the combination with the Schleuniger Group,
the Komax Group now has additional expertise and specialist knowledge, which it intends to leverage.
The Remuneration Committee thus focused intensively on organizational structures and succession
planning, with a view to strengthening the extended Komax Group and ensuring an optimal structure.
By anchoring ESG in the new Strategy 2028 and defining the first-ever non-financial targets, the
Komax Group is clearly expressing the importance it attaches to ensuring a sustainable, social, and
responsible approach. This also has an impact on the compensation policy: from 2024, the members of
the Executive Committee will be given individual ESG targets, the achievement of which will constitute a
criterion for determining the amount of the annual variable compensation element (cash bonus).
The Board of Directors established the Sustainability and Innovation Committee following the
Annual General Meeting in 2023. The Committee supports the Board with sustainable corporate
development and reinforces the Komax Group’s leadership position in terms of innovation. The Board
of Directors also focused on finding a successor for Kurt Haerri, who will not be standing for re-election
in 2024 given that he has already served for twelve years and due to the restriction in place on
possible terms of office. In Annette Heimlicher, the Board has found a proven management figure as
successor. Annette Heimlicher will be proposed for election at the 2024 Annual General Meeting.
2023 saw the addition to the Executive Committee of two very experienced managers with exten-
sive leadership experience. Oliver Blauenstein has been responsible for the Komax Group’s Testing
activities since 1 January 2023, as Head of the Quality Solutions Business Unit. CEO Matijas Meyer
had managed this business unit on an ad interim basis in 2022. Christian Mäder joined the Group in
August 2023 and took over as CFO in October 2023. He succeeded Andreas Wolfisberg, who retired
at the end of the year under review. To ensure independent oversight of the Executive Committee,
the members of the Board of Directors receive a fixed compensation amount, which is regularly
reviewed to ensure market conformity through a peer comparison with other listed, internationally
active Swiss industrial companies of comparable size and complexity.
With regard to the compensation system for the Executive Committee, the Komax Group con-
sistently applies its pay-for-performance philosophy. In addition to a fixed base salary, members
receive variable compensation which is largely determined by the commercial success of the com-
pany and the performance achievement level in respect of the targets set for the individual Executive
Committee members. The remuneration policy of the Komax Group has been moderate for many
years, and will remain so going forward.
You will be able to vote on this Compensation Report at the Annual General Meeting of Share-
holders on 17 April 2024 and express your opinion on our compensation system as well as on the
proposed maximum possible total compensation. This is very important to us. The current members
of the Remuneration Committee will stand for re-election at the Annual General Meeting.
Yours sincerely
Prof. Dr. Roland Siegwart
Chairman of the Remuneration Committee
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2
COMPENSATION IN THE 2023 FINANCIAL YEAR
AT A GLANCE
Compensation of the Board of Directors
In order to ensure their independence in their supervisory function, members of the Board of Directors
receive a fixed proportion of their compensation in cash plus a fixed proportion in restricted shares.
In 2023, the total compensation of the Board of Directors amounted to CHF 1.1 million, and was
therefore in line with the maximum amount of CHF 1.23 million approved for the 2023 financial year
at the 2022 Annual General Meeting.
Vergütungen Verwaltungsrat
in CHF
1 230 000
1 087 629
61 795
215 000
810 833
985 961
58 461
190 000
737 500
Total compensation 2023
Total compensation 2022
Maximum total compensation for
2023 approved by the 2022 AGM
Fixed compensation in cash
Fixed compensation in shares
Social benefits
Compensation of the Executive Committee
The compensation of the members of the Executive Committee consists of a fixed base salary, a
variable cash bonus, and a long-term incentive system in the form of performance share units (PSUs)
with a three-year vesting period. In 2023, the total compensation of the Executive Committee
amounted to CHF 3.8 million, and was therefore well below the maximum overall amount of CHF 6.0
million approved for the 2023 financial year at the 2022 Annual General Meeting.
CEO
Variable compensation 2023: 39%
Total other members of the Executive Committee
Variable compensation 2023: 34%
12%
12%
7%
7%
19%
19%
49%
49%
40%
40%
29%
29%
13%
13%
9%
9%
16%
16%
22%
22%
47% 53%
47% 53%
34%
34%
10%
10%
28%
28%
12%
12%
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Fixed compensation
Cash bonus
PSU allocation
Social benefits
2023
2022
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
3
COMPENSATION PHILOSOPHY
OF THE KOMAX GROUP
The Komax Group pursues a long-term business strategy with a view to creating lasting value for
the good of all stakeholder groups. Above-average profitability and sustainable growth are key
objectives here. This goes hand-in-hand with environmentally conscious, socially aware, and re-
sponsible conduct towards all stakeholder groups.
The compensation philosophy is designed to be in alignment with this corporate strategy and
the nature of the Komax Group’s business model. The compensation amounts paid to the Execu-
tive Committee should be attractive in order to acquire and retain outstanding managers while at
the same time setting incentives for the long-term success of the Komax Group. In addition, it
should be fair, transparent, and proportionate. To this end, the Komax Group has created a com-
pensation system that offers a balance of short-term and long-term as well as fixed and variable
components. It adheres to both commercial and ethical principles in equal measure.
Principles of the Komax Group’s compensation philosophy – what matters to us
WE ...
– Pursue a clear pay-for-performance approach involving a mix of fixed and variable compensation.
– Align compensation with the commercial success of the Komax Group and the individual performance of
Executive Committee members.
– Pay only performance-related bonuses, not guaranteed bonuses.
– Regularly align performance-related compensation with shareholder interests.
– Focus on sustainable success through a long-term incentive system in order to harmonize the interests of
management and the long-term interests of shareholders.
– Are committed to fair compensation that is based on job profile, responsibility, competence, and experience.
– Provide transparency with regard to structure and the payment of compensation.
– Ensure that compensation is in line with market rates through regular external analysis of similar positions
in comparable companies in order to attract and retain top-quality managers.
– Define clearly measurable targets for each Executive Committee member.
– Define ceilings for compensation in order to ensure moderation.
– Do not pay severance compensation (“golden parachutes”).
– Do not reward short-term profit maximization and inappropriately high risks at the cost of long-term
company success.
– Restrict notice periods for Executive Committee members to a maximum of twelve months.
The Komax Group is a globally active technology company in the machinery industry, and primarily
sells industrial capital goods. Its business model is subject to economic fluctuations. These are
reflected in the variable component of compensation in order to reflect the Komax Group’s strict
pay-for-performance approach. As the company has its headquarters in Switzerland, the compen-
sation of the Board of Directors and Executive Committee is also aligned with that of other interna-
tionally active Swiss industrial companies.
As is the case for other employees, the compensation of the Executive Committee is based on
job profile, responsibility, competence, and experience. There are key differences in the amounts
of variable compensation. The cash bonus for the Executive Committee is higher than that of other
employees who receive variable compensation, in order to ensure a direct link between business
development and individual performance. Furthermore, a long-term incentive system dependent
on the financial success of the company is in place in the form of performance share units. The
Komax Group takes care to ensure that the compensation of members of the Executive Committee
is in reasonable proportion to that of other employees, as well as in line with market rates.
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background, etc., and is keen that the members should cover the broadest possible set of skills.
The Komax Group does not yet fulfil the statutory requirement for a 30% quota of women on the
Board of Directors, which entered into force in Switzerland in 2021, and will take this factor into
consideration when filling future vacancies. At the Annual General Meeting on 17 April 2024,
Annette Heimlicher will be proposed as Kurt Haerri’s successor. If elected, this will increase the
quota of women on the Board to 28.6%.
4
TASKS AND COMPETENCIES OF THE
REMUNERATION COMMITTEE
The overall responsibility for the tasks and competencies assigned to the Remuneration Committee,
such as resolutions regarding compensation policy, the fundamental structuring of the compensa-
tion system, and the proposed compensation put before the Annual General Meeting, lies with the
Board of Directors. Under the Articles of Association, Organizational Regulations, and Regulations
of the Remuneration Committee of Komax Holding AG, the Remuneration Committee is the super-
visory body for staff and compensation policy within the Komax Group. The Committee amalga-
mates the tasks of a remuneration and nomination committee:
– Development and regular review of staff policy and compensation policy, including the principles of
variable compensation and participation programs.
– Annual review of, and proposals for, the maximum total compensation payable to the Board of Directors and
the Executive Committee, as well as preparation of the related proposals to the Annual General Meeting.
– Proposal on the individual compensation amounts payable to members of the Board of Directors and the
CEO within the limits approved by the Annual General Meeting.
– Resolutions on the compensation payable to the other members of the Executive Committee within the
limits approved by the Annual General Meeting.
– Succession planning for the Board of Directors, Executive Committee, and other key functions.
– Annual assessment of the independence of the members of the Board of Directors.
– Annual assessment of the performance of the CEO and the members of the Executive Committee.
– Preparation of the Compensation Report.
Delineation of competencies
CEO
Committee
Board of
Directors
Annual General Meeting
Compensation policy, including the principles of variable
compensation and participation programs
Maximum total compensation for the Board of Directors
and the Executive Committee
Individual compensation of the members of the
Board of Directors
Evaluation of the performance of the CEO
Compensation of the CEO
proposes
approves
proposes
submits
approves (binding vote)
proposes
proposes
proposes
approves
approves
approves
Evaluation of the performance of the other members of
the Executive Committee
proposes
approves
Individual compensation of the other members of the
Executive Committee
proposes
Compensation Report
approves
proposes
approves
confirms (advisory vote)
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pensation, including any changes to statutory provisions or changes to provisions on corporate
governance.
Under the Articles of Association, the Remuneration Committee consists of a maximum of three
non-executive members of the Board of Directors. The Committee is elected by the Annual General
Meeting. The members’ term of office ends with the conclusion of the next Annual General Meeting.
Re-election is permissible. The 2023 Annual General Meeting elected Roland Siegwart (Chairman),
Andreas Häberli, and Beat Kälin to the Committee. The Remuneration Committee meets as often
as business requires, but at least twice a year, generally in March and in December.
Overview of meetings of the Remuneration Committee in the 2023 reporting year
Ordinary meetings
Extraordinary
meetings1
1
March
1
2
December
September
Total
Topics addressed
Individual performance evaluation of the CEO and other members of the Executive
Committee and determination of variable compensation
Determination of compensation for the individual members of the Board of Directors
Proposal to the Annual General Meeting for the total amount of compensation for the
Board of Directors and Executive Committee for the 2023 financial year
Determination of the individual performance targets of the CEO and other
members of the Executive Committee
Approval of the Compensation Report
Personnel issues (including succession planning, talent management)
•
•
•
•
•
Corporate governance
Review of compensation and organizational regulations
Recruitment of a new member of the Board of Directors
•
•
•
•
1 The purpose of the two extraordinary meetings was to evaluate Kurt Haerri’s succession as a member of the Board of Directors.
In the reporting year, the Committee held two ordinary meetings and two extraordinary meetings;
in each case all members were present. Meetings lasted five hours on average. The Chair of the
Committee may invite the CEO and other members of the Executive Committee to meetings in an
advisory (non-voting) capacity. However, they do not take part in discussions concerning their own
performance and compensation. The Committee Chair reports to the full Board of Directors on the
activities of the Committee after every Committee meeting and, where necessary, proposes adjust-
ments to the compensation system. The minutes of Committee meetings are made available to all
members of the Board of Directors.
Furthermore, the Committee may call in external individuals in a consulting capacity and draw
on their assistance when fulfilling its duties. No external consultants were called during the year
under review.
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ASSOCIATION ON COMPENSATION
In compliance with the provisions designed to prevent excessive remuneration in Listed Companies
Limited by Shares (according to the Swiss Code of Obligations), the Articles of Association contain
provisions relating to remuneration, which are reproduced below in abbreviated form (as an excerpt)
and set out in detail in Articles 13 and 25 of the Articles of Association.
– Members of the Board of Directors receive fixed compensation in cash as well as in shares under the
company’s employee participation program.
– The calculated value (fair value) of the shares at the time of allocation may not exceed the amount of
compensation paid in cash.
– The Board of Directors determines the conditions that apply to shares.
– The lock-in periods amount to at least three years.
– Members of the Executive Committee receive a fixed base salary, variable performance-related compensa-
tion, and shares under the company’s employee participation program.
– The Board of Directors determines the conditions for the performance-related compensation component
on an annual basis. These are linked to the attainment of one or more performance criteria, whereby
these criteria are either company-related or individual in nature.
– The target amount may not exceed 50% of the annual fixed compensation. If targets are not attained, the
performance-related compensation may fall to zero. If all targets are significantly exceeded, it may go up
to a maximum of 100% of the annual fixed compensation.
– The Board of Directors determines the conditions that apply to shares/performance share units.
The calculated value (fair value) of the shares at the time of allocation may not exceed 100% of the
annual fixed compensation.
– The lock-in periods amount to at least three years.
– The Annual General Meeting holds a separate vote each year on the total amount of compensation
payable to the Board of Directors and to the Executive Committee.
– The vote has binding effect, and applies for the coming financial year to the relevant total maximum
amounts that may be paid to members of the Board of Directors and the Executive Committee.
– The additional amount for payments to persons newly appointed to the Executive Committee after the
binding vote of the Annual General Meeting on payments may not exceed 30% of the approved total
amount of compensation payable to the Executive Committee.
Principles for the
compensation of
members of the
Board of Directors
Principles for the
compensation of
members of the
Executive
Committee
Binding vote on the
compensation paid
to the Board of
Directors and
Executive Committee
Additional sum for
payments to mem-
bers of the Executive
Committee appoin-
ted after the binding
vote of the AGM
Pension benefits
– The pension benefits of members of the Executive Committee are only paid within occupational domestic
and foreign pension plans provided by the company or its Group companies.
– The benefits for the insured persons and the employer contributions are solely drawn from the
above-mentioned plans and/or corresponding regulations.
– Retirement benefits are provided solely within the context of the company’s ordinary pension plans.
The Articles of Association of Komax Holding AG can be found at www.komaxgroup.com/organization.
They also set out the number of permissible mandates that may be held by members of the Board
of Directors and Executive Committee in comparable roles at other companies with a commercial
purpose. These activities can be found in the profiles (› pages 108–116, Corporate Governance).
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6 PRINCIPLES OF THE COMPENSATION POLICY
6.1 BOARD OF DIRECTORS
The members of the Board of Directors only receive fixed compensation. This ensures that they are
independent in their supervision of the Executive Committee. Their compensation is paid in cash
and restricted shares, thereby ensuring alignment with the long-term interests of shareholders. The
amount of compensation reflects the importance of the mandate in question, and is based on the
typical levels of compensation paid to board members of other listed Swiss industrial companies
of comparable size and complexity. To this end, market analysis is commissioned by the Remune-
ration Committee at regular intervals. The last analysis in 2019 showed that the compensation of
the members of the Board of Directors was in line with the market. The compensation of this body
was not adjusted in 2023.
6.2 EXECUTIVE COMMITTEE
The compensation policy for the members of the Executive Committee is determined by the Board
of Directors. It is geared toward key principles that take into account the corporate strategy of the
Komax Group, which is designed to deliver profitable growth, as well as the company’s wider values
with respect to sustainability and social responsibility. The compensation system is intended to
provide an incentive to create and preserve value for shareholders.
The compensation paid to the Executive Committee is determined on the basis of the following
key factors:
Practice of competitors
The Komax Group reviews the market conformity of the compensation paid to the Executive Com-
mittee and other senior managers every three years using benchmarks based on comparable roles
at other internationally active Swiss industrial companies listed on the SIX Swiss Exchange. The
last benchmarking exercise was carried out in 2022 by Willis Towers Watson and encompassed
21 companies with a comparable complexity, size, and geographical reach to the Komax Group
from the sectors of systems and mechanical engineering, automation, chemicals, electrical engi-
neering, logistics, and supply engineering. The sources used for the benchmark are publicly
accessible data such as compensation reports and the Ethos study on remuneration in Swiss com-
panies. The results indicate a need for target compensation amounts to be increased. This is ad-
dressed in several stages since 2023.
Performance
The basis is the financial performance of the company and its relevant business areas, as well as
the attainment of individual targets agreed as part of the annual performance management process.
Available financial resources of the company and market situation
Budget-related considerations, inflation, and wage trends in local markets are all incorporated into the
evaluation.
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7.1 BOARD OF DIRECTORS
The members of the Board of Directors only receive fixed compensation. To strengthen the align-
ment of their interests with the long-term interests of shareholders, their compensation is paid partly
in cash and partly in restricted shares. The amount of the total compensation depends on the
responsibilities of the individual, the time taken up by their mandate and their additional roles on
the committees of the Board of Directors. It is based on the structure set out below.
Fixed fees for the Board of Directors
in CHF
Chair of the Board of Directors
Vice Chair of the Board of Directors
Member of the Board of Directors
Chair of a committee
Member of a committee
Basic annual
fee
217 500
90 000
90 000
10 000
5 000
Annual
allocation of
restricted
shares1
60 000
30 000
25 000
0
0
1 Fixed amount in CHF, is divided by the share price as per allocation date (average closing price over the last 40 trading days prior
to allocation) and rounded up to the nearest number of full shares.
Compensation is calculated according to the term of office. This begins with the election of the
individual members to the Board of Directors at the Annual General Meeting and lasts until the sub-
sequent Annual General Meeting. In the event of a member leaving or joining the Board of Directors
in between Annual General Meetings, the amount of compensation is based on the term of office
actually served during that year.
The amount of the defined basic fee is based on the assumption that the Board of Directors will
meet six times annually and each committee will meet twice. It covers all ordinary and extraordi-
nary meetings of the Board of Directors and the Committees.
The basic annual fee in cash is paid out in April and December for the current calendar year.
Restricted shares are allocated at the end of the member’s period of office shortly before the
Annual General Meeting. The lock-in period is three years. In the event of resignation from office
as a result of retirement, death, or disability, the entitlement to restricted shares is calculated pro
rata temporis. In such cases, the lock-in period may be either continued or rescinded at the discre-
tion of the Board of Directors. In the event of a change in company control, the lock-in period is
automatically rescinded.
Additional compensation may be paid for exceptional efforts that cannot be considered part of
ordinary activity by the Board of Directors. No additional compensation of this kind was granted
in 2023.
The compensation granted to members of the Board of Directors is subject to the standard
social security deductions. Members of the Board of Directors do not participate in the staff pension
plan of the Komax Group.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 7.2 EXECUTIVE COMMITTEE
In keeping with the principles of performance orientation and alignment with the long-term interests
of shareholders, the CEO and the other members of the Executive Committee receive a fixed salary
component, a variable, performance-related cash bonus, a long-term incentive component in the
form of performance share units, and occupational benefits.
Overview of the compensation system for the Executive Committee
Allocation of
performance
share units
based on
performance
achievement
level
Revenue
growth (1/3)
EBIT margin
(1/3)
TSR
(1/3)
Long-term incentive system
– Allocation of performance share units (PSUs) with a three-year vesting period,
based on function and business results, up to a maximum of 66 2/3% of fixed
base salary
– Number of allocated PSUs = fixed amount in CHF divided by average price
over the last 60 days prior to the start of the vesting period
– Payment in shares based on degree of attainment of three performance
targets (revenue growth, EBIT margin, and total shareholder return [TSR]) over
three years, each of which contributes 1/3 to the calculation each year
– Payout bandwidth 0–150%
CEO/CFO
Other members
Individual
performance
(25%)1
Individual
performance
(75%)1
Financial
performance of
Komax Group
(25%: revenues;
50%: EBIT)
Financial
performance of
Komax Group
(25%: EBIT)
Cash bonus
– Target bonus max. 50% of fixed base salary
– CEO/CFO: 75% financial performance of Komax Group (revenues 25%,
EBIT 50%); 25% individual performance
– Other Executive Committee members: 75% individual performance;
25% financial performance of Komax Group (EBIT)
– Payout bandwidth 0–175%, but up to max. 100% of fixed compensation
Fixed compensation
– Fixed base salary
Fixed base salary
Target salary
in event of
100% target
attainment
Insurance of
fixed compensation × 1.2
Occupational benefits
– Insurance as part of regular pension plan for employees
– Share of variable compensation insured by a multiplication of fixed
compensation (factor of 1.2)
Occupational benefits
Fixed compensation
Cash bonus
Long-term incentive system
1 Attainment of the Executive Committee’s individual quantitative targets can fall anywhere within a bandwidth of 0% to 200%.
130
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Purpose
Driver
Performance criterion
Period
Instrument
Fixed
compensation
Attract, retain,
motivate
Function, market
comparability
–
Ongoing
Monthly cash
payments
Cash bonus
Pay for performance
Financial and indivi-
dual performance
Revenues, EBIT,
individual objectives
One year
Yearly cash payment
Long-term
incentive system
Occupational
benefits
Align with sharehol-
der interests, pay for
performance
Function
Revenue growth,
EBIT margin, total
shareholder return
(TSR)
Protect against risks Market comparability
–
3 years
Ongoing
Performance share
units (PSUs)
Retirement savings/
insurance plan
Fixed compensation
a)
For all members of the Executive Committee, the fixed compensation component comprises the
fixed base salary and a fixed company car allowance in keeping with the current expense regulations.
Expense allowances are not included, as these are not considered compensation. The fixed salary
component and the cash bonus for 100% target attainment form what is known as the target salary.
The target salary is determined on the basis of the following factors:
– the tasks and responsibilities of the individual functions;
– the standard market compensation rate for the function in question (external benchmark);
– an internal peer comparison taking into account the proportionality of internal wage structures;
– the individual profile of the function holder, e.g. skills, experience, and performance;
– the company’s available financial resources.
Cash bonus
b)
The cash bonus depends on the financial performance of the company and the attainment of the
individually agreed objectives in the year under assessment. The target amount (target bonus) may
not exceed 50% of the annual fixed base salary for the CEO and all other members of the Executive
Committee. The cash bonus is paid out in April of the following year.
CEO and CFO
The cash bonus payable to the CEO and CFO is calculated as follows: 75% on the basis of the
financial performance of the Komax Group (Group revenues 25% and Group EBIT 50%) and 25%
on the basis of individual performance. The Board of Directors determines the performance achie-
vement level and the amount of the cash bonus payable to the CEO annually on the recommenda-
tion of the Remuneration Committee. Taking this as a basis, the Remuneration Committee then
defines the performance achievement level and the cash bonus of the CFO. If performance objec-
tives are not attained, the cash bonus may fall to zero. If all objectives are significantly exceeded,
the cash bonus may amount to a maximum of 175% of the target bonus, but no more than 100%
of annual fixed compensation.
Other members of the Executive Committee
The cash bonus payable to the other members of the Executive Committee is calculated as follows:
25% on the basis of the financial performance of the Komax Group (Group EBIT) and 75% on the
basis of individual performance. The performance achievement level and corresponding bonuses
are determined by the Remuneration Committee on the recommendation of the CEO. If performance
objectives are not attained, the cash bonus may fall to zero. If all objectives are significantly exceeded,
the cash bonus may amount to a maximum of 175% of the target bonus, but no more than 100%
of annual fixed compensation.
Financial and individual target attainment
The attainment of the financial targets set for the Komax Group is evaluated after the end of the
financial year. It may fall anywhere within a bandwidth of 0% to 200%.
131
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report The individual performance component of the individual members of the Executive Committee is
based on the attainment of personal objectives agreed as part of the annual performance manage-
ment process. These objectives may be both quantitative (financial) and qualitative (above all stra-
tegic) in nature. Strategic objectives may encompass, for example, the opening up of new markets,
the development of new products, the further development of a business unit, the improvement of
the Komax Group’s reputation, or the management of key projects or management objectives. A
further element from 2024 is ESG targets, which are based on the ESG targets set out in Strategy
2028 (› page 70). Attainment of individual objectives is evaluated after the end of the financial year
– it may fluctuate within a range of 0% to 100%.
In order to avoid the Komax Group suffering any competitive disadvantages, the Board of
Directors has resolved not to disclose the financial and individual objectives in detail. Any detailed
communication of these objectives would allow competitors to acquire in-depth insight into the
Komax Group’s strategy, which could in turn jeopardize implementation of this strategy. The annu-
ally defined objectives are generally very ambitious, and are designed to help the Komax Group
achieve its mid-term financial targets.
Long-term incentive system
c)
To ensure that the interests of the Executive Committee are aligned with long-term shareholder
interests, the Komax Group has a long-term incentive system linked to the company’s financial per-
formance. This plan comprises performance share units (PSUs) with a three-year vesting period
that are dependent on the attainment of performance targets over a period of three years and the
continuation of the employment relationship. Since the 2022 financial year, performance targets
have been structured over a broad base with three performance indicators with equal weighting:
revenue growth, EBIT margin, and total shareholder return (TSR). For the purpose of calculating the
TSR performance factor, the deviation of the TSR of the Komax Group from the mean TSR of a peer
group is relevant. The peer group is made up of twelve internationally active Swiss industrial
companies listed on the SIX Swiss Exchange and included in the SPI Extra. They are machinery
companies and/or suppliers to the automotive industry. Under the plans initiated prior to the 2021
financial year, the average RONCE figure set by the Board of Directors over three years was the
determining performance indicator.
Performance targets and share price development are key to the calculation of the payout
factor of the allocated performance share units (PSUs), and take into account the nature and vola-
tility of the Komax Group’s business in the relevant reporting period even in the elements of the
compensation that are aligned with long-term development. The company’s clear pay-for-perfor-
mance philosophy is thus consistently implemented.
The Board of Directors determines the allocation amounts in CHF, taking account of the import-
ance of the function and its impact on corporate results.
Calculation of PSU allocation
The number of PSUs allocated is calculated by dividing a fixed CHF amount by the average closing
share price during the 60 days preceding the start of the vesting period. The allocation may amount
to a maximum of 66 2/3% of the fixed base salary. The effective payment at the end of the three-
year vesting period is made in shares and is dependent on the performance factor, which in turn is
based on achievement of the targets for revenue growth, EBIT margin, and total shareholder return
set by the Board of Directors. Each of these values has a weighting of ¹/3. The overall performance
factor is calculated based on the sum of the performance factors for the three individual years, with
each year weighted ¹/3. The payout factor may range from 0% to 150%. The actual value of the all-
ocation at the end of the vesting period therefore depends on the payout factor and the develop-
ment of the share price over the course of the vesting period.
132
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Shares are definitively issued according to the following vesting rules:
– Performance factor below threshold value: 0% of PSUs are converted into shares (forfeiture
rate of 100%).
– Performance factor on target: 100% of PSUs are converted into shares.
– Performance factor at maximum performance level: 150% of PSUs are converted into shares (cap).
The payout factor between the threshold value, the target level, and the cap is obtained by linear
interpolation.
Number of shares allocated
at time of vesting
=
Number of PSUs originally gran-
ted to the individual in question
×
Payout factor
(0–150%)
Duration of plan
Plan period (2023–2025)
2023 plan year
2024 plan year
2025 plan year
Sum of performance factors (revenue growth, EBIT margin, TSR) for the three individual years
1 January 2023
Allocation of PSUs
31 December 2025
End of the vesting period
(payout factor between 0% and 150%)
In the event of any termination of employment, pro rata vesting applies at the ordinary vesting date.
The calculation is based on the number of whole months that have elapsed within the vesting
period until the departure date. Dismissals for cause are excluded from this; in such cases, all un-
vested PSUs are immediately forfeited and become worthless. In the event of a change in control,
accelerated pro rata vesting applies. The calculation is based on the number of whole months that
have elapsed by the date of change in control. This date is determined at the discretion of the Board
of Directors.
The Remuneration Committee reviews the variable compensation system regularly in order to
align compensation with the implementation of the corporate strategy as closely as possible.
Occupational benefits
d)
Members of the Executive Committee are insured under Komax Group’s ordinary pension scheme
in Switzerland. The amount insured is the annual fixed compensation multiplied by a factor of 1.2
in order to additionally insure at least a proportion of the variable compensation. Contributions are
graduated by age, and are shared equally between the insured person and the employer. The be-
nefits of the plan go beyond the statutory requirements of the Swiss Federal Law on Occupational
Retirement, Survivors’ and Disability Pension Plans, and are in line with the market practice of other
industrial companies in Switzerland.
Other provisions in employment contracts
e)
The employment contracts of members of the Executive Committee are concluded for an indefinite
period and stipulate a maximum notice period of twelve months. They do not contain any severance
agreement or change of control provisions.
133
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 8
COMPENSATION AND SHAREHOLDINGS
OF THE BOARD OF DIRECTORS IN 2023
Section 8.1 of the Compensation Report was audited by the company’s external auditor.
8.1 COMPENSATION
In 2023, the seven members of the Board of Directors received total compensation of CHF 1 087 629
(2022: CHF 985 961), of which CHF 810 833 was paid out in cash (2022: CHF 737 500), CHF 215 000 in
the form of restricted shares (2022: CHF 190 000), and CHF 61 795 as social benefit contributions (2022:
CHF 58 461). Contributions to pension plans amounted to CHF 0 (2022: CHF 0). Total compensation was
therefore in line with the maximum amount of CHF 1.23 million approved for the 2023 financial year at
the 2022 Annual General Meeting.
in CHF
Beat Kälin
David Dean
Andreas Häberli
Kurt Haerri
Mariel Hoch
Roland Siegwart
Jürg Werner
Total Board of Directors
Chairman
Member
Member
Member
Member
Member
Member
Basic
annual fee1
Allocation of
restricted shares2
Social benefits3
Total
compensation
2023
Total
compensation
2022
222 500
100 000
101 667
95 000
95 000
103 333
93 333
810 833
60 000
30 000
25 000
25 000
25 000
25 000
25 000
9 098
9 617
9 355
8 832
8 832
9 486
6 575
291 598
139 617
136 022
128 832
128 832
137 819
124 909
215 000
61 795
1 087 629
295 848
139 656
128 868
128 868
128 868
132 463
31 390
985 961
1 Basic annual fee in cash (incl. expense allowance).
2 Fixed amount in CHF, is divided by the share price as per allocation date (average closing price over the last 40 trading days prior to allocation) and rounded
up to the nearest number of full shares. The share price applied in 2023 was CHF 285.45.
3 Includes mandatory employer contributions to social insurance.
No compensation was paid to former members of the Board of Directors for the 2022 and 2023
financial years. Komax Group companies had not granted any guarantees, loans, advances, or
credits to members of the Board of Directors or parties closely linked to such persons as at 31 De-
cember 2023. No members of the Board of Directors or persons closely linked to them are or were
involved in Komax Group transactions outside their normal duties.
8.2 HOLDINGS OF SHARES AS AT 31 DECEMBER 2023
As at the end of 2022 and 2023, the members of the Board of Directors had the following holdings
of shares in the company:
Assets in units
Beat Kälin
David Dean
Andreas Häberli
Kurt Haerri
Mariel Hoch
Roland Siegwart
Jürg Werner
Total Board of Directors
Chairman
Member
Member
Member
Member
Member
Member
31.12.2023
31.12.2022
Shares
11 012
1 648
622
3 421
434
2 562
55
19 754
Shares
10 802
1 543
534
3 333
346
2 474
0
19 032
134
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 9
COMPENSATION AND SHAREHOLDINGS
OF THE EXECUTIVE COMMITTEE IN 2023
Sections 9.1 and 9.3 of the Compensation Report were audited by the company’s external auditor.
9.1 COMPENSATION AT GRANT VALUE
In 2023, the six members of the Executive Committee received total compensation of CHF 3 831 285
(2022: CHF 3 696 071). Of this amount, CHF 2 002 543 was paid as fixed compensation (2022:
CHF 1 643 860), CHF 440 391 as cash bonuses (2022: CHF 1 109 161), CHF 910 000 granted as
performance share units (2022: CHF 630 000), and CHF 478 350 comprised social security and
pension fund contributions (2022: CHF 313 050). The Executive Committee consisted of six members
in 2023 (2022: five members). Oliver Blauenstein took up the previously vacant position of Head of
the Quality Solutions Business Unit on 1 January 2023. In addition, Christian Mäder took over as CFO
and Member of the Executive Committee on 1 October 2023, succeeding Andreas Wolfisberg, who
stepped down as CFO on 30 September 2023 in light of his retirement at the end of the year under
review. Total compensation for the Executive Committee was therefore in line with the maximum
amount of CHF 6.0 million approved for the 2023 financial year at the 2022 Annual General Meeting.
in CHF
Fixed
compensation1
Cash bonus2
PSU allocation
(plan period
2023–2025)3
Social
benefits4
Total
compensation
2023
Total
compensation
2022
Matijas Meyer5
CEO
509 950
108 400
300 000
124 940
1 043 290
1 282 595
Total other members of the
Executive Committee6
1 492 593
331 991
610 000
353 410
2 787 995
2 413 476
Total Executive Committee
2 002 543
440 391
910 000
478 350
3 831 285
3 696 071
1 Expense allowances are not included in the fixed compensation as these are not considered compensation.
2 Bonus for 2023, payment in April 2024.
3 Fixed amount in CHF, is divided by the share price as per allocation date (average closing price over the last 60 trading days prior to allocation) and rounded
up to the nearest number of full shares. The share price applied in 2023 was CHF 245.64.
4 Includes mandatory employer contributions to social insurance of CHF 92 496 as well as contributions to occupational benefits (BVG). This amount entitles
members of the Executive Committee to draw the maximum state-insured pension benefits in the future.
5 Highest compensated member of Executive Committee in 2023.
6 In 2022, the Executive Committee consisted of the CEO and only four other members, which affected the level of compensation in 2022.
9.2 NOTES ON COMPENSATION
Pay-for-performance approach taking the example of the CEO in a five-year comparison
Revenues/EBIT in CHF million
Total compensation of CEO in CHF million
800
600
400
200
4
3
2
1
20231
2022
2021
2020
2019
Revenues
EBIT
Total compensation of CEO
1 Excluding one-time effects (revenues: CHF +10.9 million; EBIT: CHF +5.0 million).
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The 2023 financial year was characterized by a challenging environment. Among other things, eco-
nomic and geopolitical uncertainties, interest rate rises in key sales markets, and the muted develop-
ment of the Chinese market impacted on the willingness of customers to invest. This became par-
ticularly apparent from the middle of the year onward, with both revenues and EBIT remaining
below the Komax Group’s expectations. The integration of Schleuniger into the Komax Group was
intensively driven forward in 2023, with many projects – such as the optimization of the sales and
service network, as well as improvements to the corporate structure – being completed before the
year was out. In addition, the Executive Committee worked intensively on the new Strategy 2028,
which was unveiled in September 2023. Individual performance across a range of projects had an
influence on the variable compensation paid to members of the Executive Committee, as did the
financial development of the Komax Group.
Relation of variable to fixed compensation
In 2023, the CEO’s cash bonus amounted to 21% of fixed compensation (2022: 85%). This payout
level is due to the development of revenues and EBIT and the attainment of individual objectives.
For the other members of the Executive Committee, the cash bonus amounted to 22% of fixed
compensation (2022: 60%). The PSUs granted to the CEO in the year under review corresponded
to 59% of the annual fixed compensation (2022: 49%) and 41% for the other members of the Exe-
cutive Committee (2022: 34%). The cash bonus and PSU allocation are in line with the provisions
of the company’s Articles of Association, which allow for a maximum level of 100% of the annual
fixed base salary for each element of variable compensation.
The overall variable compensation of the CEO in 2023 amounted to 80% of the annual fixed
compensation (2022: 134%) and that of the other members of the Executive Committee to 63%
(2022: 93%). Further details on the participation plans can be found in the notes to the consolidated
financial statements on pages 173–175.
Former members of the Executive Committee
For the 2023 financial year, no compensation was paid to members of the Executive Committee
who left the company. Komax Group companies had not granted any guarantees, loans, advances,
or credits to members of the Executive Committee or parties closely linked to such persons as at
31 December 2023. No members of the Executive Committee or persons closely linked to them are
or were involved in Komax Group transactions outside their normal duties.
9.3 REALIZED COMPENSATION
Performance Share Units
The annually allocated performance share units (PSUs) are paid out to the members of the Executive
Committee in the form of shares after a three-year vesting period. In 2023, this payout took place
for the period 2020–2022. The members of the Executive Committee received shares with a total
value of CHF 864 736 (allocation amount on 1 January 2020: CHF 518 667, relevant share price:
CHF 219.65). In 2022, shares with a total value of CHF 147 974 were remunerated.
The 2020–2022 allocation plan had a performance factor of 150.0%, made up of the average
RONCE figure over three years. Over the plan period of 2020 to 2022, the Komax share price rose
from CHF 219.65 to CHF 244.00. The value appreciation, determined from the share price develop-
ment and performance factor, therefore amounted to 66.7%.
136
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Performance share units in a three-year comparison
Price at
point of allocation
in CHF
Price at
point of conversion
in CHF
Performance factor
Value development
of allocated share
packages
2018–2020
2019–2021
2020–2022
295.00
265.51
219.65
230.80
241.00
244.00
47.8%
40.1%
150.0%
–62.6%
–63.6%
66.7%
Performance factors from the 2021–2023 plan period
Since the 2021–2023 plan period, new performance indicators have been applied for the calculation
of shares paid to the members of the Executive Committee for the allocated PSUs (› page 130).
These recorded mixed developments over the three years, resulting in a performance factor of
114.9% for the overall plan period. These shares will be paid out in 2024.
Financial performance
(revenue growth and EBIT
margin)1
Total shareholder
return (TSR)
Overall performance
factor
2021
2022
2023
Average 2021–2023
150.0%
150.0%
66.9%
122.3%
1 Revenue growth and EBIT margin are weighted equally.
150.0%
150.0%
0.0%
100.0%
150.0%
150.0%
44.6%
114.9%
Total compensation
The total compensation figure for 2023 of CHF 3 786 021 (2021: CHF 3 214 045) is significantly
below the maximum amount of CHF 6 000 000 approved at the 2022 Annual General Meeting
(2022: CHF 5 200 000).
in CHF
Fixed
compensation1
Cash bonus2
PSU allocation
(plan period
2020–2022)
Social
benefits3
Total
compensation
2023
Total
compensation
2022
Matijas Meyer4
CEO
509 950
108 400
366 732
124 940
1 110 022
1 105 377
Total other members of the
Executive Committee5
1 492 593
331 991
498 004
353 410
2 675 999
2 108 668
Total Executive Committee
2 002 543
440 391
864 736
478 350
3 786 021
3 214 045
1 Expense allowances are not included in the fixed compensation as these are not considered compensation.
2 Bonus for 2023, payment in April 2024.
3 Includes mandatory employer contributions to social insurance of CHF 92 496 as well as contributions to occupational benefits (BVG). This amount entitles
members of the Executive Committee to draw the maximum state-insured pension benefits in the future.
4 Highest compensated member of Executive Committee in 2023.
5 In 2022, the Executive Committee consisted of the CEO and only four other members, which affected the level of compensation.
137
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report 9.4 HOLDINGS OF SHARES AS AT 31 DECEMBER 2023
As at the end of 2022 and 2023, the members of the Executive Committee had the following holdings
of shares in the company:
Assets in units
Matijas Meyer
Christian Mäder1
Oliver Blauenstein2
Jürgen Hohnhaus
Tobias Rölz
CEO
CFO
Executive Vice President
Executive Vice President
Executive Vice President
Marc Schürmann
Executive Vice President
Andreas Wolfisberg3
CFO
Total Executive Committee
1 Member of the Executive Committee since 1 October 2023.
2 Member of the Executive Committee since 1 January 2023.
3 Member of the Executive Committee until 30 September 2023.
31.12.2023
Shares
31.12.2022
Shares
6 494
250
0
0
514
1 083
n. s.
8 341
4 991
n. s.
n. s.
0
113
537
939
6 580
As regards the personnel changes within the Executive Committee, no severance payments or pay-
ments for taking up office were made, in line with the compensation philosophy of the Komax Group.
10 MANDATES OUTSIDE THE KOMAX GROUP
Pursuant to Art. 734e of the Swiss Code of Obligations, the comparable roles of the Members of
the Board of Directors and Executive Committee at companies with a commercial purpose are set
out below. More detailed information on individual profiles can be found in the Corporate Governance
Report (› pages 108–110 and 115–116).
Overview of the mandates of the Board of Directors and the Executive Committee 2023
Mandates
Board of Directors
Beat Kälin
David Dean
Andreas Häberli
Kurt Haerri
Mariel Hoch
CabTec Holding AG and Huber+Suhner AG (Member of the Board of Directors)
Bossard Holding AG, Burckhardt Compression Holding AG, Brugg Group AG, and
Metall Zug AG (Member of the Board of Directors)
PhenoSign AG (Chairman of the Board of Directors) and Kardex Holding AG (Member of
the Board of Directors)
4B AG and Bertschi Holding AG (Member of the Board of Directors)
Comet Holding AG, MEXAB AG, and SIG Group AG (Member of the Board of Directors)
Roland Siegwart
Evatec Holding AG, NZZ Media Group, and Voliro AG (Member of the Board of Directors)
Jürg Werner
Haag-Streit Holding AG and V-ZUG AG (Member of the Board of Directors)
Executive Committee
Matijas Meyer
none
Christian Mäder
O. Kleiner AG (Member of the Board of Directors)
Oliver Blauenstein
Jürgen Hohnhaus
Tobias Rölz
none
none
none
Marc Schürmann
Abnox AG (Member of the Board of Directors)
138
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Report of the statutory auditor to the General Meeting of Komax Holding AG, Dierikon.
REPORT ON THE AUDIT OF THE
REMUNERATION REPORT
Opinion
We have audited the remuneration report of Komax Holding AG (the Company) for the year ended
31 December 2023. The audit was limited to the information pursuant to article 734a-734f CO in
the sections marked ’audited’ on pages 134 to 138 of the remuneration report.
In our opinion, the information pursuant to article 734a-734f CO in the accompanying remune-
ration report complies with Swiss law and the Company’s articles of incorporation.
Basis for opinion
We conducted our audit in accordance with Swiss law and Swiss Standards on Auditing (SA-CH).
Our responsibilities under those provisions and standards are further described in the ’Auditor’s
responsibilities for the audit of the remuneration report’ section of our report. We are independent
of the Company in accordance with the provisions of Swiss law and the requirements of the Swiss
audit profession, and we have fulfilled our other ethical responsibilities in accordance with these
requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Other information
The Board of Directors is responsible for the other information. The other information comprises
the information included in the annual report, but does not include the sections marked ’audited’
in the remuneration report, the consolidated financial statements, the financial statements and our
auditor’s reports thereon.
Our opinion on the remuneration report does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the remuneration report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the audited financial information in the remuneration report or our knowledge obtained in the audit,
or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.
Board of Directors’ responsibilities for the remuneration report
The Board of Directors is responsible for the preparation of a remuneration report in accordance
with the provisions of Swiss law and the Company’s articles of incorporation, and for such internal
control as the Board of Directors determines is necessary to enable the preparation of a remune-
ration report that is free from material misstatement, whether due to fraud or error. It is also respon-
sible for designing the remuneration system and defining individual remuneration packages.
139
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Auditor’s responsibilities for the audit of the remuneration report
Our objectives are to obtain reasonable assurance about whether the information pursuant to article
734a-734f CO is free from material misstatement, whether due to fraud or error, and to issue an
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is
not a guarantee that an audit conducted in accordance with Swiss law and SA-CH will always detect
a material misstatement when it exists. Misstatements can arise from fraud or error and are consi-
dered material if, individually or in the aggregate, they could reasonably be expected to influence the
economic decisions of users taken on the basis of this remuneration report.
As part of an audit in accordance with Swiss law and SA-CH, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement in the remuneration report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not de-
tecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
– Obtain an understanding of internal control relevant to the audit in order to design audit procedu-
res that are appropriate in the circumstances, but not for the purpose of expressing an opinion on
the effectiveness of the Company’s internal control.
– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made.
We communicate with the Board of Directors or its relevant committee regarding, among other mat-
ters, the planned scope and timing of the audit and significant audit findings, including any significant
deficiencies in internal control that we identify during our audit.
We also provide the Board of Directors or its relevant committee with a statement that we have
complied with relevant ethical requirements regarding independence, and communicate with them
all relationships and other matters that may reasonably be thought to bear on our independence,
and where applicable, actions taken to eliminate threats or safeguards applied.
PricewaterhouseCoopers AG
Thomas Brüderlin
Licensed audit expert
Auditor in charge
Basel, 11 March 2024
Korbinian Petzi
Licensed audit expert
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
Consolidated financial statements
Consolidated income statement
Consolidated balance sheet
Consolidated statement of shareholders’ equity
Consolidated cash flow statement
Notes on the consolidated financial statements
General information
Performance
Operating assets and liabilities
Capital and financial risk management
Group structure
Other information
Report on the audit of the consolidated financial statements
Financial statements of Komax Holding AG
Balance sheet of Komax Holding AG
Income statement of Komax Holding AG
Notes on the 2023 financial statements of Komax Holding AG
Proposal for the appropriation of profit
Report on the audit of the financial statements
Five-year overview
142
142
143
144
145
146
146
148
155
163
167
172
178
183
183
184
185
189
190
194
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Komax Group Annual Report 2023
ESG BerichtContent OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFINANCIAL REPORT CONSOLIDATED INCOME STATEMENT
in TCHF
Net sales
Other operating income
Revenues
Change in inventory of unfinished and finished goods
Cost of materials
Gross profit
Personnel expenses
Depreciation on property, plant, and equipment
Depreciation on intangible assets
Other operating expenses
Operating profit (EBIT)
Financial result
Group earnings before taxes (EBT)
Income taxes
Group earnings after taxes (EAT)
Of which attributable to:
– Shareholders of Komax Holding AG
– Non-controlling interest
Basic earnings per share (in CHF)
Diluted earnings per share (in CHF)
Notes
2023
%
2022
%
743 165
19 758
599 170
7 162
762 923
100.0
606 332
100.0
–16 322
–272 175
36 204
–269 676
474 426
62.2
372 860
61.5
–277 021
–13 718
–6 460
–104 419
–209 268
–12 454
–4 753
–74 653
72 808
9.5
71 732
11.8
8.0
5.7
–11 884
60 924
–17 088
43 836
43 836
0
8.55
8.53
10.7
8.5
–6 892
64 840
–13 067
51 773
51 773
0
12.11
12.06
1.2
1.2
1.3
2.4
2.5
1.3
1.4
1.5
1.6
1.6
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in TCHF
Assets
Cash and cash equivalents
Securities
Trade receivables
Other receivables
Inventories
Accrued income and prepaid expenses
Assets held for sale
Total current assets
Property, plant, and equipment
Intangible assets
Deferred tax assets
Other non-current receivables
Total non-current assets
Total assets
Liabilities
Current financial liabilities
Trade payables
Other payables
Current provisions
Accrued expenses and deferred income
Total current liabilities
Non-current financial liabilities
Other non-current liabilities
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Share capital
Capital surplus
Treasury shares
Retained earnings
Notes
31.12.2023
%
31.12.2022
%
2.1
2.1
2.2
2.3
2.4
2.4
2.5
1.5
2.6
3.1
2.7
2.7
2.7
3.1
1.5
3.2
3.2
76 237
21
143 278
23 566
193 592
11 334
0
82 735
12
182 752
25 899
204 743
10 055
16 686
448 028
63.2
522 882
66.7
222 919
19 300
17 190
1 480
218 696
19 760
20 612
1 556
260 889
36.8
260 624
33.3
708 917
100.0
783 506
100.0
4 013
27 486
70 366
5 364
37 049
12 382
35 017
82 442
5 207
46 413
144 278
20.4
181 461
23.1
24.5
44.9
165 172
2 246
6 625
174 043
318 321
513
334 475
–3 656
59 264
23.7
46.8
175 877
2 117
7 462
185 456
366 917
513
348 591
–1 015
68 500
Equity attributable to shareholders of Komax Holding AG
390 596
55.1
416 589
53.2
Total liabilities and shareholders’ equity
708 917
100.0
783 506
100.0
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report CONSOLIDATED STATEMENT OF
SHAREHOLDERS’ EQUITY
in TCHF
Notes
Share
capital
Premium
Treasury
shares
Goodwill
offset
Currency
differences
Other
retained
earnings
Total
retained
earnings
Sharehol-
ders’ equity
of Komax
Holding AG
Balance as at
1 January 2022
Group earnings after taxes
Capital increase
Dividend paid
Share-based payments
Goodwill offset with
shareholders’ equity
Currency translation
differences recorded in
the reporting period
Balance as at
31 December 2022
Balance as at
1 January 2023
Group earnings after taxes
Distribution out of reserves
from capital contributions
Dividend paid
Share-based payments
Goodwill offset with
shareholders’ equity
Currency translation
differences recorded in
the reporting period
Balance as at
31 December 2023
Purchase of treasury shares
3.2
385
22 113
–1 888
–90 619
–19 510
354 423
244 294
264 904
128
326 478
873
51 773
51 773
0
–17 303
–17 303
1 086
1 086
51 773
326 606
–17 303
1 959
4.2
–200 027
–200 027
–200 027
513
348 591
–1 015
–290 646
–30 833
389 979
68 500
416 589
–11 323
–11 323
–11 323
513
348 591
–1 015
–290 646
–30 833
389 979
43 836
68 500
43 836
416 589
43 836
–14 116
–4 738
2 097
0
–14 116
–14 116
–521
0
–521
–14 116
–14 116
–4 738
1 576
4.2
–21 265
–21 265
–21 265
513
334 475
–3 656
–311 911
–48 003
419 178
59 264
390 596
–17 170
–17 170
–17 170
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CONSOLIDATED CASH FLOW STATEMENT
Notes
2023
2022
43 836
51 773
1.5
2.4
2.5
1.4
2.4
2.5
4.2
3.2
17 088
13 718
6 460
–11 754
1 576
11 884
1 180
–11 275
–14 877
476
34 252
2 077
–9 834
–22 741
62 066
–20 842
29 265
–7 693
1 477
–13 277
692
0
13 067
12 454
4 753
62
1 959
6 892
1 341
–6 484
–7 097
–431
–35 607
–24 776
1 398
19 706
39 010
–8 836
414
–4 245
0
–9 280
0
559
–10 378
–21 388
51 688
17 622
–8 712
–12 079
–14 116
–14 116
–4 738
–53 761
–4 425
–6 498
82 735
76 237
5 000
29 490
0
–17 303
0
17 187
–2 745
32 064
50 671
82 735
in TCHF
Cash flow from operating activities
Group earnings after taxes
Adjustment for non-cash items
− Taxes
− Depreciation and impairment of property, plant, and equipment
− Depreciation and impairment of intangible assets
− Profit (–) / loss (+) from sale of non-current assets1
− Expense for share-based payments
− Net financial result
Interest received and other financial income
Interest paid and other financial expenses
Taxes paid
Increase (+) / decrease (–) in provisions
Increase (–) / decrease (+) in trade receivables
Increase (–) / decrease (+) in inventories
Increase (+) / decrease (–) in trade payables
Increase (–) / decrease (+) in other net current assets
Total cash flow from operating activities
Cash flow from investing activities
Investments in property, plant, and equipment
Sale of property, plant, and equipment
Investments in intangible assets
Sale of intangible assets
Investments in Group companies and participations2
Sale of Group companies
Sale of associated companies
Total cash flow from investing activities
Free cash flow3
Cash flow from financing activities
Increase (+) / decrease (–) in current financial liabilities
Increase (+) / decrease (–) in non-current financial liabilities
Distribution out of reserves from capital contributions
Dividend paid
Purchase of treasury shares
Total cash flow from financing activities
Effect of currency translations on cash and cash equivalents
Increase (+) / decrease (–) in funds
Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December
1 Mainly profit from property held for sale.
2 Less cash and cash equivalents acquired.
3 No Swiss GAAP FER defined key figure, see note 5.5.
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FINANCIAL STATEMENTS
GENERAL INFORMATION
Headquartered in Dierikon, Switzerland, Komax Holding AG (parent company), together with its
subsidiary companies (the Komax Group), is a pioneer and market leader in the field of automated
wire processing, providing customers with innovative, future-oriented solutions in any situation that
calls for precise contact connections.
These consolidated financial statements were adopted by the Board of Directors of Komax
Holding AG on 11 March 2024 and released for publication. Their approval by the Annual General
Meeting, scheduled for 17 April 2024, is pending.
Accounting policies
The consolidated financial statements of the Komax Group are based on the individual financial
statements of the Group companies, compiled in accordance with uniform standards, as at 31 De-
cember 2023. The consolidated financial statements have been drawn up in accordance with the
entire existing guidelines of Swiss GAAP FER (Swiss Accounting and Reporting Recommendations).
Furthermore, the provisions of Swiss company law have been complied with. The consolidated
financial statements are based on the principle of historic acquisition cost (with the exception of
securities and derivative financial instruments, which are recorded at their fair values), and have
been drawn up under the “going concern” assumption.
The accounting and valuation principles relevant to an understanding of the annual financial
statements are described in the relevant explanatory notes.
Key recognition and measurement assumptions
Preparation of the consolidated financial statements requires the Board of Directors and Group Manage-
ment to make estimates and assumptions, whereby such estimates and assumptions have an effect on
the accounting principles applied and are reflected in the amounts stated under assets, liabilities, income,
expenses, and related disclosures. Their estimates and assumptions are based on past experience and on
various other factors deemed applicable in the current situation. These form the basis for reporting those
assets and liabilities that cannot be measured directly from other sources. The actual values may differ
from these estimates. The following material estimates are included in the consolidated financial state-
ments:
Recognition of revenue according to the POC method
Current and deferred income taxes
Impairment of property, plant, and equipment
Impairment of intangible assets and goodwill
Contingent consideration
Provisions
Page
149
153
157
161
162
162
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Key events of the reporting period
2023 was characterized by a challenging market environment. This was reflected both in the order
intake and from mid-year onward in revenues as customers increasingly began to delay their invest-
ment projects. The long-term trend toward automation is intact, and with its strategy 2028 the
Komax Group is ready to seize the opportunities that present themselves and generate further pro-
fitable growth.
Economic and geopolitical uncertainties had an impact on the 2023 financial year for the Komax
Group. Among other things, interest rate rises in key sales markets and sluggish market development
in China made customers reluctant to invest. As the year progressed, this became increasingly
apparent when it came to making investment decisions. As a result, the order intake for the full year
amounted to CHF 686.5 million or +1.3% compared with the strong prior year (CHF 678.1 million).
Revenues came in at CHF 762.9 million (2022: CHF 606.3 million), equivalent to an increase of
25.8%. The operating result (EBIT) stood at CHF 72.8 million (2022: CHF 71.7 million). Group earnings
after taxes (EAT) came in at CHF 43.8 million (2022: CHF 51.8 million), a change of –15.3% year on
year. The sale of the building at the production site in Rotkreuz, Switzerland, contributed CHF 11.1
million on the EBIT, while expenses incurred in connection with the closure of the Jettingen location
in Germany impacted the EBIT in an amount of CHF –6.1 million.
The companies of the Schleuniger Group were successfully integrated into the Komax Group
in 2023. The organizational focus in the reporting year lay on optimization of the global distribution
and service network. The distribution channels of Komax and Schleuniger were amalgamated in
order to facilitate the best possible response to customer needs and enable the portfolio to be
offered from a single source. Among other things, this involved Komax Portugal being sold to
distribution partner Estanflux in Spain, which now covers the entire Iberian Peninsula. In addition,
the Komax Group also acquired Alcava Group, Schleuniger’s distribution partner in France, Moroc-
co, and Tunisia, thereby further strengthening the Group’s market position in these growth markets.
With the exception of a few countries, the optimization measures were completed in 2023.
In order to expand its offering, the Komax Group acquired a specialist in automated wire pre-
fabrication in 2023 in the form of the German company WUSTEC. Thanks to WUSTEC’s digital
platform, companies active in control cabinet and machine building can order prefabricated, labe-
led wire harnesses for delivery within 48 hours.
Events after the balance sheet date
No significant events occurred between the balance sheet date and the approval of the consolida-
ted financial statements by the Board of Directors on 11 March 2024 which might adversely affect
the information content of the 2023 consolidated financial statements or which would require disc-
losure.
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1
In this section, we provide details of the 2023 result of the Komax Group. In addition to earnings
per share, we also provide details of revenues, expenses, the financial result, and taxes.
The operating profit (EBIT) of the Komax Group increased from CHF 71.7 million in 2022 to
CHF 72.8 million in 2023. The chart below illustrates the year-on-year change between the current
reporting period and the prior year.
101.6
–67.7
in CHF million
180
135
90
71.7
45
–3.0
–29.8
72.8
EBIT 2022
Gross profit
Personnel
expenses
Depreciation
Operating
expenses
EBIT 2023
1.1 Segment information
The Komax Group is a global technology company that focuses on markets in the automation
sector. As a manufacturer of innovative and high-quality solutions for the wire processing industry,
the Komax Group helps its customers implement economical and safe manufacturing processes,
especially in the automotive supply sector. All Group companies are active in wire processing, have
a uniform customer base, and are centrally managed. The Board of Directors and the Group
Executive Committee, which make the key strategic and operating decisions, manage the Komax
Group primarily on the basis of the financial statements of the individual companies, the manage-
ment information system, and the consolidated financial statements. Due to the commercial simi-
larity and interconnections between the Group companies, the Komax Group presents its business
in amalgamated form as a single segment, in accordance with Swiss GAAP FER 31.
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1.2 Revenues
Revenues by region
a)
The percentage breakdown of revenues by region is as follows:
2023
45.1%
Europe
27.0%
North and
South
America
16.3%
Asia/
Pacific
11.6%
Africa
2022
42.5%
Europe
22.0%
Asia/
Pacific
21.8%
North and
South
America
13.7%
Africa
Construction contracts
b)
In the current reporting period, revenues of CHF 14.6 million (2022: CHF 6.3 million) were recorded
from long-term construction contracts on the basis of the POC method.
c)
Other operating income
in TCHF
Own work capitalized
Government grants
Gains from the disposal of non-current assets1
Other income
Total other operating income
1 Mainly profit from property held for sale.
2023
1 969
1 506
11 862
4 421
19 758
2022
2 811
1 215
218
2 918
7 162
In the current period, revenues from the rental of operational buildings of CHF 0.8 million (2022:
CHF 0.8 million) were recognized in other income.
Key recognition and measurement assumptions
Automated assembly and production contracts are measured according to the POC method, provided the
assessment meets the requirements of Swiss GAAP FER 22 “Long-term contracts.” Although projects are
assessed monthly and in good faith in accordance with comprehensive project management guidelines,
subsequent corrections may be required. These corrections are made in the following period and may have
a positive or negative impact on revenue in this period.
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Revenue recognition
Sale of goods
Sale of services
Manufacturing
contracts
Government grants
The Komax Group’s consolidated income statement is compiled using the nature
of expense method. Net sales comprise the fair value of considerations received
or receivable for the sale of goods and services in the course of ordinary business
activities after deducting VAT, returns, discounts, and price reductions, and eli-
minating intragroup sales. Revenues are recognized as described below. For any
intermediated transactions, only the value of services provided by Komax itself is
reported. Transactions with a number of individually identifiable component parts
are recorded and valued separately.
Revenue from the sale of goods is recognized when risk and rewards of owner-
ship have been transferred to the buyer. All expenses connected with sales are
recognized on an accrual basis.
Revenue from the sale of services is recognized in accordance with progress on
the service according to the ratio of completed to still outstanding services to be
performed during the financial year in which the services are rendered.
Manufacturing contracts in the automated assembly and production business
units, involving the customer-specific manufacture of systems, are valued
according to the percentage of completion method (POC) in accordance with
Swiss GAAP FER 22. On the balance sheet, these are reported either under
“Trade receivables” or “Other payables,” depending on the degree to which they
are underfinanced or overfinanced. The percentage of completion is calculated
according to the “cost-to-cost method” (costs incurred in relation to the overall
estimated costs of the contract). Anticipated project losses are recognized in
full in the income statement. Any costs of debt capital are capitalized provided
debt capital is raised for the purpose of financing the project and its costs can be
directly attributed to a manufacturing contract.
Government grants are recognized if it is likely that the payments will be recei-
ved and the Komax Group can fulfil the conditions attached to such subsidies.
These are recognized in “Other operating income” regardless of when payment
is received and on a pro rata basis in the period in which the associated costs
are incurred, and charged to the income statement as an expense. Grants in the
form of short-time working compensation are offset against personnel expenses.
Grants relating to an asset are deducted from the carrying amount.
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a)
Personnel expenses
in TCHF
Wages and salaries
Share-based payments settled with equity instruments
Share-based payments settled in cash
Social security and pension contributions
Other personnel costs (in particular training and development)
Total personnel expenses
b)
Other operating expenses
2023
2022
–221 189
–166 650
–1 576
–158
–42 915
–11 183
–1 999
–761
–30 796
–9 062
–277 021
–209 268
in TCHF
2023
2022
Expenditure on operating equipment and energy
Rental expenses
Repair and maintenance expenses
Third-party services for development expenses
Representation and marketing expenses
Legal and consultancy expenses
Shipping and packaging expenses
Expenditure on administration and sales
Insurance
Expenses from the liquidation of fixed assets
–4 974
–7 787
–30 034
–11 186
–18 600
–12 028
–9 705
–7 216
–2 701
–188
–4 064
–3 943
–21 121
–9 517
–13 584
–6 605
–9 976
–3 658
–1 904
–281
Total other operating expenses
–104 419
–74 653
Leases with the
Komax Group
as lessee
Only in exceptional cases does the Komax Group act as a lessee in financial lea-
se agreements. A financial lease arises when the lessor transfers virtually all the
risks and benefits associated with ownership of the leasing object to the lessee.
At the beginning of the contract term, the object in question is recorded on the
balance sheet as both an investment asset and a liability at its fair value or (if
lower) at the net cash value of future leasing payments. Every lease installment is
broken down into financing costs on the one hand and repayment of the residual
debt on the other, so the interest rate remains constant for the residual liability.
Financing costs are booked directly to the income statement as an expense. Ca-
pitalized leasing objects are depreciated over their estimated economically useful
life, or (if lower) over the contractual period in question.
An operating lease agreement arises when a substantial proportion of the
risks associated with ownership remains with the lessor. Payments for operating
leasing agreements are booked to the income statement as an expense in a
linear way for the entire duration of the agreement.
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in TCHF
Interest result (net)
Exchange rate translation differences (net)
Result from associated companies
Total financial result
1.5 Taxes
a)
Income taxes
in TCHF
Current income taxes
Deferred tax income (+) / tax expenses (–)
Total income taxes
Analysis of the tax rate
2023
2022
–5 186
–6 698
0
–11 884
–3 106
–3 893
107
–6 892
2023
2022
–12 312
–4 776
–11 487
–1 580
–17 088
–13 067
in TCHF
2023
%
2022
%
Group earnings before taxes (EBT)
Expected tax expenses
Impact of non-capitalized tax-loss carry forwards
Utilization of non-capitalized tax-loss carry forwards
Effect of changes in tax rate
Tax credits / charges from prior years
Effect of non-deductible expenses
Effect of non-taxable income
Non-reclaimable withholding taxes
Others
60 924
–12 985
–5 379
866
–84
142
–420
1 112
–543
203
21.3
8.8
–1.4
0.1
–0.2
0.7
–1.8
0.9
–0.3
64 840
–13 598
–2 231
2 325
167
123
–1 533
2 207
–428
–99
21.0
3.4
–3.6
–0.3
–0.2
2.4
–3.4
0.7
0.2
Effective tax expenses
–17 088
28.0
–13 067
20.2
As the Group operates internationally, its income taxes are dependent on a number of different tax
jurisdictions. The expected income tax rate is equivalent to the weighted average of tax rates of
those countries in which the Group is active. Due to the composition of the taxable income of the
Group, as well as changes in local tax rates, this Group tax rate varies from year to year.
The expected tax rate based on the ordinary result was 21.3% (2022: 21.0%).
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Deferred tax assets and liabilities
in TCHF
31.12.2023
31.12.2022
Property, plant, and equipment / intangible assets
Trade receivables and inventories1
Provisions
Other items
Total deferred tax assets (gross)
Offset against deferred tax liabilities
Balance sheet deferred tax assets
Property, plant, and equipment / intangible assets
Trade receivables and inventories
Provisions
Other items
Total deferred tax liabilities (gross)
Offset against deferred tax assets
Balance sheet deferred tax liabilities
13 458
6 017
2 875
1 463
23 813
–6 623
17 190
8 391
2 867
1 399
591
13 248
–6 623
6 625
14 275
5 866
3 018
2 825
25 984
–5 372
20 612
8 135
3 434
1 077
188
12 834
–5 372
7 462
Net deferred tax assets (+) / tax liabilities (–)
10 565
13 150
1 Including unrealized intragroup profit.
The non-capitalized and unused tax-loss carry forwards expire as follows:
in TCHF
Within 5 years
After more than
5 years
Total
Expiry of unutilized tax-loss carry forwards
31 December 2023
31 December 2022
12 954
7 857
76 497
71 897
89 451
79 754
This results in a deferred tax claim (not recognized in the balance sheet) for as yet unutilized tax-
loss carr y forwards of CHF 19.4 million (31 December 2022: CHF 18.3 million) as well as
CHF 3.2 million (31 December 2022: CHF 3.5 million) in non-recognized tax credits.
Key recognition and measurement assumptions
In determining the assets and liabilities from current and deferred income taxes, estimates must be made
on the basis of existing tax laws and ordinances. Numerous internal and external factors may have favorab-
le or unfavorable effects on the assets and liabilities from income taxes. These factors include changes in
tax laws and ordinances, as well as the way they are interpreted, in addition to changes in tax rates and the
total amount of taxable income for the particular location. Any changes may affect the assets and liabilities
from current and deferred income taxes carried in future reporting periods.
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Deferred taxes
Deferred and future tax expenses are calculated on the basis of the comprehen-
sive liability method. This method is based on the tax rates and tax regulations
applicable on the balance sheet date or which have in essence been enacted and
are expected to apply at the time the deferred tax claim is realized or the deferred
tax liability is settled. Deferred and future taxes are calculated on the basis of the
temporary differences in value between the individual balance sheets and balance
sheets for tax purposes. Such differences primarily exist in the case of non-current
assets, inventories, and some provisions. Deferred tax assets are recognized in the
amount corresponding to the probability that the Group companies in question will
generate sufficient future taxable income to absorb the relevant positive differences
in the tax assets.
Loss carry
forwards
Future tax savings from offsettable tax-loss carry forwards are not capitalized. The
use of these tax-loss carry forwards is recorded upon realization.
Temporary
differences on
investments in
subsidiaries
and associates
Deferred tax liabilities are not provided on temporary differences arising on invest-
ments in subsidiaries and associates, except where the timing of the reversal of the
temporary difference cannot be determined by the Group and it is consequently
probable that the temporary difference will not reverse in the foreseeable future.
1.6 Earnings per share (EPS)
in CHF
2023
2022
Group earnings (attributable to shareholders of Komax Holding AG)
43 835 911
51 773 064
Weighted average number of outstanding shares
Basic earnings per share
5 124 960
4 273 799
8.55
12.11
Group earnings (attributable to shareholders of Komax Holding AG)
43 835 911
51 773 064
Weighted average number of outstanding shares
Adjustment for dilution effect of share-based compensation plans
Weighted average number of outstanding shares for
calculating diluted earnings per share
Diluted earnings per share
5 124 960
4 273 799
15 012
19 080
5 139 972
4 292 879
8.53
12.06
RECOGNITION AND MEASUREMENT
Earnings per
share
Basic earnings per share are calculated by dividing the consolidated Group earnings
after taxes (EAT) by the average number of shares outstanding during the fiscal year,
excluding treasury shares. Diluted earnings per share are calculated by adding all
option rights and non-vested equity rights which would have had a dilutive effect to
the average number of shares outstanding.
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2
In this section we describe the current and non-current operating assets and liabilities. Among
other things, this includes further details on receivables, inventories, tangible assets, and
intangible assets.
2.1 Current receivables
a)
Trade receivables
in TCHF
Trade receivables
less provision for impairment
Accruals for construction contracts (POC)
less prepayments for construction contracts (POC)
Total
31.12.2023
31.12.2022
139 367
–1 263
11 239
–6 065
183 673
–2 124
5 283
–4 080
143 278
182 752
Overdue trade receivables that had not been written down amounted to CHF 50.3 million on
31 December 2023 (31 December 2022: CHF 60.1 million). Their maturity structure is set out in the
following table:
in TCHF
Number of days
As at 31 December 2023
As at 31 December 2022
1–30
20 961
27 199
31–60
8 126
11 353
61–90
4 817
9 275
91–120
3 574
2 746
>120
12 854
9 479
Total
50 332
60 052
Other receivables
b)
In addition to prepayments to suppliers of CHF 1.6 million (31 December 2022: CHF 2.3 million),
other receivables mainly comprise credits due from government organizations (tax authorities) and
bills receivable.
RECOGNITION AND MEASUREMENT
Current
receivables
Receivables are recorded at nominal value. Impaired receivables are value-adjusted
on an individual basis; no flat-rate value adjustments are calculated for the remaining
portfolio.
For manufacturing contracts of systems, the inventory includes all costs asso-
ciated with the systems as well as the production costs. The order costs comprise all
costs attributable to the contract from the date the order is received until the balance
sheet date. The order proceeds per manufacturing contract are recorded as at
31 December according to the POC.
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Inventories
in TCHF
Manufacturing components and spare parts
Semi-finished goods / work in process
Finished goods
Gross value inventories
less impairment
Inventories
RECOGNITION AND MEASUREMENT
31.12.2023
31.12.2022
129 351
35 002
49 882
214 235
123 138
47 141
53 770
224 049
–20 643
–19 306
193 592
204 743
Inventories
Inventories are valued at the lower of acquisition/production costs and net market
value. Acquisition/production costs encompass all direct and indirect expenses
incurred in bringing inventories to their current location or state (full costs). Dis-
counts are treated as acquisition price reductions. For all inventory components, the
ascertainment of value is undertaken for the most part in accordance with the FIFO
method. The current market price in the sales market in question is assumed when
determining net market value. Movement analyses are also carried out and items
that do not move over a longer period of time will be impaired.
2.3 Accrued income and prepaid expenses
in TCHF
Prepaid services
Prepayments for current taxes
Others
31.12.2023
31.12.2022
4 404
1 949
4 981
3 450
773
5 832
Total accrued income and prepaid expenses
11 334
10 055
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Undeveloped
property
Land
Buildings Machines and
equipment
Other tangible
fixed assets
Assets under
construction
Total proper-
ty, plant, and
equipment
in TCHF
Costs
As at 31 December 2021
1 444
27 120
160 058
Additions
Disposals
Change in scope of conso-
lidation
Reclassifications
Currency differences
0
0
0
0
0
As at 31 December 2022
1 444
Additions
Disposals
Change in scope of conso-
lidation
Reclassifications
Currency differences
0
0
0
0
0
0
0
4 779
0
–259
31 640
0
0
363
0
–508
As at 31 December 2023
1 444
31 495
464
–1 313
37 831
9
–2 378
194 671
6 405
0
932
852
–3 168
199 692
56 632
4 031
–823
4 631
1 282
–1 055
64 698
7 872
–1 220
745
2 011
–2 393
71 713
14 064
2 559
–949
1 018
294
–537
16 449
3 442
–1 549
179
–39
–731
17 751
Depreciation
As at 31 December 2021
Additions
Disposals
Reclassifications
Currency differences
As at 31 December 2022
Additions
Disposals
Reclassifications
Currency differences
As at 31 December 2023
Book values
As at 31 December 2021
As at 31 December 2022
As at 31 December 2023
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
0
–40 314
–34 857
–10 757
–6 194
1 259
828
338
–4 555
–1 705
575
54
641
813
0
330
–44 083
–38 142
–11 319
–5 949
0
0
37
–5 638
1 412
0
1 564
–2 131
1 146
0
369
–49 995
–40 804
–11 935
1 444
1 444
1 444
27 120
31 640
31 495
119 744
150 588
149 697
21 775
26 556
30 909
3 307
5 130
5 816
2 112
3 338
3 558
175 502
218 696
222 919
Key recognition and measurement assumptions
A test is performed at least once a year to determine whether there are any indications of impairment of
property, plant, and equipment. If there are indications of impairment, impairment tests are carried out for
the corresponding property, plant, and equipment. To determine whether impairment exists, estimates are
made of the expected future cash flows arising from use. Actual cash flows may differ from the discounted
future cash flows based on these estimates.
2 112
1 782
0
1 090
–1 585
–61
3 338
3 123
0
0
–2 824
–79
3 558
0
0
0
0
0
0
0
0
0
0
0
261 430
8 836
–3 085
49 349
0
–4 290
312 240
20 842
–2 769
2 219
0
–6 879
325 653
–85 928
–12 454
2 647
882
1 309
–93 544
–13 718
2 558
0
1 970
–102 734
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Property, plant, and equipment
Property, plant, and equipment are accounted for at historical acqui-
sition or production cost less accumulated depreciation. Borrowing
costs incurred during the construction phase through the financing of
assets under construction are part of the acquisition cost if they are
material. Depreciation is linear over the expected service lifetime.
DEPRECIATION PERIOD
Asset category
Machinery
Tools
Measuring, testing, and
controlling devices
Operating installations
Years
7–10
7
5
10
Warehouse installations
10–14
Vehicles
Office equipment
Information technology
Solar systems
Factory buildings
Office buildings
5–8
3–10
3–5
20
33
40
Land
no depreciation
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Intangible assets
a) Movements in intangible assets
in TCHF
Costs
Software
Patents and
customer base
Software in im-
plementation
Total intangible
assets
As at 31 December 2021
36 188
5 239
Additions
Disposals
Change in scope of consolidation
Reclassifications
Currency differences
As at 31 December 2022
Additions
Disposals
Change in scope of consolidation
Reclassifications
Currency differences
As at 31 December 2023
Depreciation
2 689
–256
6 266
2 901
–462
47 326
6 171
–2 072
152
1 416
–763
52 230
0
0
0
0
13
5 252
0
–200
0
0
–103
4 949
As at 31 December 2021
–26 345
–4 765
3 574
1 556
0
364
–2 901
–76
2 517
1 522
0
0
–1 416
–53
2 570
0
0
0
0
0
0
0
0
0
45 001
4 245
–256
6 630
0
–525
55 095
7 693
–2 272
152
0
–919
59 749
–31 110
–4 753
218
310
–35 335
–6 460
785
561
–40 449
13 891
19 760
19 300
–4 511
–242
218
310
0
0
–30 328
–5 007
–6 230
585
464
–230
200
97
–35 509
–4 940
9 843
16 998
16 721
474
245
9
3 574
2 517
2 570
Additions
Disposals
Currency differences
As at 31 December 2022
Additions
Disposals
Currency differences
As at 31 December 2023
Book values
As at 31 December 2021
As at 31 December 2022
As at 31 December 2023
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b)
Goodwill is offset against Group shareholders’ equity upon the acquisition of a subsidiary or the
interest in an associated company. Assuming a useful life of five years for trading companies ac-
quired and ten years for production operations acquired (including the Schleuniger Group acquired
in 2022), plus depreciation on a straight-line basis, the theoretical capitalization of goodwill would
have the following impact on the consolidated balance sheet:
in TCHF
2023
2022
Historical costs as at 1 January
Additions
Currency differences
Historical costs as at 31 December
Theoretical accumulated depreciation as at 1 January
Theoretical depreciation
Currency differences
Theoretical accumulated depreciation as at 31 December
288 544
21 265
–2 244
307 565
–69 649
–27 059
1 132
–95 576
89 039
200 027
–522
288 544
–56 439
–13 337
127
–69 649
Theoretical net book value as at 31 December
211 989
218 895
The additions to goodwill comprise goodwill from the acquisitions of WUSTEC and Alcava Group,
as well as the changes to goodwill in connection with the final purchase price allocations from the
quasi-merger with Schleuniger Group in the 2022 financial year.
The capitalization and depreciation of goodwill would have the following theoretical impacts on
shareholders’ equity and Group earnings after taxes:
in TCHF
Shareholders’ equity according to balance sheet
Theoretical capitalization of net book value of goodwill
Theoretical tax impacts
Theoretical shareholders’ equity
in TCHF
Group earnings after taxes (EAT) according to income statement
Theoretical goodwill depreciation
Theoretical tax impacts
Theoretical Group earnings after taxes (EAT)
31.12.2023
31.12.2022
390 596
211 989
886
416 589
218 895
270
603 471
635 754
2023
2022
43 836
–27 059
68
51 773
–13 337
67
16 845
38 503
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Intangible assets and goodwill are tested for impairment if indicators reflect a possible impairment. To de-
termine whether impairment exists, estimates are made of the expected future cash flows arising from use.
Actual cash flows may differ from the discounted future cash flows based on these estimates.
RECOGNITION AND MEASUREMENT
Software
Purchased software licenses are capitalized at acquisition or production cost plus
costs incurred in readying them for use. The total acquisition cost is amortized on
a linear basis over three to eight years. Costs associated with the development or
maintenance of software are recorded as expenses at the time they are incurred.
Patents
Patents are recognized at historical acquisition cost less cumulative amortization.
Acquisition costs are written down in a linear way over patent life.
Research and
development
Research and development expenditure is fully charged to the income statement.
These costs are contained in the positions “Personnel expenses” and “Other opera-
ting expenses.”
Goodwill
Companies acquired over the course of the year are revalued and consolidated at
the point of acquisition in keeping with standardized Group principles. The difference
between the acquisition cost (including material transaction costs) and the prorated
fair value of the net assets acquired is described as goodwill. Any potentially existing
but not previously capitalized intangible assets taken over as part of the acquisition
– such as brands, technology, rights of use, or customer lists – are not separately
recognized, but remain subsumed under goodwill. Goodwill can also arise from in-
vestments in associated companies, whereby this amounts to the difference between
the acquisition cost of the investment and the prorated fair value of the net assets
acquired. The goodwill resulting from acquisitions is directly offset against Group
shareholders’ equity. If the purchase price contains components that are dependent
on future results, these components are estimated as accurately as possible at the
point of acquisition and then capitalized. In the event of deviations when the purcha-
se price is definitively settled at a later date, the goodwill offset against shareholders’
equity is adjusted accordingly. In case of disposal, acquired goodwill offset with
equity at an earlier date is to be considered at original cost to determine the profit or
loss recognized in the income statement.
2.6 Other non-current receivables
As at 31 December 2023 and as at 31 December 2022, other non-current receivables include
mainly paid rent deposits and capitalized financing costs.
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a)
Other payables
in TCHF
Prepayments by customers
Current income tax liabilities
Prepayments for construction contracts (POC)
Less accruals for construction contracts (POC)
Commissions not yet invoiced to agents
Other positions1
Total other payables
31.12.2023
31.12.2022
34 103
8 492
4 600
–2 657
7 686
18 142
70 366
47 372
10 664
11 684
–11 255
8 509
15 468
82 442
1 Includes, among other things, liabilities against government organizations (tax authorities and social contributions).
Key recognition and measurement assumptions
For the determination of the fair value of a contingent consideration, profit and revenue forecasts and the
current exchange rates are used, which might result in a higher or lower fair value measurement. The conti-
nued employment of certain selling shareholders has also been assumed.
b)
Current provisions
in TCHF
Total as at 1 January
Additional provisions
Amounts utilized during the year
Unused amounts reversed
Currency differences
Change in scope of consolidation
Total as at 31 December
2023
2022
5 207
3 127
–2 418
–391
–187
26
5 364
2 657
3 002
–1 403
–633
–143
1 727
5 207
Current provisions are warranty provisions that include material and personnel costs in relation to
warranty work.
Key recognition and measurement assumptions
In relation to machines and systems already delivered, the Komax Group calculates the necessary warranty
provisions on the balance sheet date on the basis of analysis and estimates. The actual costs may differ
from the provisions stated. Any differences may affect the provision carried for warranty events in future
reporting periods and therefore the reported result for the period.
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Provisions
Provisions are formed if the Group has a current legal or constructive obligation ari-
sing from an event in the past, if it appears probable that the asset base will be ne-
gatively impacted by settlement of the obligation, and if the amount of the provision
can be reliably determined. Provisions for warranties are based on past payments,
revenues in prior years, and current contracts. The Komax Group normally gives a
one-year warranty on machines and systems.
c)
Accrued expenses and deferred income
in TCHF
Accrual for bonuses
Accrual for holiday and overtime
Accrual for other personnel expenses
Commission payments to representatives
Invoices not yet received
Other accruals
Total accrued expenses and deferred income
31.12.2023
31.12.2022
6 892
7 107
4 427
1 963
6 420
10 240
37 049
11 772
6 519
6 565
3 479
7 496
10 582
46 413
CAPITAL AND FINANCIAL RISK MANAGEMENT
3
In addition to details on shareholders’ equity, details are also provided on financial risk management
at the Komax Group.
3.1 Financial liabilities
in TCHF
Bank liabilities
Bank liabilities
Currency
31.12.2023
31.12.2022
CHF
EUR
163 500
5 685
175 000
13 259
Total financial liabilities
169 185
188 259
Komax Holding AG finalized an agreement with a bank syndicate for a credit line of CHF 247.5 mil-
lion (31 December 2022: CHF 250.0 million). Additionally, there are further local creditlines for sub-
sidiaries, with the available maximum amounting to CHF 60.0 million (31 December 2022: CHF 60.0
million). As at 31 December 2023 the Group has drawn on this credit limit to the amount of
CHF 169.2 million (31 December 2022: CHF 188.3 million).
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in CHF million
400
300
200
100
8
0
3
9
6
1
0
1
3
8
8
1
31.12.2023
31.12.2022
Total credit lines
Utilized credit lines
The maturities of the financial liabilities (without interest) are as follows:
in TCHF
less than 1 year
1-5 years
over 5 years
As at 31 December 2023
As at 31 December 2022
4 013
12 812
163 724
3 574
1 448
171 873
Total
169 185
188 259
Of the financial liabilities of CHF 169.2 million as at 31 December 2023 (31 December 2022:
CHF 188.3 million), CHF 163.5 million (31 December 2022: CHF 170.0 million) relate to the syndi-
cated loan with a term until 31 January 2028. The average interest rates 2023 for the syndicated
loan is 2.44% (2022: 1.62%).
RECOGNITION AND MEASUREMENT
Financial
liabilities
Financial liabilities comprising bank loans, mortgages, and bonds are valued at
amortized cost. Financial liabilities are recorded as current liabilities in the balance
sheet unless the Group has the unconditional right to defer settlement of the liability
to a point in time at least twelve months after the relevant balance sheet date.
3.2 Shareholders’ equity
This section shows the change in shareholders’ equity compared to the prior year.
Shareholders’ equity
in CHF million
Shareholders’ equity
in % of total assets
55.1
53.2
800
600
400
200
9
0
7
1
9
3
4
8
7
7
1
4
31.12.2023
31.12.2022
Balance sheet total
Shareholders’ equity
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a)
Share capital
Balance sheet date
31 December 2023
31 December 2022
31 December 2021
All registered shares are fully paid up.
b)
Treasury shares
Number of
shares
Par value in
CHF
Share capital
in CHF
5 133 333
5 133 333
3 850 000
0.10
0.10
0.10
513 333.30
513 333.30
385 000.00
Total as at 1 January
Purchases
Transfer (share-based compensation)
Total as at 31 December
Number
Average price
in CHF
4 651
20 200
–9 055
15 796
218.17
234.55
231.58
231.43
2023
Purchase
costs (avg.)
in TCHF
Number
Average price
in CHF
1 015
4 738
8 653
0
–2 097
–4 002
3 656
4 651
218.17
0.00
218.17
218.17
2022
Purchase
costs (avg.)
in TCHF
1 888
0
–873
1 015
Both at the end of the reporting year and at the end of the prior-year period, all treasury shares
were envisaged for share-based compensation programs. All treasury shares are held by Komax
Holding AG. Neither the other Group companies nor the staff pension scheme of Komax AG hold
any shares of Komax Holding AG.
Conditional capital
c)
There was no conditional capital either as at 31 December 2023 or as at 31 December 2022.
Capital band
d)
The company has a capital band ranging from CHF 513 333.30 (lower limit) to CHF 564 666.60
(upper limit). There was no increase in share capital as at 31 December 2023.
Reserves
e)
The non-distributable reserves amounted to CHF 7.3 million as at 31 December 2023 (31 Decem-
ber 2022: CHF 7.6 million).
RECOGNITION AND MEASUREMENT
Treasury shares
Treasury shares are recognized at the average weighted cost of acquisition, inclu-
ding the transaction costs assignable to them, and are then offset against sharehol-
ders’ equity. When treasury shares are sold or issued, the consideration received is
credited to shareholders’ equity.
Issuance of
shares
Costs that are directly assignable to the issuance of new shares are recognized in
shareholders’ equity in net form as a deduction from the issue proceeds.
Preferred shares
No preferred shares have been issued to date.
3.3 Financial risk management
Through its business activities, the Komax Group is exposed to various financial risks, for example cur-
rency, credit, liquidity, and interest rate risks. The Group’s overall risk management strategy is focused
on the unpredictability of developments in the financial markets and is intended to minimize the poten-
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protect itself against interest rate, currency, and credit risks. Risk management is conducted by the fi-
nance department of Komax Management AG in conformity with the guidelines issued by the Board of
Directors. These guidelines set out procedures for the use of derivatives as well as for dealing with foreign
currency, interest rate, and credit risks. The guidelines are binding for all subsidiaries of the Komax Group.
Currency risk
a)
The Komax Group operates internationally and is therefore exposed to a variety of foreign exchange
risks. Foreign currency risks arise from future cash flows, assets, and liabilities recognized in the
balance sheet, and investment in foreign companies. Komax Group generates its revenues in the
following currencies:
2023
44.4%
EUR
24.9%
USD
13.2%
CHF
9.8%
CNY
7.7%
Others
2022
47.0%
EUR
18.8%
USD
10.2%
CHF
13.6%
CNY
10.4%
Others
The most important year-end and average exchange rates were as follows:
Currency
EUR
USD
CNY
Year-end rate
31.12.2023
Average rate
2023
Year-end rate
31.12.2022
Average rate
2022
0.940
0.850
0.120
0.990
0.910
0.130
0.990
0.930
0.134
1.020
0.960
0.145
The Komax Group is mainly exposed to currency risks relating to the EUR, the USD, and the CNY.
Assuming that the average rates against the CHF had been 10% lower or higher and that all other
parameters remained largely unchanged, the EBIT margin would have been changed as follows:
EUR/CHF average rate +/–10%
USD/CHF average rate +/–10%
CNY/CHF average rate +/–10%
Change EBIT margin 2023
Change EBIT margin 2022
+/–0.6%-pt.
+/–1.1%-pt.
+/–0.5%-pt.
+/–1.1%-pt.
+/–0.7%-pt.
+/–0.6%-pt.
Credit risk
b)
Credit risks may exist with regard to bank account balances, derivative financial instruments, and
receivables from customers. The Komax Group regularly reviews the independent ratings of finan-
cial institutions. Moreover, all risks pertaining to cash and cash equivalents are further minimized
by using a variety of banks rather than one single bank.
Capital risk
c)
In the management of its capital, the Komax Group pays special attention to ensuring that the Group
is able to continue to operate, that shareholders receive an appropriate return for their risks, and
that financial ratios are optimized, taking the cost of capital into account. To achieve these targets,
the Komax Group may adjust its dividend payment, issue new shares, or sell assets in order to
scale back its debt.
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d)
Prudent liquidity risk management involves maintaining sufficient reserves of cash and cash equi-
valents and liquid securities as well as financing capacity through an adequate volume of approved
lines of credit. The amount of cash required for operations is reviewed annually and monitored on
a continuous basis by the finance department. Given the business environment in which the Komax
Group operates, it is also essential for the Group to maintain the necessary financing flexibility by
maintaining sufficient unused lines of credit.
Interest rate risk
e)
Neither at 31 December 2023 nor at the prior year’s balance sheet date did the Komax Group pos-
sess any assets that were subject to any material rate of interest. The Group’s financial risk policy
is to finance long-term investments with long-term liabilities, which gives rise to an interest rate risk.
If there is a significant interest rate risk, the related cash flow risks are hedged through interest rate
swaps.
GROUP STRUCTURE
4
This section contains details on the scope of consolidation, including any changes (acquisitions,
business areas to be discontinued). The list of investments also includes all directly and indirectly
held investments as at 31 December 2023.
4.1 Scope of consolidation
The consolidated financial statements incorporate the individual financial statements of Komax
Holding AG, Switzerland, and its subsidiaries.
As explained under note 4.2, the Komax Group carried out two acquisitions in 2023. WUSTEC,
a company active in automated wire prefabrication, was acquired in early 2023, and this acquisi-
tion was followed in October 2023 by the Alcava Group, with the companies Lintech, Malintech,
and Tulintech. The Alcava Group has been distributing Schleuniger Group products in Morocco,
Tunisia, and France for over 15 years whereas the Schleuniger Group has been part of the Komax
Group since 2022. The Komax Portugal subsidiary was sold to distribution partner Estanflux in
Spain effective 1 July 2023.
The prior-year period saw the founding of Komax Testing India Pvt. Ltd., including the takeover
of the testing systems production business of its Indian customer Dhoot Transmission Pvt. Ltd. by
means of an asset deal, as well as the takeover of the Schleuniger Group by means of a quasi-
merger.
RECOGNITION AND MEASUREMENT
Subsidiaries
Subsidiaries are fully consolidated if Komax Holding AG exercises control over
their financial and business policies. As a rule, this is the case if Komax Holding AG
directly or indirectly holds more than 50% of the subsidiary’s voting capital.
Date of
consolidation
Subsidiaries are included in the consolidated financial statements from the date on
which the Group assumes control. They are deconsolidated from the date on which
control is ceded.
Intragroup
eliminations
Intragroup transactions, intragroup balances, and unrealized gains or losses from trans-
actions between Group companies are eliminated from the scope of consolidation.
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a)
Acquisitions 2023
in TCHF
Acquired net assets at fair value
Cash and cash equivalents
Trade receivables
Other receivables
Inventories
Accrued income and prepaid expenses
Property, plant, and equipment
Intangible assets
Deferred tax assets
Total assets
Current financial liabilities
Trade payables
Other payables
Current provisions
Accrued expenses and deferred income
Non-current financial liabilities
Deferred tax liabilities
Total liabilities
Acquired net assets
Acquisition costs
Contingent consideration
Transferred cash and cash equivalents
Total consideration
Goodwill
Transferred consideration
Acquired cash and cash equivalents
Net cash flow 2023
WUSTEC
Alcava
Group
Total
4 680
4 639
328
2 201
114
2 281
159
1 479
3 822
4 179
294
1 208
105
1 588
0
206
11 402
15 881
–157
–4 458
–2 080
–34
–315
–287
–209
–233
–4 593
–2 654
–34
–1 117
–1 965
–209
–7 540
–10 805
3 862
175
0
14 801
14 976
11 114
–14 976
3 822
5 076
292
2 000
17 665
19 957
14 881
–17 957
4 680
–11 154
–13 277
858
460
34
993
9
693
159
1 273
4 479
–76
–135
–574
0
–802
–1 678
0
–3 265
1 214
117
2 000
2 864
4 981
3 767
–2 981
858
–2 123
WUSTEC
The Komax Group acquired WUSTEC at the start of 2023. This company has been providing its
customers with services in automated wire prefabrication for over 20 years. Headquartered in the
Black Forest region of Germany, WUSTEC has a workforce of 30 people and has developed a
digital platform that facilitates the ordering of prefabricated wire harnesses.
Alcava Group
The Komax Group acquired the Alcava Group, with the companies Lintech in France, Malintech in
Morocco, and Tulintech in Tunisia, effective 1 October 2023. Alcava has been distributing products
of the Schleuniger Group in the three above-mentioned countries for more than 15 years. This ac-
quisition will enable the Komax Group to strengthen its market position.
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Acquisitions 2022 including final purchase price allocation in the year 2023
Testing India
Pvt. Ltd.
Schleuniger
Group
in TCHF
Acquired net assets at fair value
Cash and cash equivalents
Trade receivables
Other receivables
Inventories
Accrued income and prepaid expenses
Property, plant, and equipment
Intangible assets
Investments in associates
Deferred tax assets
Other non-current receivables
Total assets
Current financial liabilities
Trade payables
Other payables
Current provisions
Accrued expenses and deferred income
Non-current financial liabilities
Deferred tax liabilities
Total liabilities
Acquired net assets
Value of the shares issued by Komax Holding AG
Liabilities assumed by Komax Holding AG
from Metall Zug AG
Acquisition costs
Transferred cash and cash equivalents
Total consideration
Goodwill
Transferred cash and cash equivalents
Cash and cash equivalents acquired
Payment of assumed liabilities against Metall Zug AG
Total
22 633
45 567
5 351
74 366
6 289
49 349
6 630
452
14 330
282
22 632
45 312
5 275
74 095
6 289
49 156
6 624
452
14 328
282
224 445
225 249
–479
–12 572
–21 583
–10 959
–16 806
–5 567
–3 653
–501
–12 634
–21 583
–10 959
–16 806
–5 567
–3 653
–71 619
–71 703
152 826
153 546
326 608
326 608
30 633
1 436
0
30 633
1 436
1 280
358 677
359 957
1
255
76
271
0
193
6
0
2
0
804
–22
–62
0
0
0
0
0
–84
720
0
0
0
1 280
1 280
560
205 851
206 411
–1 280
1
0
0
22 632
–30 633
–1 280
22 633
–30 633
Net Cash flow 2022
–1 279
–8 001
–9 280
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In the first half of 2022, the Komax Group acquired the testing systems production business of its
Indian customer Dhoot Transmission Pvt. Ltd. by means of an asset deal in connection with the
founding of Komax Testing India Pvt. Ltd. The purpose of this new company is to consistently harn-
ess opportunities in the testing business in the Indian market and provide customers with solutions
more rapidly. The acquired company generated revenues of CHF 0.4 million from 1 March 2022 to
31 December 2022. The repercussions of this acquisition for Group earnings after taxes in the year
2022 are negligible.
Schleuniger Group
In order to secure long-term competitiveness and continue to consistently drive forward the auto-
mation of wire processing with cutting-edge products and solutions, Komax and Schleuniger com-
bined on 30 August 2022. To this end, Metall Zug AG brought its Wire Processing division, the
Schleuniger Group, into Komax Holding AG and received a stake of 25% in Komax Holding AG in
return. The transaction was effected through a quasi-merger. This involved Komax Holding AG
creating 1 283 333 new shares through a capital increase and then assigning these shares to Metall
Zug AG in exchange for the Schleuniger shares. The new shares were listed on SIX Swiss Exchange
as of 31 August 2022, thus increasing the number of listed registered shares of Komax Holding AG
to 5 133 333.
There were revaluation effects on the following balance sheet items: “Trade receivables”, “In-
ventories”, “Property, plant, and equipment”, “Deferred tax assets”, “Deferred tax liabilities”, and
“Provisions”.
The value of the shares newly issued by Komax Holding AG amounts to CHF 326.6 million, and
is calculated by multiplying the number of newly created shares by the stock market price at the
point of transaction.
Goodwill amounts to CHF 205.9 million, and was offset against equity pursuant to Swiss GAAP
FER 30 “Consolidated financial statements”.
The acquired Schleuniger group generated revenues of CHF 84.1 million and Group earnings
after taxes of CHF 2.6 million between 1 September 2022 and 31 December 2022.
Investments in associates
4.3
As at 31 December 2023 and 31 December 2022, the Komax Group held no investments in asso-
ciated companies. In December 2022, the 20% stake held by Schleuniger AG in the British com-
pany Laser Wire Solutions was sold.
RECOGNITION AND MEASUREMENT
Investments in
associates
Companies in which the Komax Group holds at least 20% of voting rights but in
which it has a stake of less than 50% or on which it exerts a key influence in other
ways are recognized by the equity method, and initially recorded at the correspon-
ding acquisition cost.
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Direct and indirect equity participation of Komax Holding AG
as at 31 December 20231
Place
Purpose2
Ordinary capital
Company
Switzerland
Komax AG
Komax Management AG
Schleuniger AG
Europe
Dierikon, Switzerland
Dierikon, Switzerland
Thun, Switzerland
E D M P S
G
E D M P S
adaptronic Prüftechnik GmbH
Wertheim, Germany
E D M P S
Alcava SAS
Artos Engineering France S.à.r.l.
DiIT GmbH
Komax Austria GmbH
Komax Belgium nv
Komax Consult Deutschland GmbH
Komax Czech Republic Trading s.r.o.
Komax France SA
Komax Hungary Kft.
Villebon-sur-Yvette, France
Treillières, France
Krailling, Germany
Vienna, Austria
Beerse, Belgium
Nuremberg, Germany
Brno, Czech Republic
Toulouse, France
Budakeszi, Hungary
Komax Kabelverarbeitungs -Systeme Deutschland GmbH Nuremberg, Germany
Komax Romania Trading S.R.L.
Komax SLE GmbH & Co. KG
Komax SLE Verwaltungs GmbH
Komax Slovakia s.r.o.
Komax Taping GmbH & Co. KG
Komax Taping Verwaltungs GmbH
Komax Testing Beteiligungs GmbH
Komax Testing Bulgaria EOOD
Komax Testing Germany GmbH
Komax Testing Romania S.R.L.
Bucharest, Romania
Grafenau, Germany
Grafenau, Germany
Bratislava, Slovakia
Burghaun, Germany
Burghaun, Germany
Porta Westfalica, Germany
Yambol, Bulgaria
Porta Westfalica, Germany
Bistrita, Romania
Komax Testing Türkiye Test Sistemleri San. Ltd. Şti.
Ergene/Tekirdağ, Türkiye
H
S
E D M S
S
E D M P S
R
S
E D M P S
E D M P S
S
S
E D M P S
A
S
E D M P S
A
H
E M P S
E D M P S
E S
E M P S
Lintech SAS
Schleuniger GmbH
Schleuniger Messtechnik GmbH
SCI Femto
WUSTEC GmbH & Co. KG
WUSTEC Verwaltungs GmbH
Africa
Komax Maroc Sàrl.
Komax Testing Maroc Sàrl.
Komax Testing Maroc FT Sàrl.
Komax Testing Tunisia sarl
Malintech Sarl
Malintech W.P.S
Tulintech Sarl.
Villebon-sur-Yvette, France
S
Radevormwald, Germany
Sömmerda, Germany
E D M P S
E D P S
Villebon-sur-Yvette, France
A
Dunningen-Seedorf, Germany
E M P S
Dunningen-Seedorf, Germany
Mohammédia, Morocco
Tangier, Morocco
Tangier, Morocco
Tunis, Tunisia
Tangier, Morocco
Tangier, Morocco
Sousse, Tunisia
A
S
E M P S
E M P S
E M P S
S
S
S
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CHF
CHF
CHF
EUR
EUR
EUR
EUR
EUR
EUR
EUR
CZK
EUR
HUF
EUR
RON
EUR
EUR
EUR
EUR
EUR
EUR
BGN
EUR
RON
TRY
EUR
EUR
EUR
EUR
EUR
EUR
MAD
MAD
EUR
TND
MAD
EUR
TND
5 000 000
100 000
2 500 000
300 000
37 000
182 939
103 000
36 336
60 760
30 000
200 000
1 057 280
10 000 000
400 000
2 200 000
5 700 000
25 000
6 639
100 000
25 000
4 000 000
600 000
1 764 700
110 152
14 950 000
100 000
27 000
25 000
2 000
20 000
25 000
10 000 000
2 100 000
2 300 000
366 000
100 000
4 000
150 000
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Company
North/South America
Cirris Inc.
Komax Comercial do Brasil Ltda.
Komax Corporation
Komax de México, S. de R.L. de C.V.
Komax Holding Corporation
Komax Testing Brasil Ltda.
Komax Testing México, S. de R.L. de C.V.
Komax Testing US Co.
Komax York Inc.
Laselec Inc.
Schleuniger Inc.
Schleuniger, S. de R.L. de C.V.
Asia
Komax Automation India Pvt. Ltd.
Komax Distribution (Thailand) Co., Ltd.
Komax Japan K.K.
Komax (Shanghai) Co., Ltd.
Komax Singapore Pte. Ltd.
Komax Testing India Pvt. Ltd.
Schleuniger Japan Co.
Schleuniger Machinery (Tianjin) Co., Ltd.
Place
Purpose2
Ordinary capital
Salt Lake City, USA
São Paulo, Brazil
Buffalo Grove, USA
Irapuato, Mexico
Buffalo Grove, USA
Colombo, Brazil
Irapuato, Mexico
El Paso, USA
Buffalo Grove, USA
Grand Prairie, USA
Manchester, USA
Queretaro, Mexico
Gurgaon, India
Bangkok, Thailand
Tokyo, Japan
Shanghai, China
Singapore
Pune, India
Tokyo, Japan
Tianjin, China
E D M P S
S
E D M P S
S
H
A
E P
S
A
S
M S
M S
S
S
D M P S
D M P S
D P S
E M P S
M S
D P S
M S
USD
BRL
USD
MXN
USD
BRL
MXN
USD
USD
USD
USD
MXN
INR
THB
JPY
USD
SGD
INR
JPY
CNY
CNY
0
200 000
1 000 000
3 000
8 160 000
362 500
3 000
1 000 000
150
1
200 000
3 000
10 000 000
42 300 000
90 000 000
12 210 000
8 600 000
98 200 100
200 000 000
20 000 000
10 863 620
Schleuniger Trading (Shanghai) Co., Ltd.
Shanghai, China
1 All investments are 100% and fully consolidated.
2 A = Administration, D = Research and Development, E = Engineering, G = Group services and management, H = Holding of equity interests, M = Marketing,
P = Production, R = Regional services, S = Sales
OTHER INFORMATION
5
This section contains all the information not addressed in the previous sections, e. g., information
on employee benefits and share-based compensation.
5.1 Employee benefits
in TCHF
Pension plans with surplus
cover
Total
in TCHF
2023
2022
Surplus cover as
per FER 26
Economic share
within the Group
Economic share
within the Group
18 224
18 224
0
0
0
0
Change compared
to prior year /
expense of
reporting period
Contributions
accrued for
the period
Employee
benefits expen-
diture in person-
nel expenses
Employee benefits
expenditure in
personnel
expenses
2023
2022
Pension plans with surplus
cover
Total
0
0
7 176
7 176
7 176
7 176
5 310
5 310
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The employee benefits expenditure stated only comprises contributions made to the benefit sche-
mes at the expense of the company.
The pension plans with surplus cover are related to the staff pension scheme of Komax AG in
Switzerland. The coverage rate amounted to 108.0% as at 31 December 2023 (31 December 2022:
108.3%). The actuarial calculations are based on a technical interest rate of 1.75% (31 December
2022: 1.75%) as well as the technical basis of BVG 2020 (31 December 2022: BVG 2020).
There were no material employer contribution reserves as at 31 December 2023 or as at
31 Decem ber 2022.
RECOGNITION AND MEASUREMENT
Employee benefits
The key companies are based in Switzerland, where employee benefits are amalga-
mated in a legally independent foundation regulated by the Federal Law on Old-Age,
Survivors’ and Disability Insurance (BVG). No significant pension plans are managed
abroad. The ascertainment of any surplus or shortfall in respect of Swiss pension plans
is undertaken on the basis of the annual financial statements of the corresponding
pension schemes in accor dance with Swiss GAAP FER 26. Any benefit arising from
employer contribution reserves is recognized as an asset. The capitalization of an
additional economic benefit (as a result of a pension scheme having surplus cover) is
not intended, nor are the prerequisites for such a step met. An economic obligation is
carried as a liability if the prerequisites for the creation of a provision are met.
5.2 Share-based compensation
The Komax Group has the following share-based compensation agreements:
Komax Performance Share Unit Plan (PSU)
a)
The equity-settled plan for the executive management comprises PSUs with a three-year vesting
period which are dependent on the attainment of a performance target and the continuation of the
employment relationship. The number of PSUs allocated is calculated by dividing a fixed amount
by the average closing share price during the 60 days preceding the start of the vesting period. The
actual payout at the end of the vesting period is made in shares compared to the target figure de-
termined in advance by the Board of Directors. The allocation of the number of shares depends
equally on one third of revenue growth, EBIT margin, and TSR (total shareholder return) compared
with a peer group. The payout multiplier may range from 0% to 150%. The actual value of the all-
ocation at the end of the vesting period is therefore dependent on the payout multiplier and the
development of the share price over the course of the vesting period. In the event of any termina-
tion of the employment relationship, pro rata vesting applies at the ordinary vesting date.
Terms of outstanding rights as at 31 December 2023
Number of outstanding rights
Vesting period
Allocation
Fair value on the day of granting
Total fair value at allocation
2021–2023
2022–2024
2023–2025
6 495
3 years
2024
171.21
1 112
3 507
3 years
2025
245.99
863
4 797
3 years
2026
245.64
1 178
CHF
TCHF
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b)
The equity-settled plan for managers is not currently linked to profitability conditions, and includes
a three-year vesting period. The number of shares allocated is calculated by dividing a fixed amount
by the average closing share price during the 60 days preceding the start of the vesting period. The
actual payout at the end of the vesting period takes the form of shares. In the event of any termi-
nation of the employment relationship, pro rata vesting applies at the ordinary vesting date.
Number of rights
Total as at 1 January
Granted on 1 January
Forfeited
Transferred to participants
Total as at 31 December
2023
7 058
3 775
–431
2022
6 806
2 156
–74
–2 221
–1 830
8 181
7 058
The fair value on the day of granting amounted to CHF 245.64 (2022: CHF 245.99).
Komax Long-term Cash Incentive Plan
c)
The cash-settled plan for managers is currently not linked to profitability conditions, and includes
a three-year vesting period. The actual payout at the end of the vesting period is determined at the
end of the performance period, and is based on the multiplication of the allocation amount by the
share price performance factor (ratio of final share price to starting share price).
Number of rights
Total as at 1 January
Granted on 1 January
Forfeited
Transferred to participants
Total as at 31 December
2023
5 219
2 441
–58
2022
5 048
1 464
0
–1 953
–1 293
5 649
5 219
The fair value on the day of granting amounted to CHF 245.64 (2022: CHF 245.99).
Komax Restricted Share Plan
d)
Restricted shares are allocated to Board members at the end of their period of office shortly befo-
re the Annual General Meeting (equity-settled plan); the lock-in period is three years. In the event
of resignation from office as a result of retirement, death, or disability, the entitlement to restricted
shares is calculated on a pro rata temporis basis. In such cases, lock-in periods may be either con-
tinued or rescinded at the discretion of the Board of Directors. In the 2023 financial year, 722 shares
(2022: 744 shares) with a fair value of CHF 256.00 (2022: CHF 260.20) on the date of granting were
allocated to the Board of Directors.
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Share-based
compensation
All share-based compensation granted to staff is estimated at fair value as per the date
it is granted, and is charged evenly across the vesting period to the corresponding
income statement positions within the operating result. In the case of compensation
plans involving remuneration in the form of equity instruments, the expense of the
granted compensation is booked as an increase in shareholders’ equity, and any funds
received from the exercise of this compensation following the vesting period are booked
as a change in shareholders’ equity. The fair value of the amount that is to be paid to
employees in respect of share appreciation rights and settled in the form of cash is
booked as an expense with a corresponding increase in debt over the period in which
employees acquire unrestricted access to these payments.
5.3 Related party transactions
Transaction with related companies
in TCHF
2023
2022
Sale of goods and services
Various expenses
Trade receivables as at 31 December
Other payables (current and non-current) as at 31 December
59
18
0
0
37
71
2
45
Related party transactions relate to members of the Board of Directors, members of the Executive
Committee, pension funds, and key shareholders, as well as companies controlled by the same.
5.4 Off-balance-sheet transactions
Contingent liabilities
a)
As at 31 December 2023 and 31 December 2022, there were no contingent liabilities nor perfor-
mance guarantees. Other guarantees of CHF 16.9 million were granted as at 31 December 2023
(31 December 2022: CHF 15.9 million); these almost exclusively comprise guarantees granted to
customers for advance payments.
b)
Ownership restrictions for own liabilities
in TCHF
Book value real estate
Lien on real estate
Utilization
31.12.2023
31.12.2022
75 992
58 193
49 068
73 018
56 732
52 568
The pledged assets will be used to secure own liabilities.
Contractual obligations
c)
As at 31 December 2023, contractual obligations existed with respect to the acquisition of proper-
ty, plant, and equipment amounting to CHF 0.2 million (31 December 2022: CHF 1.3 million). Futu-
re liabilities arising from rental agreements and from operating lease agreements amount to
CHF 6.0 million due in 2024 and CHF 6.2 million due in 2025–2028 (31 December 2022: CHF 4.3
million due in 2023 and CHF 7.0 million due in 2024−2027).
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Key figures not defined under Swiss GAAP FER
a)
By stating its free cash flow in the cash flow statement, the Komax Group is reporting an item that
is not in conformity with Swiss GAAP FER but is nonetheless a key figure for the Komax Group, as
well as being widely used and recognized. This key figure is an amalgamation of cash flow from
operating activities and cash flow from investing activities. In the income statement, the Komax
Group discloses the revenues as an additional subtotal that is not defined under Swiss GAAP FER.
This subtotal includes other operating income in addition to net sales and is used for the calcula-
tion of important key figures. As gross profit is an important key figure for the Komax Group, the
corresponding interim total is reported separately in the income statement. Gross profit comprises
revenues (net sales and other operating income) minus the cost of materials and changes in the
inventory of unfinished and finished products.
b)
Currency conversion
RECOGNITION AND MEASUREMENT
Functional
currency and
reporting cur-
rency
Items included in the financial statements of each entity are measured using the cur-
rency that best reflects the economic substance of the underlying events and circums-
tances relevant to that entity (the functional currency). The consolidated financial state-
ments are presented in CHF, which is the functional currency of the parent company,
Komax Holding AG.
Transactions and
balances
Foreign currency transactions are translated into the functional currency at the rate
prevailing on the date of the transaction. 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 are recognized in the income statement.
Group companies
The earnings and balance sheet figures of foreign business units with a functional cur-
rency other than the Swiss franc are translated to Swiss francs as follows:
a) Assets and liabilities are translated at the exchange rate on the balance sheet date
for each such date.
b) Revenues and expenses are translated at the weighted average exchange rate for
each income statement.
c) All exchange rate gains and losses are recognized in shareholders’ equity and repor-
ted on a separate line within retained earnings.
Exchange rate differences arising from the translation of net investments in foreign
business units are recognized under comprehensive income. When a foreign company
is sold, these exchange rate differences are reported in income as part of the gain or
loss from the sale.
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Other important accounting policies
RECOGNITION AND MEASUREMENT
Cash and cash
equivalents
Cash and cash equivalents include banknotes, sight deposits, and other current, highly
liquid financial assets with an original maturity of no greater than three months. Utilized
current account overdrafts are shown on the balance sheet as payables to credit insti-
tutions under current financial liabilities.
Trade payables
Trade payables are valued initially at fair value, which is normally the amount originally
invoiced, and subsequently measured at amortized cost.
Non-operating
properties
Investment property encompasses land and buildings held with a view to generating
rental income or for purposes of capital appreciation, and not for internal production
purposes, the delivery of goods, or the provision of services, administrative purposes,
or sales in the context of ordinary business activity. Investment property is valued at
acquisition or construction cost less cumulative depreciation.
Transactions with
minorities
Changes in ownership interests in subsidiaries are recognized as equity capital trans-
actions provided control remains intact.
Impairment of
non-monetary
assets
Assets subject to planned amortization are also tested for impairment if events or chan-
ges in circumstances create a presumption that the carrying value can potentially no
longer be realized. An impairment is recorded in the amount by which the asset’s car-
rying value exceeds its realizable value. The realizable value is the greater of the asset’s
fair value less disposal costs and its use value.
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REPORT ON THE AUDIT OF THE CONSOLIDATED
FINANCIAL STATEMENTS
Opinion
We have audited the consolidated financial statements of Komax Holding AG and its subsidiaries
(the Group), which comprise the consolidated income statement, the consolidated balance sheet
as at 31 December 2023, the consolidated statement of shareholders’ equity and the consolidated
cash flow statement for the year then ended, and notes on the consolidated financial statements,
including a summary of significant accounting policies.
In our opinion, the consolidated financial statements (pages 142 to 177) give a true and fair view
of the consolidated financial position of the Group as at 31 December 2023 and its consolidated
financial performance and its consolidated cash flows for the year then ended in accordance with
Swiss GAAP FER and comply with Swiss law.
Basis for opinion
We conducted our audit in accordance with Swiss law and Swiss Standards on Auditing (SA-CH).
Our responsibilities under those provisions and standards are further described in the 'Auditor’s
responsibilities for the audit of the consolidated financial statements' section of our report. We are
independent of the Group in accordance with the provisions of Swiss law and the requirements of
the Swiss audit profession, and we have fulfilled our other ethical responsibilities in accordance
with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Our audit approach
OVERVIEW
Overall Group materiality: CHF 4 450 000
Materiality
We tailored the scope of our audit in order to perform sufficient work to enable
us to provide an opinion on the consolidated financial statements as a whole,
taking into account the structure of the Group, the accounting processes and
controls, and the industry in which the Group operates.
Audit scope
As key audit matter the following area of focus has been identified:
– Revenue recognition in the appropriate period
Key audit
matters
Materiality
The scope of our audit was influenced by our application of materiality. Our audit opinion aims to
provide reasonable assurance that the consolidated financial statements are free from material
misstatement. Misstatements may arise due to fraud or error. They are considered material if, indi-
vidually or in aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of the consolidated financial statements.
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Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Based on our professional judgement, we determined certain quantitative thresholds for materiali-
ty, including the overall Group materiality for the consolidated financial statements as a whole as
set out in the table below. These, together with qualitative considerations, helped us to determine
the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate
the effect of misstatements, both individually and in aggregate, on the consolidated financial
statements as a whole.
Overall Group
materiality
Benchmark
applied
Rationale for
the materiality
benchmark
applied
CHF 4 450 000
Net sales
We chose net sales as the benchmark for determining materiality. This benchmark takes
into account the volatility of the business environment and is a generally accepted
benchmark for materiality considerations.
We agreed with the Audit Committee that we would report to them misstatements above
CHF 445 000 identified during our audit as well as any misstatements below that amount which, in
our view, warranted reporting for qualitative reasons.
Audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the consolidated financial statements as a whole, taking into account the structure of
the Group, the accounting processes and controls, and the industry in which the Group operates.
The consolidated financial statements include within their scope 60 entities.
We identified 11 Group companies in 7 countries for which, in our opinion, an audit of the
complete financial information was necessary on the grounds of their size or risk characteristics,
contributing to 51% in Group set sales. Additional assurance was derived from the audit of account
balances for two Group companies (17% of the Group’s net sales). For a total of four Group com-
panies, specified procedures were performed, covering another 13% of the Group’s net sales.
Furthermore, for further six Group companies audits of the statutory financial statements were ti-
mely performed.
Five of the group companies within the described audit scope were audited by non-PwC firms.
None of the Group companies excluded from our audit of the consolidated financial statements
accounted individually for more than 2% of Group net sales.
To provide appropriate guidance to and monitor the work of the auditors of the Group compa-
nies, the Group audit team performed selected reviews of the audit working papers and held tele-
phone conferences with the auditors of the Group companies.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance
in our audit of the consolidated financial statements of the current period. These matters were ad-
dressed in the context of our audit of the consolidated financial statements as a whole, and in for-
ming our opinion thereon, and we do not provide a separate opinion on these matters.
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Key audit matter
How our audit addressed the key audit matter
We consider revenue recognition in the appropriate
period to be a key audit matter because of the scope
for judgement involved in determining, as required,
exactly when the risks and rewards associated with
goods delivered and services rendered are transferred
in accordance with the Swiss GAAP FER accounting
requirements.
On the basis of the agreed delivery terms (incoterms),
the expected average delivery times until the effective
transfer of the risks and rewards of ownership to the
customer and taking into account special cases (e.g.
delivery delays), Komax realises revenue from sales of
goods in the period in which it transfers the risks and
rewards of ownership.
Please refer to page 149, note 1.2 on the consolidated
financial statements.
We checked on a sample basis that revenue was
recognised in the correct period for the months of
December 2023 and January 2024. For the selec-
ted samples, we assessed the underlying Incoterms
and in selected cases checked the average delive-
ry times. Furthermore, in case possible, we tested
operating effectiveness of cut-off controls performed
by management. We concluded that the criteria for
revenue recognition in the appropriate period in ac-
cordance with the Swiss GAAP FER requirements
were complied with in the consolidated financial
statements for the year ended 31 December 2023.
Other information
The Board of Directors is responsible for the other information. The other information comprises
the information included in the annual report, but does not include the financial statements, the
consolidated financial statements, the remuneration report and our auditor’s reports thereon.
Our opinion on the consolidated financial statements does not cover the other information and
we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to
read the other information and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or
otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.
Board of Directors’ responsibilities for the consolidated financial statements
The Board of Directors is responsible for the preparation of consolidated financial statements that
give a true and fair view in accordance with Swiss GAAP FER and the provisions of Swiss law, and
for such internal control as the Board of Directors determines is necessary to enable the prepara-
tion of consolidated financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the consolidated financial statements, the Board of Directors is responsible for
assessing the Group's ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless the Board of
Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative
but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial state-
ments as a whole are free from material misstatement, whether due to fraud or error, and to issue
an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with Swiss law and SA-CH will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
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ence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with Swiss law and SA-CH, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement of the consolidated financial statements,
whether due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.
The risk of not detecting a material misstatement resulting from fraud is higher than for one re-
sulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresenta-
tions, or the override of internal control.
– Obtain an understanding of internal control relevant to the audit in order to design audit proce-
dures that are appropriate in the circumstances, but not for the purpose of expressing an opi-
nion on the effectiveness of the Group’s internal control.
– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made.
– Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists re-
lated to events or conditions that may cast significant doubt on the Group’s ability to continue as
a going concern. If we conclude that a material uncertainty exists, we are required to draw at-
tention in our auditor’s report to the related disclosures in the consolidated financial statements
or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the
audit evidence obtained up to the date of our auditor’s report. However, future events or condi-
tions may cause the Group to cease to continue as a going concern.
– Evaluate the overall presentation, structure and content of the consolidated financial statements,
including the disclosures, and whether the consolidated financial statements represent the un-
derlying transactions and events in a manner that achieves fair presentation.
– Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the consolidated financial state-
ments. We are responsible for the direction, supervision and performance of the group audit. We
remain solely responsible for our audit opinion.
We communicate with the Board of Directors or its relevant committee regarding, among other
matters, the planned scope and timing of the audit and significant audit findings, including any sig-
nificant deficiencies in internal control that we identify during our audit.
We also provide the Board of Directors or its relevant committee with a statement that we have
complied with relevant ethical requirements regarding independence, and communicate with them
regarding all relationships and other matters that may reasonably be thought to bear on our inde-
pendence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Board of Directors or its relevant committee, we de-
termine those matters that were of most significance in the audit of the consolidated financial
statements of the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the matter or
when, in extremely rare circumstances, we determine that a matter should not be communicated
in our report because the adverse consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
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In accordance with article 728a para. 1 item 3 CO and PS-CH 890, we confirm the existence of an
internal control system that has been designed, pursuant to the instructions of the Board of Direc-
tors, for the preparation of the consolidated financial statements.
We recommend that the consolidated financial statements submitted to you be approved.
PricewaterhouseCoopers AG
Thomas Brüderlin
Licensed audit expert
Auditor in charge
Basel, 11 March 2024
Korbinian Petzi
Licensed audit expert
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BALANCE SHEET OF KOMAX HOLDING AG
in TCHF
Assets
Cash and cash equivalents
Other current receivables third parties
Other current receivables Group
Financial loans Group
Accrued income / prepaid expenses
Total current assets
Financial investments Group
Participations in subsidiaries
Total non-current assets
31.12.2023
%
31.12.2022
%
671
678
4 919
77 919
595
84 782
155 324
393 251
548 575
420
0
3 683
113 898
344
13.4
118 345
18.3
154 876
374 758
529 634
86.6
81.7
Total assets
633 357
100.0
647 979
100.0
Liabilities and shareholders’ equity
Trade payables
Current interest-bearing liabilities Group
Current interest-bearing liabilities third parties
Other current liabilities Group
Other current liabilities third parties
Accrued expenses / deferred income
Provisions
Total current liabilities
Non-current interest-bearing liabilities third parties
Total non-current liabilities
Total liabilities
Share capital
Capital contribution reserves
Other statutory capital reserves
Statutory profit reserves
Voluntary profit reserves
Retained earnings
Earnings after taxes
Treasury shares
393
1 770
0
38
1 880
482
358
4 921
116 000
116 000
120 921
513
192 934
2 000
100
289 771
1
30 773
–3 656
0.8
18.3
19.1
Total shareholders’ equity
512 436
80.9
518
1 795
11 435
34
0
1 132
529
15 443
120 000
120 000
135 443
513
207 050
2 000
100
303 097
22
769
–1 015
512 536
2.4
18.5
20.9
79.1
Total liabilities and shareholders’ equity
633 357
100.0
647 979
100.0
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Komax Group Annual Report 2023
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in TCHF
Dividend income
Other financial income
Other operating income
Total income
Financial expenses
Compensation
Other operating expenses
Value adjustment on participations
Value adjustment on financial assets group
Direct taxes
Total expenses
Earnings after taxes
2023
2022
36 591
8 285
1 128
46 004
–8 189
–1 014
–3 096
–2 188
–358
–386
–15 231
30 773
20 457
6 069
1 510
28 036
–6 351
–953
–4 288
–4 018
–11 300
–357
–27 267
769
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OF KOMAX HOLDING AG
1
PRINCIPLES
1.1 General
These annual financial statements were drawn up according to the provisions of Swiss accounting
law (Section 32 of the Swiss Code of Obligations). The key valuation principles applied other than
those prescribed by law are described below. Here it should be remembered that use has been
made of the option to create and release hidden reserves for the purpose of securing the compa-
ny’s lasting prosperity.
As Komax Holding AG draws up a set of consolidated financial statements in line with a recog-
nized accounting standard (Swiss GAAP FER), it has elected not to include in these financial state-
ments – in keeping with statutory guidelines – explanatory notes on interest-bearing liabilities and
audit fees, as well as the presentation of a cash flow statement.
1.2 Financial investments
Financial investments comprise non-current financial loans. Granted loans are valued at the respec-
tive balance sheet date, whereby unrealized losses are accounted for but unrealized gains are not
recorded (imparity principle).
1.3 Participations
To assess impairment, similar participations are grouped together. If there are indications of impair-
ment, the value is assessed and, if necessary, adjusted to a lower recoverable amount.
1.4 Treasury shares
Treasury shares are recorded at the time they are acquired as minus items in shareholders’ equity,
at acquisition cost. In the event of a later resale, the profit or loss is recognized in the income state-
ment as financial income or financial expense.
1.5 Share-based compensation
If treasury shares are used for the share-based compensation of Board members, the difference
between the acquisition cost and the actual payment to Board members when the shares are all-
ocated is booked to compensation.
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INFORMATION ON BALANCE SHEET AND INCOME STATEMENT POSITIONS
2.1 Assets
Other current receivables from Group companies increased by a total of CHF 1.2 million. This ba-
lance sheet item contains open interest receivables in respect of subsidiary companies.
The Group’s current financial loans decreased by a total of CHF 36.0 million. This balance sheet
item likewise encompasses the current account loan of Komax Holding AG to Komax AG, Switzer-
land.
Financial investments comprise non-current financial loans and participatory loans.
2.2 Liabilities
The “Current interest-bearing liabilities third parties” and “Current interest-bearing liabilities Group”
items comprise current financial loans reported by subsidiary companies and banks.
The provisions relate to taxes on earnings and capital taxes as well as open tax claims in respect
of corporation tax to be paid on the basis of the holdings in Germany.
In the previous 2022 financial year, Komax Holding AG secured long-term freedom of financial
maneuver by agreeing a new syndicated loan facility. The agreement, which has a term of just over
five years (December 2022 to January 2028), increases the credit line from CHF 187.0 million to
CHF 250.0 million, with the option of adding a further CHF 60.0 million. CHF 116.0 million of this
credit line was being utilized as at 31 December 2023. The rate of interest is linked to an ESG
component. In other words, the Komax Group has agreed a bonus/malus system based on the
company’s ESG rating with the syndicate of six banks (lead bank: Zürcher Kantonalbank).
In accordance with the applicable capital contribution principle, capital contributions (share
premiums) made after 31 December 1996 are disclosed in the separate equity item “Statutory
capital reserves.” Repayments to shareholders from this account are treated in the same way as
the repayment of nominal capital and is therefore tax-free for natural person domiciled in Switzerland
who hold the shares as part of their private assets.
Income
2.3
Dividend income amounted to CHF 36.6 million in the year under review (2022: CHF 20.5 million).
Other financial income includes interest income on granted loans as well as realized and unrea-
lized exchange rate gains on cash and cash equivalents, and loans in foreign currency.
Other operating income comprises billed amounts for holding fees and licenses, as well as in-
cidental revenues of third parties and the Group.
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The “Financial expenses” item comprises, among other things, interest expenses and commissions,
securities losses, unrealized and realized exchange rate losses on cash and cash equivalents, and
loans in foreign currency.
Compensation comprises compensation paid to the Board of Directors.
The “Other operating expenses” item includes patents and license costs, advisory and legal
expenses, investor relations expenses, representation expenses, insurance premiums, and other
operating expenditure items.
Direct taxes include expenses for taxes on earnings and corporation tax.
COMPANY AND LEGAL FORM, REGISTERED OFFICE
3
Company:
Legal form:
Registered office: Dierikon, canton Lucerne, Switzerland
Komax Holding AG
Aktiengesellschaft (company limited by shares)
FULL-TIME EMPLOYEES
4
Komax Holding AG does not have any employees.
PARTICIPATIONS
5
The direct and indirect participations of Komax Holding AG are set out in the consolidated finan-
cial statements on pages 171 and 172.
TREASURY SHARES
6
Details of the treasury shares of Komax Holding AG are provided in the consolidated financial state-
ments on page 165.
7
CONTINGENT LIABILITIES
in TCHF
Joint liability for Group taxation value-added tax
Guarantees
in EUR
in USD
in CHF
Total
31.12.2023
31.12.2022
p.m.
p.m.
8 228
388
450
9 066
13 671
0
641
14 312
From the total contingent liabilities of CHF 9.1 million (31 December 2022: CHF 14.3 million),
CHF 9.1 million (31 December 2022: CHF 14.3 million) are contingent liabilities in favor of subsidia-
ries.
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8
As at 31 December 2023, the company had the following major shareholder holding more than 5%
of the votes:
Shareholder/shareholder group as at 31.12.2023
Metall Zug AG, Zug, Switzerland
Shareholder/shareholder group as at 31.12.2022
Metall Zug AG, Zug, Switzerland
No. of shares
Share in %¹
1 283 333
25.000
No. of shares
Share in %¹
1 283 333
25.000
1 The calculation is based on the 5 133 333 registered shares listed in the Commercial Register as at 31 December 2023 (31 De-
cember 2022: 5 133 333 registered shares).
EXTERNALLY REGULATED CAPITAL REQUIREMENTS (COVENANTS)
9
The Group’s financial liabilities are generally subject to the following externally regulated capital
requirement (covenant) as per the syndicated loan agreement:
The debt factor may not exceed 3.25 either at 31 December 2023 or thereafter at each quarter-
end balance sheet date. Non-compliance with the debt factor as a key metric is permissible on one
occasion for no more than a total of four successive quarters up until the expiry date, as long as
the self-financing ratio amounts to at least 50% at the end of the quarter(s) in question.
The Komax Group complied with those requirements as at 31 December 2023. Within the
scope of the syndicated loan agreement, Komax Holding AG guarantees the liabilities of any mem-
ber of the Komax Group.
10 NET RELEASE OF HIDDEN RESERVES
The total amount of the net released hidden reserves amounted to CHF 3.2 million (2022: CHF 0.0
million).
11 CAPITAL BAND
The company has a capital band ranging from CHF 513 333.30 (lower limit) to CHF 564 666.60
(upper limit). The Board of Directors is authorized, within the scope of the capital band, to increase
the share capital at any time or on an occasional basis and in an unlimited number of (partial)
amounts until 12 April 2026 or until the capital band has been fully used up. A capital increase may
take place by the issue of up to 513 333 fully paid-up registered shares with a nominal value of
CHF 0.10 each. There was no increase in share capital as at 31 December 2023.
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The Board of Directors proposes the following appropriation of profit:
in CHF
Balance carried forward from previous year
Earnings after taxes
Withdrawal from capital contribution reserves
Release of free profit reserves
31.12.2023
31.12.2022
815
30 773 377
21 546
768 844
7 700 000
14 116 666
0
13 326 276
Total at the disposal of the Annual General Meeting
38 474 192
28 233 332
Distribution from capital contribution reserves of CHF 1.50 per
registered share (2022: CHF 2.75) which is not subject to withholding tax1
Dividend of CHF 1.50 gross per registered share (2022: CHF 2.75)1
Allocation to free profit reserves
Profit carried forward
Total
1 The distribution requirement applies to all outstanding registered shares.
7 700 000
14 116 666
7 700 000
14 116 666
23 000 000
74 192
0
0
38 474 192
28 233 332
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REPORT ON THE AUDIT OF THE
FINANCIAL STATEMENTS
Opinion
We have audited the financial statements of Komax Holding AG (the Company), which comprise
the balance sheet as at 31 December 2023, and the income statement for the year then ended,
and notes on the financial statements, including a summary of significant accounting policies.
In our opinion, the financial statements (pages 183 to 188) comply with Swiss law and the
company’s articles of incorporation.
Basis for opinion
We conducted our audit in accordance with Swiss law and Swiss Standards on Auditing (SA-CH).
Our responsibilities under those provisions and standards are further described in the 'Auditor’s
responsibilities for the audit of the financial statements' section of our report. We are independent
of the Company in accordance with the provisions of Swiss law and the requirements of the Swiss
audit profession, and we have fulfilled our other ethical responsibilities in accordance with these
requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Materiality
The scope of our audit was influenced by our application of materiality. Our audit opinion aims to
provide reasonable assurance that the financial statements are free from material misstatement.
Misstatements may arise due to fraud or error. They are considered material if, individually or in
aggregate, they could reasonably be expected to influence the economic decisions of users taken
on the basis of the financial statements.
Based on our professional judgement, we determined certain quantitative thresholds for mate-
riality, including the overall materiality for the financial statements as a whole as set out in the tab-
le below. These, together with qualitative considerations, helped us to determine the scope of our
audit and the nature, timing and extent of our audit procedures and to evaluate the effect of
misstatements, both individually and in aggregate, on the financial statements as a whole.
Overall materiality
CHF 2 500 000
Benchmark applied Net assets
Rationale for
the materiality
benchmark applied
We chose net assets as the benchmark for materiality considerations because the
Company primarily holds investments and grants loans to Group companies.
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CHF 250 000 identified during our audit as well as any misstatements below that amount which, in
our view, warranted reporting for qualitative reasons.
Audit scope
We designed our audit by determining materiality and assessing the risks of material misstatement
in the financial statements. In particular, we considered where subjective judgements were made;
for example, in respect of significant accounting estimates that involved making assumptions and
considering future events that are inherently uncertain. As in all of our audits, we also addressed
the risk of management override of internal controls, including among other matters consideration
of whether there was evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the financial statements as a whole, taking into account the structure of the Company,
the accounting processes and controls, and the industry in which the Company operates.
Key audit matters
We have determined that there are no key audit matters to communicate in our report.
Other information
The Board of Directors is responsible for the other information. The other information comprises
the information included in the annual report, but does not include the financial statements, the
consolidated financial statements, the remuneration report and our auditor’s reports thereon.
Our opinion on the financial statements does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise appears to be mate-
rially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of
this other information, we are required to report that fact. We have nothing to report in this regard.
Board of Directors’ responsibilities for the financial statements
The Board of Directors is responsible for the preparation of financial statements in accordance with
the provisions of Swiss law and the Company’s articles of incorporation, and for such internal con-
trol as the Board of Directors determines is necessary to enable the preparation of financial state-
ments that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors is responsible for assessing the
Company's ability to continue as a going concern, disclosing, as applicable, matters related to
going concern and using the going concern basis of accounting unless the Board of Directors either
intends to liquidate the Company or to cease operations, or has no realistic alternative but to do
so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a
whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s
report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a
guarantee that an audit conducted in accordance with Swiss law and SA-CH will always detect a
material misstatement when it exists. Misstatements can arise from fraud or error and are consi-
dered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these financial statements.
191
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report As part of an audit in accordance with Swiss law and SA-CH, we exercise professional judgment
and maintain professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement of the financial statements, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not de-
tecting a material misstatement resulting from fraud is higher than for one resulting from error, as
fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
internal control.
– Obtain an understanding of internal control relevant to the audit in order to design audit proce-
dures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control.
– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made.
– Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of
accounting and, based on the audit evidence obtained, whether a material uncertainty exists re-
lated to events or conditions that may cast significant doubt on the Company's ability to continue
as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such
disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evi-
dence obtained up to the date of our auditor’s report. However, future events or conditions may
cause the Company to cease to continue as a going concern.
We communicate with the Board of Directors or its relevant committee regarding, among other
matters, the planned scope and timing of the audit and significant audit findings, including any sig-
nificant deficiencies in internal control that we identify during our audit.
We also provide the Board of Directors or its relevant committee with a statement that we have
complied with relevant ethical requirements regarding independence, and communicate with them
regarding all relationships and other matters that may reasonably be thought to bear on our inde-
pendence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Board of Directors or its relevant committee, we de-
termine those matters that were of most significance in the audit of the financial statements of the
current period and are therefore the key audit matters. We describe these matters in our auditor’s
report unless law or regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in our report becau-
se the adverse consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.
Report on other legal and regulatory requirements
In accordance with article 728a para. 1 item 3 CO and PS-CH 890, we confirm the existence of an
internal control system that has been designed, pursuant to the instructions of the Board of Direc-
tors, for the preparation of the financial statements.
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Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report We further confirm that the proposed appropriation of available earnings complies with Swiss law
and the Company’s articles of incorporation. We recommend that the financial statements submit-
ted to you be approved.
PricewaterhouseCoopers AG
Thomas Brüderlin
Licensed audit expert
Auditor in charge
Basel, 11 March 2024
Korbinian Petzi
Licensed audit expert
193
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report
FIVE-YEAR OVERVIEW
in TCHF
Order intake
Income statement
Revenues
Gross profit
in % of revenues
EBITDA
in % of revenues
Operating profit (EBIT)
in % of revenues
Group earnings after taxes (EAT)
in % of revenues
Depreciation
Research and development
in % of revenues
Balance sheet
Current assets
Non-current assets
Current financial liabilities
Non-current financial liabilities
Total liabilities
in % of total assets
Share capital
Shareholders’ equity1
in % of total assets
Total assets
Net cash (+) / net indebtedness (-)
Cash flow statement
Cash flow from operating activities
Investments in non-current assets
Free cash flow
Employees
Headcount as at 31 December
Revenues per employee2
Share details
Shares3
Par value
Highest price
Lowest price
Closing price as at 31 December
2023
2022
2021
2020
2019
686 541
678 063
482 395
345 349
408 682
762 923
474 426
606 332
372 860
421 067
265 907
62.2
92 986
12.2
72 808
9.5
43 836
5.7
20 178
78 844
10.3
448 028
260 889
4 013
165 172
318 321
44.9
513
61.5
88 939
14.7
71 732
11.8
51 773
8.5
17 207
59 018
9.7
522 882
260 624
12 382
175 877
366 917
46.8
513
63.2
60 343
14.3
44 794
10.6
30 375
7.2
15 549
41 066
9.8
313 895
200 996
7 478
141 597
249 987
48.6
385
327 623
199 860
61.0
26 340
8.0
417 771
258 930
62.0
36 837
8.8
11 254
24 035
3.4
–1 319
–0.4
15 086
29 756
9.1
253 219
198 870
7 106
137 169
215 603
47.7
385
5.8
13 221
3.2
12 802
41 531
9.9
288 867
192 369
17 188
136 504
236 632
49.2
385
390 596
416 589
264 904
236 486
244 604
55.1
708 917
–92 927
53.2
783 506
–105 512
51.4
514 891
–98 391
52.3
452 089
–92 426
50.8
481 236
–106 224
62 066
28 535
51 688
3 490
230
5 133
0.10
305.50
174.40
200.50
39 010
13 081
17 622
3 390
246
5 133
0.10
288.0
214.0
257.50
33 006
38 062
–5 492
2 121
215
3 850
0.10
276.60
177.30
253.00
41 766
25 811
15 435
2 095
177
3 850
0.10
238.80
122.00
176.30
41 287
54 448
–36 886
2 211
197
3 850
0.10
264.00
165.10
236.40
No.
No. 1 000
CHF
CHF
CHF
CHF
1 Equity attributable to equity holders of the parent company.
2 Calculated on the basis of the average headcount.
3 Changes resulting from the exercising of option rights and capital increases.
194
Komax Group Annual Report 2023
Content OverviewManagement ReportESG ReportCorporate GovernanceCompensation ReportFinancial Report Komax Holding AG
Investor Relations / Corporate Communications
Industriestrasse 6
6036 Dierikon
Switzerland
communication@komaxgroup.com
komaxgroup.com
Financial calendar
Annual General Meeting
Half-year results 2024
Investor Day
Preliminary information on 2024 financial year
17 April 2024
13 August 2024
22 November 2024
21 January 2025
Forward-looking statements
The present Annual Report contains forward-looking statements in relation to the Komax Group,
which are based on current assumptions and expectations. Unforeseeable events and develop-
ments could cause actual results to differ materially from those anticipated. Examples include:
changes in the economic and legal environment, the outcome of legal disputes, exchange rate
fluctuations, unexpected market behavior on the part of our competitors, negative publicity, and
the departure of members of management. The forward-looking statements are pure assumptions,
made on the basis of information that is currently available.
This Annual Report is available in English and German. The original German version is binding.
195
Komax Gruppe Annual Report 2022 Imprint
Publisher:
Komax Holding AG, Dierikon
Design and realization:
NeidhartSchön AG, Zürich
Christoph Stalder Zürich
Daniel Allemann, Zürich
Photography Board of Directors and
Executive Committee:
Pius Amrein, Rothenburg
Komax Holding AG
Industriestrasse 6
6036 Dierikon
Switzerland
Phone +41 41 455 04 55
komaxgroup.com