Annual Report 2023
2023 Annual Report
2
Contents
3
Key figures
5 Message from the Chairman and the CEO
8
8
14
19
20
32
34
97
112
137
2023 at a glance
Investments
Clients
Outlook 2024
Financials
Key definitions and alternative performance metrics (APM)
Consolidated financial statements
Financial statements of Partners Group Holding AG
Compensation Report
Corporate Governance Report
166
Contacts
2023 Annual Report
3
USD
billion 147 Total AuM1
CHF
million 1'003 Profit
CHF
per share 39.00 Proposed
dividend
41% Return on
Equity2
Key
Figures
As our firm continues to grow, we remain committed to
As our firm continues to grow, we remain committed to
driving forward our strategy of delivering sustainable
driving forward our strategy of delivering sustainable
returns through a focus on transformational investing,
returns through a focus on transformational investing,
bespoke client solutions, and positive stakeholder impact.
bespoke client solutions, and positive stakeholder impact.
Given the more challenging market environment, we are
Given the more challenging market environment, we are
especially pleased to report a solid set of financial results for
especially pleased to report a solid set of financial results for
2023 and robust operational performance across the
2023 and robust operational performance across the
businesses and assets under our stewardship.
businesses and assets under our stewardship.
1 As of 31 December 2023, as defined in the Key definitions and alternative performance metrics section of the Annual Report 2023 (p. 32 & 33).
2 See footnote 1, above.
Key Figures
2023 Annual Report
4
Key performance indicators
Assets under management as of the end of the year (in USD bn)
Revenue Margin3,4
Revenues (in CHF m)4
EBIT margin
EBIT (in CHF m)5
Financial result (in CHF m)
Profit (in CHF m)
Management Fee EBIT (in CHF m)5
Shareholders’ equity (in CHF m)
Return on shareholders’ equity (ROE)5
Equity ratio5
Share information as of 31 December
Share price (in CHF)
Total shares
Market capitalization (in CHF bn)
Free float6
Diluted shares (weighted average)
Diluted earnings per share (in CHF)
Dividend per share (in CHF)7
Dividend yield per share8
Bloomberg ticker symbol
Reuters ticker symbol
3 Based on average AuM of CHF 125.0 billion in 2023 (2022: CHF 124.1 billion), calculated on a daily basis.
4 Revenues from management services, net, including other operating income.
5 As defined in the Key definitions and alternative performance metrics section of the Annual Report 2023 (p. 32 & 33).
6 According to the SIX Swiss Exchange definition.
7 As per proposal to be submitted to the next ordinary Annual General Meeting of shareholders on 22 May 2024.
8 Yield as of 31 December 2023.
2023
146.9
1.56%
1'945
61.3%
1'193
16
1'003
956
2'427
41%
51%
2022
135.4
1.51%
1'872
60.5%
1'132
(2)
1'005
963
2'416
38%
53%
2023
1'213
26'700'000
32.4
84.90%
26'027'274
38.55
39.00
3%
PGHN SW
PGHN.S
Corporate
Calendar
Annual General Meeting of
shareholders 2024
22 May 2024
Ex-dividend date
24 May 2024
Dividend record date
27 May 2024
Dividend payment date
28 May 2024
Announcement of AuM as of 30 June
2024
11 July 2024
Publication of Interim Financial
Results & Report as of 30 June 2024
3 September 2024
Message from
the Chairman
and the CEO
Steffen Meister Executive Chairman
David Layton Chief Executive Officer
2023 Annual Report
5
Dear clients, business
partners, shareholders, and
colleagues,
investments reflect our highly selective sourcing
process focused on sub-sectors of the
economy with consistent, above-average,
secular growth rates.
2023 was a difficult year for the world, and was
one marked by a significant acceleration of
change within the economy. Geopolitical
tensions and conflicts have escalated in several
arenas and inflationary pressures along with the
interest rate regime have continued to create
significant uncertainty in the financial markets.
Our industry has similarly grappled with a more
difficult period, with a muted transaction market
driven by a disconnect between buyers and
sellers, as well as slowed client conversions
impacting fundraising across the industry. In this
context, we are pleased that the portfolio of
businesses and assets under our stewardship
continues to perform robustly, and our financial
results are solid.
Our thematic sourcing, built on a deep industry
sector expertise, has identified a significant
pipeline of investment opportunities. Despite the
more challenging conditions for transactions
globally, we invested USD 13 billion into a
diversified set of portfolio and direct assets as
well as private credit opportunities. These
While the exit market remained cautious and we
elected to postpone several exits of mature
businesses, we generated USD 12 billion in
portfolio realizations, with several additional exit
processes planned for the next 12 to 18 months.
On the client side, our focus on bespoke client
solutions allowed us to raise a firm wide record
number of mandates in the period, building a
solid base for future growth. Our clients
entrusted us with USD 18 billion in new capital
commitments bringing our total AuM to USD 147
billion as of 31 December 2023, up 8% year-on-
year.
Based on the confidence of the Partners Group
Board of Directors in the sustainability of the
firm’s growth and the solidity of the firm's
balance sheet, the Board of Partners Group will
propose a dividend of CHF 39.00 per share to
shareholders at the Annual General Meeting in
May 2024. The proposal represents an increase
of 5% year-on-year.
Message from the Chairman and the CEO
2023 Annual Report
6
2023, in our view, was an inflection point and we
expect 2024 to be a transition year as
transactions and client conversion periods
continue to normalize.
Transformational investing
—
In 2023, all our control investments were
originated through the first pillar of our
transformational investing approach, thematic
investing, to ensure complete alignment of our
investment philosophy. The second pillar,
entrepreneurial governance, led to a solid
average EBITDA growth of 13% with an EBITDA
margin of 23% in our direct private equity
portfolios.9
In this challenging landscape marked by a
consistent acceleration of change, this active
transformational investing approach shows its
outsized ability to create value, a clear
differentiation from more passive investing
approaches. This feature will become
increasingly important to delivering solid returns
for clients.
For example, within private equity, in January
2023, we invested in SureWerx, a leading
provider of technical and consumable safety
products in North America. We identified the
company through our "personal protective
equipment" theme, which is built on the
increasing regulatory requirements on worker
safety. Amongst other initiatives, we intend to
redesign the sales and product development
processes and transform the company's e-
commerce capabilities to increase market reach
over the period of our custody.
Within infrastructure, our thematic work on the
decarbonization giga theme highlighted "low
carbon fuels", such as biogas, that support
stability during the transition to renewable
energy as an under-explored investment theme.
In June 2023, we invested in a leading biogas
and biomethane platform in Germany, and
subsequently rebranded the firm as biogeen.
Over the course of our ownership, we intend to
build out the platform of plants to use other
sources of feedstock for production and
develop ancillary service lines such as
commercializing carbon dioxide as an e-fuel to
capture additional demand.
Several realizations in H2 postponed
—
We elected to postpone most exits originally
planned for H2 given that the environment for
transactions remained more fragile than
anticipated earlier in the year. We were
nonetheless pleased to have successfully
achieved select realizations on behalf of our
clients.
Within private equity, we announced the
agreement to sell Civica, a UK-based global
leader in developing software specifically for the
public sector. Our transformational investing
plan focused on moving products towards cloud
offerings, expanding and upgrading the quality
of Civica's go-to-market and distribution
activities, and centralizing operations while also
acquiring 24 strategic add-ons to drive
additional growth. This allowed us to double
EBITDA across our holding period.
In 2023 we also completed the exit of a multi-
purpose office space in Tokyo, the Tama
Centre. Our value creation focused on creating
buildings centered on the tenants' needs and on
providing a long-term solution to their office
requirements.
Another important growth area is evergreens,
which are differentiated offerings tailored to
cater to private wealth clients. With a 20+ year
track record of providing solutions to individual
investors across market cycles, we remain a
leader within this client segment with USD 44
billion in AuM. Evergreens made up USD 4.8
billion or 26% of total assets raised.
Finally, traditional closed-ended programs
remain a key element of our fundraising. We
brought several new next-generation flagship
funds to market this year. These solutions
represented 28% or USD 5.1 billion of total
assets raised.
Revenues impacted by FX headwinds
Record number of mandates raised
—
—
We sustained our AuM growth trajectory in
2023 and despite the longer client conversion
periods across the industry, we were able to
raise a record number of new mandates. Such
bespoke solutions, which require an integrated
platform to function efficiently, allow us to craft
differentiated and long-term private markets
solutions for our clients. These mandates also
build the foundation for future growth as we find
that the average mandate client today has
tripled their initial investment size since the start
of our relationship. Mandates made up 46% of
total assets raised, or USD 8.3 billion.
In 2023, management fees of CHF 1'575 million
(81% of total revenues) were adversely
impacted by the strengthening of the CHF
against the USD and EUR, which reduced
growth by 5%. Our management fee margin,
however, remained stable at 1.26%, highlighting
the value clients place in the quality of our
solutions and offering us the benefit of pricing
stability.
Performance fees increased to 19% of total
revenues, or CHF 369 million in 2023, as several
infrastructure programs reached their
performance fee hurdle rates following an active
12-month period of exits for the asset class,
9 Average EBITDA growth rates and EBITDA margins consider pro forma EBITDA from LTM financials available as of 31 December 2023 or latest available valuation date. Includes all active investments across Fund II-V.
Message from the Chairman and the CEO
2023 Annual Report
7
Yours sincerely,
Steffen Meister
Executive Chairman
David Layton
Chief Executive Officer
adding to the diversification of the firm's
performance fee sources. However, as we
postponed several of our asset divestitures in
the second half of the year, performance fees
were skewed towards the first half of the year. In
combination, total revenues increased 4% year-
on-year to CHF 1'945 million. Despite the
headwind brought about by the strong CHF, our
EBIT margin increased to 61.3%.
Sustainability fully embedded in our
strategy
—
We intend for all our stakeholders, including
employees at Partners Group and at our
portfolio companies, our client beneficiaries,
society, and the environment to experience a
positive and lasting impact when engaging with
our firm.
In 2023, our sustainability journey continued,
and we made progress on the goals set out in
our Corporate Sustainability Strategy. As a
preview to our Corporate Sustainability Report,
to be published in April this year, in 2023 we
have specifically further integrated ESG within
our PG Business Systems approach, performed
a Double Materiality Assessment, and
introduced a new Sustainability Office to
oversee ESG at the firm as well as ensure
ownership by the Board of Directors and the
Executive Team.
In a testament to our continued leadership in this
space, Partners Group has again received
several key industry recognitions, such as being
included in the S&P Global Sustainability
Yearbook and in the Dow Jones Sustainability
Indices, while also retaining the UNPRI A+ rating.
Outlook: setting Partners Group up for
future growth
—
Our teams have been laying the groundwork for
our firm's future growth and are ready to
address the opportunity presented as our
industry continues to evolve. We enter 2024
excited by the strength of our bespoke offering
and several new additions to our product
offering.
This year, Partners Group intends to add
royalties as a fifth asset class to its investment
universe. Royalties can offer attractive risk
adjusted returns and diversification benefits that
complement the private markets universe
already covered by our investment teams. We
intend to provide a solution that is differentiated
from existing royalties programs, which are
specialized and manage concentrated
portfolios. Partners Group will be offering the
industry's first, dedicated, scalable multi-sector
royalties strategy. We will focus on global
diversification and access to a variety of sectors
that fit well within our thematic investment
theses.
Within the private wealth space, Partners Group
is pleased to launch six new evergreen
programs, expanding our existing product shelf
to include additional asset classes and multi-
asset solutions.
While we expect 2024 to be a transition year
with buyers and sellers slowly finding a new
equilibrium and client conversion rates moving
back towards a more normal pace, the new
products and asset classes we are adding this
year will position us to take advantage of the
next phase of growth for our industry. The data
from 2023 confirms our hypothesis that the role
of public and private markets in financing the
economy is shifting, with private markets
increasingly surpassing public markets. As the
pace of change in the economy accelerates
further, our industry will continue to grow in
importance. However, to capitalize on this
growth requires a focus on transformational
investing, and successful private market
investors, who, like Partners Group, take an
active approach to investing, stand to access a
massive investment opportunity of around USD
30 trillion in the next 10 years.
As ever, we thank our employees for their
dedication to building a leading private markets
platform and our clients, business partners, and
shareholders for their continued trust in our firm.
2023 Annual Report
8
Market environment
—
2023 was a period marked by an acceleration of
change: companies across the globe continued
to navigate a challenged macro backdrop,
including persistent inflationary pressures, a
reset interest rate environment, and geopolitical
instability. Across the private market industry,
the period was characterized by lower overall
transaction and exit volumes, which decreased
by 54%1 and 55%2 respectively from 2021 peaks.
As a result, private equity investors experienced
64%3 lower distributions during the same period.
It is in this environment that we see how valuable
our operating playbook truly is. It guides how we
build conviction in the businesses and sectors in
which we invest and helps to navigate more
challenging environments with hands-on active
value creation. Ultimately our playbook ensures
that we continue delivering consistent
performance for our clients.
Our approach to building value
—
At Partners Group, we build differently by
leveraging our thematic sourcing approach and
our entrepreneurial governance model to drive
transformational investing regardless of the
market environment.
We invested USD 13 billion into
attractive transformative
companies and assets
Our thematic sourcing, which involves extensive
research to identify high conviction sectors
underpinned by secular growth tailwinds, is our
foundation. Once we identify the sector, we
seek to understand which business models are
set to be the winners within these areas. Today
more than ever, we follow a strict adherence to
our thematic sourcing of investments. In fact, we
originated all of our control investments in 2023
through our thematic sourcing efforts. At the
sourcing stage, we already begin building a value
creation plan which we will further refine with the
portfolio company's management post-close.
After we take control of a business, our culture is
to run that business with the mindset of a
founder and entrepreneur to drive fundamental
2023
at a glance –
Investments
1 Source: Preqin. Includes add-on, buyout, growth, merger, public to private, and secondary buyout investments. As of 31 December 2023.
2 Source: Preqin. Includes all exit types. As of 31 December 2023.
3 Source: Bloomberg, Raymond James Private Capital Advisory Fundraising Market Analysis. As of 31 December 2023.
2023 at a glance - Investments
2023 Annual Report
9
To complement our direct investments, we
invested USD 5.4 billion (40% of total investment
volume) into portfolio assets. These portfolio
assets include USD 2.4 billion of secondary
investments, USD 1.2 billion of select primary
commitments to other third-party private
markets strategies, and USD 1.8 billion into
broadly syndicated loans.
USD 13 billion private markets investments in
2023, shown by investment strategy6
Europe was the most active region for our
investment business, accounting for 58% of all
2023 investment commitments versus 42% in
North America. Against 2023's macroeconomic
backdrop, we saw greater relative value in
Europe due to better competitive dynamics,
which allowed us to purchase high-quality
assets at lower multiples. After an active 2022
for Asia-Pacific & Rest of World, our teams in
those regions are focused on the onboarding of
new assets and are working on building out our
current thematic investment pipeline.
Edgecore
Partners Group's private markets investments5
(in USD bn)
value creation as opposed to a purely financial
oriented capital provider. This is our
entrepreneurial governance model. The
portfolio company's management, board, and
the Partners Group investment team work
collaboratively to implement this model,
ensuring alignment of both the strategic and
operational priorities of the portfolio company.
Finally, with our portfolio management
capabilities, we are able to offer a truly
diversified portfolio with vintage-year
diversification in any given macro backdrop and
to deliver long-term sustainable returns for our
clients.
Investments 20234
—
In the challenging environment of 2023, we
secured USD 13.2 billion (2022: USD
26.0 million) of attractive investment
opportunities into private businesses, assets,
and portfolios. The firm deployed USD 7.9 billion
(60% of total investment volume) into direct
assets, of which USD 5.4 billion was committed
as equity and USD 2.5 billion was committed to
corporate direct lending.
Note: Diversification does not ensure a profit or protect against loss. There is no assurance that similar investments will be made. Investments selected represent illustrative examples in each of the Partners Group investment themes discussed. A full list of all investments in every asset class is available upon request. There is no assurance that the above stated
investment strategies and value creation strategies will occur. Actual performance may vary. Past performance is not indicative of future results. For illustrative purposes only.
4 All investments referenced herein were made on behalf of our clients. As of 31 December 2023. Figures include add-on investments and syndication partner investments as well as assets raised in the liquid loans business ("BSL") during the period, which includes collateralized loan obligations and net inflows into dedicated liquid loan investment vehicles, but
exclude investments executed for short-term loans (cash management purposes). Prior to 2023, figures exclude syndication partner investments.
5 Refer to footnote 4, above.
6 As of 31 December 2023. Figures include add-on investments and syndication partner investments. Prior to 2023, figures exclude syndication partner investments. Direct equity investments include all direct private equity, direct infrastructure, and direct real estate investments (including direct secondary transactions where Partners Group has a controlling
interest). Private debt investments include direct lending investments ("direct credit") as well as assets raised in the liquid loans business ("BSL") during the period, which includes collateralized loan obligations and net inflows into dedicated liquid loan investment vehicles. Figures are rounded.
21.717.010.331.726.013.2201820192020202120222023Direct equity41%Direct credit19%BSL14%Primaries8%Secondaries18%2023 at a glance - Investments
2023 Annual Report
10
Portfolio performance
—
Despite macro headwinds, our transformational
investing strategy resulted in another year of
strong average EBITDA growth across our
direct private equity portfolios (13%)7 and our
direct infrastructure portfolios (15%).8 Direct
NAV development of lead transactions net of
fees for the 12-month and 10-year period ending
on 31 December 2023 is provided in the
following table.
Net returns of direct portfolio performance9,10
1-year
4.4%
8.5%
12.6%
(13.3%)
10-year
17.4%
6.2%
14.0%
4.9%
Private equity
Private credit
Infrastructure
Real estate
Private equity
—
Our direct private equity portfolio continued to
exhibit strong underlying operational
performance and healthy levels of growth,
largely resulting from organic value creation. In
2023, the average adjusted EBITDA margin of
our direct lead portfolio remained strong at
23%.11
We invested USD 5 billion in
private equity
In private equity, we invested USD 5.2 billion into
attractive well-positioned businesses and
assets. Throughout the year, our teams were
actively researching over 100 themes to map out
entire ecosystems and search for the best
derivatives of certain mega trends driving
change and growth in the real economy. While
the changing investment environment has
created challenges, it has also produced
opportunities.
One example is our investment in ROSEN
Group, a leading technology and inspection
service provider for critical energy
infrastructure, in November 202312 at an EV of
EUR 2.7 billion. We identified ROSEN Group
several years ago, within our theme of "testing,
inspection, and certification". Headquartered in
Switzerland, ROSEN Group provides
technology empowered inspection services for
pipeline infrastructure. It is an essential service
provider that safeguards the pipeline
infrastructure in 120 countries around the world.
In a time where 38% of pipelines in use today are
more than 50 years old, ROSEN Group has a
clear value proposition.
At entry, ROSEN Group was already a segment
leader with a winning business model. The
company has a sustainable technology
leadership, a strong data advantage, and a
future-proofed technology pipeline.
We will leverage our operational expertise to
drive data transformation by changing the
legacy software system currently in use to a
modern cloud technology with machine learning
and AI. In addition, we will add customer
centricity to the current engineering focused
culture, and enter new end markets including
hydrogen pipelines and CO2, which are key to
achieving carbon capture targets.
ROSEN Group
In January 2023 we invested in SureWerx, a
leading provider of technical and consumable
safety products which offers a "one-stop-shop"
for their customer's safety needs. SureWerx has
over 4'500 customers who purchase on
average 6 product categories or more. We
identified SureWerx through our "personal
protective equipment ('PPE')" theme within our
safety thematic. PPE is characterized by cycle
resilience and growth prospects due to
increasing regulations on worker safety. There is
a growing focus on established brands due to
the high cost of product failure. Our value
creation plan includes enhancing data and
analytics capabilities, building out an enhanced
digital ordering platform for customers, and
revamping the current supply chain.
7 Average EBITDA growth rates consider pro forma EBITDA from LTM financials available as of December 2023 or latest available valuation date. Includes all active investments across Fund II-V.
8 Revenue and EBITDA growth for the direct infrastructure portfolio are calculated on a capital-weighted basis. The analysis excludes portfolio assets that are pre-revenue, exhibit large dispersions in historical revenue or EBITDA as they are at different stages, or were disproportionately influenced by 2022 energy costs. As of 31 December 2023.
9 Currencies were converted to USD based on 31 December 2023 FX rates. Source: Bloomberg.
10 As of 31 December 2023. Partners Group model net return data year-to-date ("YTD") 2023 as of 31 December 2023. All cash flows and valuations are converted to USD using fixed FX rates as of the date of the track record. Return figures denote pooled internal rates of returns ("IRR"). Performance fees were included for private equity, real estate,
infrastructure, and direct lending. Model net returns assume Partners Group‘s standard management and performance fees with a fee ratchet equivalent to a USD 500 million mandate. Model net figures do not include the impact of other possible factors such as any taxes incurred by investors, organizational expenses typically incurred at the start of the
investment program, search fee, admin fee, ongoing operating costs or expenses incurred by the investment program (e.g. audit, hedging) or cash drag. The performance presented reflects model performance an investor may have obtained and does not represent performance that any investor actually attained. Real estate includes all investments underlying
Partners Group‘s Real Estate Opportunity ("REO") strategies, representing real estate direct investments and (direct) secondary investments. Private equity, private credit, and infrastructure refer to direct investments. Private equity and infrastructure returns refer to lead investments only. Hypothetical performance has inherent limitations. Investors should be
aware that the performance presented may not come to pass and should not be relied upon solely in making an investment decision.
11 EBITDA margin as of 31 December 2023. Average EBITDA growth rates consider pro forma EBITDA from LTM financials available as of December 2023 or latest available valuation date. including all active investments across Fund II-V. Refers to private equity direct portfolio.
12 ROSEN Group is expected to close in 2024.
2023 at a glance - Investments
2023 Annual Report
11
Private credit
—
For private credit, we leverage our roots as a
private equity investor by using private equity
style due diligence and taking the perspective of
an owner and not just a financial investor. While
this process may take longer, it ensures that the
associated risks of each of our investments are
accounted for, and it allows us to better
understand the sensitivities and downside
scenarios and how realistic the value creation
plans as well as business models are. In the
current market, we believe being critical and
selective will be paramount. The private credit
market is expected to continue to grow rapidly
but we expect return dispersion to increase. Our
focus is on delivering market leading risk
adjusted returns while maintaining our low
default and loss rates throughout cycles. Due to
our thematic approach and a private equity style
due diligence we have a declined 90% of new
investments over the last 5-years.
USD 4 billion invested in credit
throughout the year
We invested USD 4.2 billion into private credit
and liquid loans, including the financing that we
provided to PhyNet, the 4th largest
dermatology practice management company in
the US with presence across 17 states. We
identified this investment by leveraging our
direct private equity team's in-house knowledge
on the "physician practice management" theme
in order to proactively identify PhyNet as a
potential credit opportunity.
We built conviction based on the underlying
fundamentals of the business and the deep
knowledge of the industry across the Partners
Group platform. The business has performed
well since our investment.
Infrastructure
—
Our approach of building next-generation
infrastructure platforms is about growing and
transforming businesses. The investment
environment has changed, and while in the past
returns could be generated from yield
compression, this is no longer the case. The
traditional model of investing in a way similar to
project finance, with strong government support
or subsidies, is increasingly challenged in this
new environment. Today, we focus on building
privately owned infrastructure businesses by
turning single assets with capped upside into
dynamic platforms which combine higher return
potential with greater downside protection. The
most significant difference in this approach is
that it allows for agility to adjust to constantly
changing technologies and environments. In
2023, our strategy of transformational investing
delivered 11% average revenue growth and 15%
average EBITDA growth in our direct
infrastructure portfolio.13
We invested USD 3 billion into
new infrastructure assets
We invested USD 3.0 billion into new
infrastructure assets during the year. One of our
investments from June 2023 was biogeen, a
leading biogas and biomethane platform in
Germany. With our thematic approach, we
developed a broader view of decarbonization,
one of our giga themes, allowing us to identify
differentiated opportunities in less high-profile
areas such as "low carbon fuels", the theme
which we identified biogeen through. Biogas, as
a substitute for natural gas, will play a role in
supporting grid stability throughout the
transition to renewable energy. Biogeen is the
third largest producer of biogas and biomethane
with 45 plants generating 600GWh per annum.
In addition, the company benefits from having
93% of its portfolio contracted to 2030 with the
AAA-rated German government.
biogeen
We identified three main pillars to drive value
creation: feedstock transition - moving biogeen
to second-generation feedstock will allow for
more attractive pricing and improved
profitability. Secondly, we plan to commercialize
carbon dioxide by taking the CO2 produced as
part of upgrading biogas to biomethane and
commercializing it in the form of methanol either
as an e-fuel or as a feedstock for chemical
production. Lastly, we plan to build a larger
platform from biogeen's initial set of anchor
assets through organic expansion and add-on
acquisitions across the current highly
fragmented market of over 9'000 producers.
In October 2023 we also invested in Exus, an
international renewables asset management
and development firm. Exus provides third-party
asset management and project development
services for owners of utility-scale solar, wind,
and battery storage projects across Europe and
North America. We identified Exus through our
13 Revenue and EBITDA growth for the direct infrastructure portfolio are calculated on a capital-weighted basis. The analysis excludes portfolio assets that are pre-revenue, exhibit large dispersion in historical revenue or EBITDA as they are at a different stage, or were disproportionately influenced by 2022 energy costs. As of 31 December 2023.
2023 at a glance - Investments
2023 Annual Report
12
work on the decarbonization giga-theme. The
company is set to benefit from multiple thematic
trends including growing regulatory support for
renewables, geopolitical uncertainty driving
wind and solar deployment, and rising demand
from corporates to offset carbon footprints. We
will focus on transforming Exus into a next-
generation platform that builds, owns, and
operates renewable energy assets across both
Europe and North America, while continuing to
provide world-class asset management services
to third parties. We will work closely with the
company's management on a value creation
plan that will include executing on seed portfolio
investment opportunities, growing the
company's expertise through targeted hires,
and expanding its project pipeline through
accretive acquisitions and partnerships.
Real estate
—
The real estate market is going through the most
disruptive change in decades. The disruption in
both capital and occupier markets led to an
environment where we invested less capital into
new opportunities compared to a normalized
period.
Nevertheless, we have been working closely
with our portfolio to actively steer our assets
through this environment whilst preparing for
the future opportunities in what we believe will
be an attractive investment environment. Across
our direct portfolio, we generated positive NOI
growth of 5.8% in 2023. Despite the strong
operational performance, amid high interest
rates, the majority of our assets have been
reappraised downwards driven by market cap
rate and discount rate expansions. Within our
portfolio, the office segment has been the most
negatively impacted in terms of valuation. We
continue to have strong thematic convictions in
residential and industrial platform strategies and
maintain that value creation is the best
counterbalance to higher interest rates.
USD 1 billion invested into real
estate amid challenging
macroeconomic environment
Today, our investment process revolves around
acquiring and building assets in growing sectors
and locations, with a focus on environmental and
connectivity factors. For the high conviction
opportunities in the logistics and residential
sectors, we see value in pursuing portfolio
aggregation strategies. In terms of locations, we
remain focused on areas supported by above-
average population and employment growth
that offer high living standards to tenants and a
favorable environment to businesses. Our
preferred themes include residential-for-rent
and high-quality logistics. In 2023, we invested
USD 0.8 billion in new real estate assets and
platforms.
Kairos Living
We focused on aggregating platform strategies
and stayed active in adding properties to
existing investments such as Kairos Living, a
platform that consists of a leading technology
enabled operator and a large portfolio of homes
across 17 US states. Throughout the year we
added 900 new homes to its portfolio. We
sourced Kairos Living through our "rental single-
family home" thematic. This investment
represents an opportunity to assemble a
portfolio of residential assets that are
strategically located and affordable for young
families with stable incomes while providing the
highest quality living experiences. Kairos Living
has developed a technology platform with a
centralized operational approach that enables
potential residents to quickly find, tour, lease,
and live in a property without the need for in-
person assistance. The platform and operating
model, which provides real-time data, together
with automated underwriting of both on-market
and off-market opportunities will allow for more
targeted acquisitions, higher operating margins,
superior resident service, and a highly scalable
investment. Our vision is to capitalize on the
fragmented nature of the single-family rental
market to build a platform across the region
whilst ensuring a superior tenant experience.
Realizations in 2023
—
Our portfolio realizations in 2023 amounted to
USD 12 billion (2022: USD 14 billion). The
transaction environment remained challenging
throughout the majority of the year, and
therefore we elected to postpone several exits
originally planned for H2.
Partners Group's portfolio realizations
(in USD bn)
11.011.829.114.011.5201920202021202220232023 at a glance - Investments
2023 Annual Report
13
One high-profile exit that we announced in 2023
on behalf of our clients was Civica. Originally
founded in the UK, today Civica is a global leader
in developing software specifically for the public
sector. Its products are used by more than 2.5
million public sector workers and facilitate the
delivery of essential services including medical
care and housing support to over 100 million
citizens.
During our ownership we transformed Civica
from a provider of on-premise software, lower
margin IT services, and people intensive
Business Process Outsourcing to a pure play
Cloud software leader. We achieved this by
driving transformation programs across the
three key areas of products, go-to-market
("GTM"), and operations.
On products, we leveraged our thematic
research to build a business plan in order to be a
first-mover in Cloud deployed solutions. To
achieve this we built a world-class R&D center of
excellence in India and expanded this center
10x, thereby drastically growing the company's
developer base. At exit, 60% of the company's
recurring revenues stemmed from Cloud
solutions versus 20% at entry.
With an upgraded product we also worked to
expand and upgrade the quality of Civica's GTM
and distribution capabilities. One key initiative
we implemented was upgrading the CRM to give
the company better data and metrics to drive
decision making. We leveraged this across
various areas such as systematic account
planning and restructuring sales incentives. At
exit, we had added 900 new clients and reduced
the annual client turnover to only 2%.
Civica
Lastly, to drive this change we implemented a
new operating model with the help of a driven
set of leaders who joined Civica. We centralized
Civica into a business that runs along four major
end markets from an organization with more
than 40 business units.
These initiatives exemplify the value creation we
aim to achieve across our portfolio. Together,
this allowed us to double Civica's organic
growth, nearly triple the amount of Cloud
revenues, and meaningfully increase the
company's adjusted EBITDA margin by 9
percentage points.
In 2023, we also completed the exit of a
multipurpose office space in Tokyo, the Tama
Centre. The office market has been challenging
over the past years; however, there continue to
be opportunities. For example, in Japan, going
back to the office full-time is standard practice,
post-Covid. We acquired the Tama Centre with
the mindset that we create buildings by listening
to our tenants and making them relevant for their
use case. This results in providing tenants with a
long-term solution for their office needs. During
our ownership, we remodeled the property into a
tailored space and managed seven long-term
lease renewals. In addition, we made the building
energy efficient, receiving a superior CASBEE
ESG rating. At exit, the property was 100% let.
This investment is an example of the strengths
of having an international platform with local
teams who can identify regional specific themes
that may not be globally relevant structural
growth areas.
Tama Centre
2023 Annual Report
14
Fundraising environment
Partners Group AuM (USD bn)
—
In a year characterized by a decrease in
transaction volumes, slower exits, and muted
fundraising activity overall, we were pleased to
be able to deliver continued AuM growth.
However, industry wide, slower client
conversion periods due to generally low
distribution activity in private markets translated
into 27%1 lower fundraising from 2021 highs.
Despite this decrease, private markets
continues to demonstrate more stability relative
to public market capital formation which saw an
84%2 reduction over the same period.
Amid longer client conversion periods, we have
observed that a disproportionate share of
commitments were allocated to the larger and
well-established platforms such as Partners
Group. These platforms typically offer
differentiated solutions across private market
asset classes as well as the capability to invest
across the entire capital structure.
Clients
—
Robust client demand for our bespoke solutions
highlighted the strength of our integrated
platform as we set a new Partners Group record
for the number of mandates raised during the
year.
2023
at a glance –
Clients
1 Source: Preqin, includes private equity, private infrastructure (excluding Core & Core Plus) and private real estate
(excluding Core & CorePlus) as of 31 December 2023.
2 Source: Bloomberg. Includes Initial Public Offerings (IPO), primary share offers, and SPACs as of 31 December 2023.
83.394.1109.1127.4135.4146.92018201920202021202220232023 at a glance - Clients
We raised USD 18.2 billion, bringing our total
AuM to USD 146.9 billion as of 31 December
2023 (31 December 2022: USD 135.4 billion), an
increase of 8% year-on-year.
Partners Group fundraising (USD bn)
The breakdown of total AuM across asset
classes as of 31 December 2023 is as follows:
USD 76 billion in private equity, USD 29 billion in
private credit, USD 25 billion in infrastructure,
and USD 17 billion in real estate.
2023 Annual Report
AuM by asset class
15
Next to 2023 fundraising, AuM growth was
further influenced by the performance across
Partners Group's private markets portfolios,
which led to a positive contribution of USD
3.1 billion from a select number of investment
programs that link AuM to net asset value
("NAV") development.3 Negative effects
including tail-downs from mature private
markets investment programs amounted to
USD 8.2 billion while redemptions from
evergreen programs accounted for USD 4.5
billion. Foreign exchange effects had a positive
impact on underlying AuM growth of USD 2.9
billion, in particular due to the appreciation of the
EUR against the USD. Taking into account these
factors, we had a net AuM growth of USD 11.5
billion during the period.
Climeworks
Private equity was the largest contributor to
assets raised in 2023, representing 42% (USD
7.7 billion) of all new commitments. On the
bespoke client solutions side, along with our
open-ended funds, our mandates were a key
contributor to fundraising.
Private credit had solid inflows, which
represented 24% (USD 4.4 billion) of all new
commitments. Demand was spread over several
different programs and mandates, including our
collateralized loan obligations focused on
broadly syndicated loans (44% of private credit
assets raised), as well as our direct lending
activities, which contributed the other 56% of
new private credit commitments.
Client demand for infrastructure represented
20% (USD 3.7 billion) of all new commitments. In
late 2023 we successfully launched the fourth
vintage of our flagship direct control
infrastructure strategy after being 95%
committed in our predecessor strategy.
3 Partners Group reports fee-paying AuM. Most of the firm's evergreen programs base fees on NAV. The portfolio performance during the period impacts the NAV of these products and this translates to a corresponding change in firm-level AuM. Full-year AuM numbers for evergreen programs are typically based on 30 November 2023 NAV valuations.
15.716.516.025.022.318.2201820192020202120222023Private equity51%Private credit20%Infrastructure17%Real estate12%2023 at a glance - Clients
2023 Annual Report
16
New commitments in real estate represented
13% (USD 2.4 billion) of overall new client
demand, primarily stemming from mandates.
AuM growth and client demand (USD bn)4
AuM 2023
Last 5yr.
CAGR
Gross client
demand
2023
75.5
29.3
25.2
17.0
146.9
13%
11%
19%
4%
12%
7.7
4.4
3.7
2.4
18.2
Private equity
Private credit
Infrastructure
Real estate
Total
Client demand by product structure
—
Managing over 350 diverse private markets
portfolios in different stages of their lifecycle
across all private market asset classes is our
strength and a key differentiator for our firm.
Our ability to create and actively manage
bespoke programs that match different clients'
targets remains unmatched in the industry and
accounted for 72% of our 2023 fundraising.
4 Due to rounding effects, numbers may not add up to sum.
5 Mature mandates capital weighted (only considers mandates that are at least 3 years old).
AuM by program structure
We raised a record number of mandates in
2023 accounting for 46% (USD 8.3 billion) of our
new client commitments. These programs are
long-term strategic relationships which typically
contribute to future AuM growth as clients
increase their allocations over time, with an
average mandate client tripling their
commitment size since the start of the
relationship.5 Our differentiated portfolio
management capabilities allow us to tailor
investment content to each individual client’s
desired risk/return profile and investment level,
in order to deliver specific objectives and
sustained results throughout market cycles. As
of 31 December 2023, we manage 38% of our
AuM (USD 56.5 billion) in these solutions.
26% (USD 4.8 billion) of new commitments
stemmed from our evergreen programs. These
programs allow for a certain amount of liquidity
and enable private wealth clients to access
private markets more conveniently. We have
been a leading global provider of evergreen
programs for more than 20 years; our two
largest investment programs, which are both
globally diversified, accounted for 17% of our
AuM as of 31 December 2023. The largest and
second largest programs combine private
equity, private infrastructure, as well as private
credit investments and cater to private investors
in the US and Europe, respectively. As of 31
December 2023, we manage 30% of our AuM
(USD 44.1 billion) in evergreen programs.
Beside these bespoke solutions, we continue to
offer traditional commingled funds with multiple
investors. In 2023, 28% (USD 5.1 billion) of
overall inflows were raised via traditional private
markets programs. These are typically limited
partnerships with a pre-defined contractual life.
Towards the end of 2023, several new flagship
programs were launched. As of 31 December
2023, we manage 32% of our AuM (USD 46.4
billion) in traditional private markets programs.
Mandates38%Evergreen programs30%Traditional client programs32%2023 at a glance - Clients
2023 Annual Report
17
Client demand by region and by type
—
Across each of our three program structures,
we have a broadly diversified and international
client base spanning a range of client types.
In terms of types of clients, the majority of our
AuM stems from institutional clients such as
corporate, public, and other pension funds, as
well as sovereign wealth funds and insurance
companies. These institutional investors often
invest via bespoke solutions or traditional long-
term closed-ended private markets programs.
We continue to see strong interest from
distribution partners who represent private
individuals and smaller institutional investors.
These client groups increasingly recognize the
benefits of private markets and aim to mirror the
allocations of larger institutional investors in
their own investment portfolios. Typically, these
clients access private markets through open-
ended programs with limited liquidity features
(evergreen programs).
AuM by region
AuM by type
Switzerland17%Germany & Austria16%France & Benelux5%Scandinavia3%United Kingdom & Ireland14%Southern Europe4%North America21%South America2%Middle East3%Asia7%Australia7%Public pensionfunds & SWFs22%Corporate &other pension funds22%Insurancecompanies10%Asset managers,family offices,banks & others23%Distribution partners/private individuals23%2023 at a glance - Clients
2023 Annual Report
18
Example evolution of one client's portfolio NAV and asset allocation in an existing
evergreen mandate6
—
Mandates are long-term strategic relationships which are ideal for clients with highly specific needs. At
Partners Group, we can tailor each client's individual mandate to match their target asset allocation and
return profile. Over time we can adapt the mandate's asset allocation in response to a changing market
environment or investment goals. In the mandate below, the client chose to shift their allocation from a
focus on private equity primaries and credit to direct infrastructure, real estate, and private equity over a
10-year period.7
Our differentiated portfolio management capabilities are what allow us to build these dynamic
mandates which, rather than being dependent on individual traditional funds for allocations, receive
single-line asset allocations. Once an asset has been exited, we can plug in a new asset, thereby
ensuring our clients' money is actively invested and working for them throughout the years and
alleviating the effects of the J-curve. Below is one client's allocation.8
USD 1.5 billion
Private credit
Real estate
PE primaries
PE secondaries
PE directs
Infrastructure
NAV development
2023
asset
allocation
Asset
allocation
(private equity,
infrastructure,
real estate)
Direct
participation
in asset and
portfolio
investments
6 Past performance is not indicative of future results. For illustrative purposes only. There is no assurance that similar results will be achieved in the future. Diversification does not ensure a profit or protection against loss. Investments in funds are speculative and will involve significant risks.
7 Actual client mandate. NAV, asset allocation, and single-line investments as of 30 June 2023. Chart 1 illustrates the evolution of the client's mandate asset allocation from 30 June 2011 to 30 June 2023.
8 Inside chart layer illustrates asset allocation across infrastructure, private equity, real estate and private credit. Outside chart layer illustrates single-line participations in direct, secondary and primary investments. Other clients may have similar or different allocations.
20112012201320142015201620172018201920202021202220232023 at a glance - Client outlook
2023 Annual Report
19
Outlook 2024
—
We expect the growth trajectory for private
markets, and more specifically Partners Group,
to remain intact, with strong and diversified
opportunities across regions, asset classes,
client types, and products.
For the full-year 2024, Partners Group expects
to raise between USD 20 to 25 billion. The firm
bases its guidance on an expected
normalization of the investment environment
and continued strong interest in its bespoke
solutions and traditional offerings. The firm
further guides for USD -8 to -9 billion in tail-down
effects stemming from the more mature closed-
ended programs. From 2024 onwards, Partners
Group will no longer include redemptions from
evergreen programs in its guidance as they are
often netted out by performance effects in a
normalized environment.9 In the firm's AuM
announcement, it provided its last guidance on
redemptions which implicitly amounted to USD
-3 to -4 billion for 2024.
Based on our conviction in the outlook for the
industry, our strong investment performance,
track record, as well as client service excellence,
we believe that we are well positioned to
continue to be a partner of choice for global
investors.
2024 - Outlook
$20-25 billion
fundraising
target
9 Net AuM impact of performance effects and redemptions over the last five years in USD billion: +0.5 in 2019, +0.2 in 2020, +3.8 in 2021, -2.3 in 2022 and -1.4 in 2023 (average over five years: +0.2).
2023
at a glance –
Financials
2023 Annual Report
20
Partners Group grew total AuM to USD 147
billion, representing a growth rate of 8% year-
over-year. In our reporting currency, this growth
translated into an average AuM growth in CHF
of 1% year-over-year, following the strong CHF
appreciation. Management fees developed
broadly in line with AuM in CHF, amounting to
CHF 1'575 million. Performance fees increased
37% to CHF 369 million, representing 19% of
total revenues. H1 performance fees accounted
for 72% of total performance fees and were
mainly driven by the firm's infrastructure
program performance. H2 performance fees,
which accounted for 28% of total performance
fees, were impacted by the slower-than-
anticipated recovery of the transaction
environment, leading us to postpone several
asset divestitures across private equity and
infrastructure originally planned for H2.
Together, total revenues rose by 4% to CHF
1'945 million in 2023.
Over the same period, total operating costs
increased by 2% to CHF 752 million, primarily
driven by higher variable performance fee-
related personnel expenses which grew in line
with performance fees. Altogether, EBIT
increased proportionally with revenues up by
5% year-on-year to CHF 1'193 million. Despite
the strengthening of the CHF, our EBIT margin
was stable at 61.3%. Profit for the period
amounted to CHF 1'003 million, in line with last
year.
For the financial year 2023, the Board proposes
a dividend increase of 5% to CHF 39.00 per
share based on the firm's revenue development
and a continued confident growth outlook
across all business lines.
Partners Group's US headquarters
2023 at a glance - Financials
2023 Annual Report
21
2023 financials
As of 31 December
AuM as of the end of the period (in USD bn)
AuM as of the end of the period (in CHF bn)
Average AuM as of 31 December (in CHF bn)1
Revenue margin1,2
Revenues (in CHF m)2
Management fees (in CHF m)3
In proportion of total revenues
Performance fees (in CHF m)
In proportion of total revenues
EBIT (in CHF m)
EBIT margin
Management Fee EBIT (in CHF m)4
Profit (in CHF m)
Dividend (in CHF per share)
2023 2022
Growth
146.9
123.6
125.0
135.4
125.3
124.1
1.56%
1.51%
1'945
1'575
81%
369
19%
1'872
1'603
86%
269
14%
+8%
-1%
+1%
+4%
-2%
+37%
1'193
1'132
+5%
61.3%
60.5%
956
963
1'003
1'005
39.00
37.00
-1%
-0%
+5%
Note: past performance is not indicative of future results. For illustrative purposes only. There is no assurance that similar results will be achieved in the future.
1 Based on average AuM, calculated on a daily basis.
2 Revenues from management services, net, including other operating income.
3 Management fees and other revenues, net, and other operating income.
4 Management fee EBIT is defined in the Key definitions and alternative performance metrics section of the Annual Report 2023 (p. 32 & 33).
Performance
fees expected to
account for
20-30% of
revenues for next
1-2 years; guidance
increases to
25-40%
thereafter
2023 at a glance - Financials
2023 Annual Report
22
Management fees impacted by a strong
CHF and lower late management fees
Revenues5
(in CHF million)
—
Management fees decreased by 2%, amounting
to CHF 1'575 million (2022: CHF 1'603 million) or
81% of total revenues (2022: 86%) and were in
line with our mid-term range of 70-80% of total
revenues. Management fee growth was
adversely impacted by a strengthening of the
CHF against the USD and EUR, which reduced
growth by 5% in 2023.
Furthermore, other revenues & other operating
income decreased 15% to CHF 104 million
(2022: CHF 122 million). The postponement of
closings of closed-ended funds during the
period resulted in lower late-management fees.
This was partially offset by an increase in 'other
operating income' as we continued to see higher
income from our treasury management services
for the benefit of our clients.
-29%
+12%
(14%)
122
+4%
-2%
(19%)
104
(86%)
(81%)
(46%)
132
(54%)
Management fee margin stability due
to pricing discipline
—
Over the last ten years, our management fee
margin has been stable between 1.22% and
1.33% (average 1.28%), amounting to 1.26% in
2023. This confirms the value clients place in our
solutions and allows us to benefit from pricing
stability. The relatively higher 2023 performance
fees brought the total revenue margin to 1.56%
(2022: 1.51%).
Rovensa
5 Revenues from management services, net, and other operating income. Revenues include management fees and performance fees. Management fees include other revenues, net, and other operating income. Due to rounding, numbers might not add up.
We expect
Management
fees in CHF to
grow in line
with the
average AuM
in CHF
2'6291'8721'9451'4321'6031'5751'197269369Management fees (incl. other revenues & other operating income)Performance fees2021202220232023 at a glance - Financials
2023 Annual Report
23
Management fees derived from our three
key private market solutions
—
Today, we manage over 350 diverse private
markets portfolios in different stages of their
lifecycle across all private market asset classes
contributing to our highly diversified
management fees. These broadly fall under
three main categories: first, closed-ended
limited partnerships; second, mandates for large
institutions, which allow us to steer investment
exposure across multiple private markets asset
classes in line with clients' longer-term
investment horizons; and third, evergreen
programs, which allow our investors to gain full
access to private markets from day one.
•
Traditional programs (32% of AuM) are
long-term closed-ended investment
partnerships typically represented by our
traditional flagship programs. For these
programs, management fees are recurring as
they are based on long-term client contracts,
often with an initial term of 10-12 years for
closed-ended equity offerings and 5-7 years
for closed-ended debt offerings.
• Mandates (38% of AuM) are long-term
strategic relationships between Partners
Group and an institutional investor with a
highly specific and tailored investment
mandate which Partners Group manages.
Management fees are typically charged on
investment exposure via long-term
partnerships, which are often not limited to a
specific contractual life and will continue or
increase for a perpetual term, unless new
investments are discontinued.
•
Evergreen programs (30% of AuM) cater
predominantly to high-net-worth individuals
and smaller institutional investors and provide
access to various private markets asset
classes under the form of funds with limited
liquidity. Management fees are typically
charged on the fund's investment exposure.6
Revenue margin development7
Performance fees remain highly
diversified
—
Performance fees represented 19% of total
revenues (2022: 14%), or CHF 369 million (2022:
CHF 269 million). H1 performance fees
accounted for 72% of total performance fees
and were mainly driven by catch-up effects from
the firm's private infrastructure programs that
reached their hurdle rates following an active 12-
month period of infrastructure exits. H2
performance fees, which accounted for 28%,
were impacted by the slower-than-anticipated
recovery of the transaction environment, leading
us to postpone several asset divestitures across
private equity and infrastructure originally
planned for H2.
Of our 350+ programs,
over 90 contributed to
performance fees in
2023
350+
unique investment
programs
Performance fees
Management fees
6 Gating provisions are a standard feature of these evergreen programs in order to protect remaining investors as well as performance; net redemptions in these investment programs are typically limited to 20-25% p.a. of the prevailing net asset value,
depending on the investment strategy and content of the program. When deemed in the best interest of the investment program, stricter gating rules can be enforced for select share classes for a period of up to two years.
7 Calculated as revenues divided by average assets under management, on a daily basis.
1.31%1.24%1.22%1.33%1.29%1.29%1.22%1.31%1.29%1.26%1.39%1.38%1.74%1.89%1.71%1.82%1.51%2.41%1.51%1.56%20142015201620172018201920202021202220232023 at a glance - Financials
2023 Annual Report
24
Private infrastructure
performance fees increase 712%
as mature programs enter
performance fee paying mode
Performance fee development per asset class
(in CHF million, year-over-year in %)8
-21%
+712%
1.1 gigawatts of operational onshore wind assets
and was one of the largest renewable energy
platforms in Australia. Another example was the
full exit of Borssele, an offshore wind farm in the
Netherlands, which the firm sold to several
infrastructure asset managers. Partners Group
built this asset into a 731.5 MW wind farm,
owning the value creation process from
construction through to full-operational status.
Across our asset classes, private equity
contributed the largest amount of performance
fees, despite a decrease of 21% year-on-year as
we decided to postpone the exit of several of our
businesses. Performance fees from private
credit increased by 108% year-on-year. As
credits in private markets are almost exclusively
floating rate, this asset class benefited from an
increase in base rates. Infrastructure saw
performance fees increase 712% in 2023 as
several mature programs and mandates entered
performance fee paying mode during H1,
resulting in a catch-up effect. Infrastructure has
historically not been a strong contributor to
performance fees as many programs were still in
their value creation phase. Real estate was the
lowest contributor to performance fees as the
industry continues to be in a state of transition.
+108%
-30%
We follow a prudent approach in
recognizing performance fees
Overall, more than 90 investment programs and
mandates with portfolios diversified across
vintage years contributed to performance fees
in 2023. A large and highly diversified private
equity evergreen program was the largest
contributor, representing 28% of total
performance fees.
At an asset level, performance fees were driven
by dozens of underlying direct assets and
hundreds of portfolio assets. The asset that
contributed the most, CWP Renewables,
represented 17% of the total performance fees.
Partners Group developed CWP from the
ground up in accordance with our long-term and
transformational approach to investing in next-
generation infrastructure assets that benefit
from decarbonization trends. At exit, CWP had
—
In closed-ended investment programs,
performance fees are typically charged only
once investments are realized and a pre-defined
return hurdle rate has been exceeded. To
further ensure a very low probability of reversing
realized performance fees, we stress-test
unrealized investments by applying significant
discounts to NAVs of single assets (typically
50% and up to 100%) to assess whether the
hurdle rates will still be reached despite these
hypothetical mark-downs. These stress tests
are driven by a number of factors including
macroeconomic circumstances, bottom-up
asset analyses, and portfolio-level data. The
performance fee recognition methodology for
closed-ended programs is explained in detail on
pages 30 to 31, as well as in note 1.1. of the notes
to the consolidated financial statements.
Over the mid-term, we continue to expect our
performance fee potential to grow in line with
AuM. As the value creation period lasts several
years, performance fees often only start to be
earned six to nine years after a program
commences its investment activities, and only
then if its underlying investments are successful.
EBIT in line with revenues9
In millions
of Swiss francs
2023
2022
Revenues
1'945
+4%
1'872
Total operating
costs, of which
Personnel
expenses
Personnel
expenses
(regular)
Personnel
expenses
(performance
fee-related)
Other operating
expenses
Depreciation &
amortization
(752)
+2%
(740)
(603)
+1%
(596)
(470)
-5%
(496)
(133)
+33%
(100)
(108)
+3%
(104)
(41)
+1%
(40)
EBIT
1'193
+5%
1'132
EBIT margin
Average FTEs
Year-end FTEs
61.3%
1'911
1'931
60.5%
1'705
1'836
+12%
+5%
8 Compared to previous years, the firm renamed the operating segments and refined the segment allocation of revenues related to its multi-segment investment programs, which is reflected in the variances.
9 Revenues include management fees and other revenues, net, performance fees, net, and other operating income. Regular personnel expenses exclude performance fee-related personnel expenses. Performance-fee related personnel expenses are defined in the Key definitions and alternative performance metrics section of the Annual Report 2023 (p. 32 &
33).
182301535Private equityPrivate creditInfrastructureReal estate2023 at a glance - Financials
2023 Annual Report
25
Total costs
—
In 2023, total operating costs increased by 2%
to CHF 752 million (2022: CHF 740 million). The
increase was mainly driven by higher variable
performance fee-related personnel expenses.
Other operating expenses grew in line with
revenues.
Personnel expenses
—
Personnel expenses, which consist of both
regular and performance fee-related expenses,
increased by 1% to CHF 603 million (2022: CHF
596 million) and represented 80% of total
operating costs.
We will continue to steer the
firm in line with our ~60% EBIT
margin target
1. Regular personnel expenses decreased to
CHF 470 million (2022: CHF 496 million) and
developed below average full-time equivalent
professionals ("FTE") growth of 12%. The
average number of FTEs stood at 1'911 (2022:
1'705 average FTEs) as of 31 December 2023.
Personnel expenses were positively impacted
by foreign exchange effects (mainly weaker
USD, SGP, EUR, and GBP vs. CHF) and
included lower bonus accruals relative to
2022.
EBIT margin development
Currency split of management fees10
Currency split of costs11
2. Performance fee-related personnel
expenses grew 33% to CHF 133 million, in line
with performance fee growth of 37%.
Performance fees and performance fee-
related expenses have a direct relationship to
each other as we allocate up to 40% of all
performance fees to our employees. As a
result, these two elements move in tandem.
Other operating expenses and
depreciation & amortization
—
Other operating expenses increased in line with
revenues by 3% during the period and amounted
to CHF 108 million (2022: CHF 104 million).
Depreciation & amortization remained stable at
CHF 41 million (2022: CHF 40 million).
Stable EBIT margin at 61% despite strong
CHF
—
EBIT increased by 5%, amounting to CHF 1'193
million (2022: CHF 1'132 million) at an EBIT
margin of 61.3% (2022: 60.5%). As a global firm,
fluctuations in the EUR or USD against the CHF
affect our revenues and costs and, therefore,
our total EBIT margin. This results from
differences between the currency mix of our
revenues and costs.
10 Includes management fees and other revenues, net, and other operating income.
11 Includes regular personnel expenses (excluding performance fee-related expenses), other operating expenses as well as depreciation and amortization.
59%59%58%61%65%65%63%62%63%60%61%20132014201520162017201820192020202120222023EUR44%USD44%GBP6%Others6%USD30%CHF39%GBP12%SGD10%Others5%EUR4%2023 at a glance - Financials
2023 Annual Report
26
Foreign exchange effects
—
In 2023, the appreciation of the CHF against
many other currencies negatively impacted the
firm's EBIT margin. Management fees are most
affected by this appreciation. Management fee
growth was negatively impacted by 5%.
Average FX rates development
FX rates (average)
2023 2022
Delta
1 EUR CHF
1 USD CHF
1 GBP CHF
1 SGD CHF
0.971
1.005
0.899
0.955
1.117
1.179
0.669
0.692
-3%
-6%
-5%
-3%
Total expenses, on the other hand, experienced
a positive impact. Performance fee revenues
(19% of total revenues) and related costs are
largely margin neutral. In aggregate, Partners
Group's like-for-like foreign exchange impact on
its EBIT margin amounted to approximately -0.6
percentage points .
We will continue to steer the firm based on our
targeted 40% cost-income ratio on newly
generated management fees (assuming stable
foreign exchange rates).
Negative foreign exchange hedging
effects offset by positive underlying
operational performance
—
The total financial result amounted to CHF
16 million (2022: CHF -2 million):
1. Portfolio performance: we saw an average
net investment result of 8% for the period, or
CHF 67 million (2022: CHF 14 million),
stemming from our own investment programs
in which we invest alongside our clients (see
detailed description of balance sheet
investments below). Our transformational
investing approach translated into positive
underlying asset and portfolio performance,
resulting in a slight uplift across our
investments alongside our clients for the
twelve-month period ending on 31 December
2023. For further information, see note 3.4. of
the notes to the consolidated financial
statements.
2. Foreign exchange hedging and others: the
negative contribution of CHF-51 million (2022:
CHF -16 million) was driven by unfavorable
foreign exchange effects, hedging, and other
costs. We hedge our exposure to different
currencies for our treasury management and
short-term financing services.
The actual tax rate stood at 17.0% (2022: 10.9%)
resulting in corporate taxes of CHF 205 million
(2022: CHF 124 million). Our group corporate
tax rate derives from various tax rates across
many jurisdictions worldwide where we have
active business operations. We anticipated a
normalization of the tax rate in 2023 and guided
for a range of 15% to 17% following a one-time
recognition of goodwill in the tax accounts in
2022. For 2024 onwards, we expect that the
Group's effective tax rate will increase to around
18% to 19% due to Pillar Two legislation.12
In summary, the firm's profit was flat year-on-
year at CHF 1'003 million (2022: CHF
1'005 million), developing in line with revenues.
From EBIT to profit
In millions of Swiss francs
EBIT
Total financial result, of which
Portfolio performance
Foreign exchange, hedging & others
Taxes
Tax rate
Profit
2023
1'193
16
67
(51)
(205)
17%
1'003
2022
1'132
(2)
14
(16)
(124)
11%
1'005
5%
-0%
12 The firm has assessed its exposure to Pillar Two income taxes based on the most recent tax filings, country-by-country reporting and financial statements for the constituent entities. Pillar Two legislation has been enacted or substantively enacted in several jurisdictions in which the firm operates. In Switzerland where the firm currently has an effective tax rate
below 15%, the new rules will be effective as of 1 January 2024. Similar legislation has been enacted in UK, Germany, Luxembourg, and France, however, the Group's tax rate in these jurisdictions is above 15%.
2023 at a glance - Financials
2023 Annual Report
27
Last 10-year dividend & AuM growth
147
Dividend payments
—
Over the last 16 years, Partners Group has
distinguished itself as a leader in the domain of
continuous dividend growth, as part of an
exclusive group of companies that have
consistently increased their dividends over this
period. As of 31 December 2023, only four - out
of 210 assessed - companies listed on the SIX
Swiss Exchange have surpassed our history of
consecutive annual dividend increases. We
nonetheless remain the leader in terms of
dividend growth. Partners Group will have
generated a dividend growth of 17% p.a. since
the IPO, assuming shareholders approve the
proposed dividend by the Board.
Proposed dividend of CHF 39.00 per share
—
Based on the strong development of our
business across asset classes and regions, our
operating result, and the Board's confidence in
the sustainability of this growth, Partners
Group's Board of Directors will propose an
increased dividend of CHF 39.00 per share
(2022: CHF 37.00 per share) to its shareholders
at the Annual General Meeting on 22 May 2024.
This proposal represents a dividend increase of
5% and a payout ratio of 101% (2022: 95%), on a
diluted earnings per share basis.
8.5010.5015.0019.0022.0025.5027.5033.0037.0039.0045Dividend/share (in CHF)Total AuM (in USD bn)20142015201620172018201920202021202220232023 at a glance - Financials
2023 Annual Report
28
Balance sheet
—
Our balance sheet remains strong. After a
dividend payment of CHF 959 million in May
2023, we have an available liquidity of CHF
2'895 million as of 31 December 2023 (31
December 2022: CHF 3'071 million),
represented by the sum of our cash & cash
equivalents, our undrawn credit facilities, and
our short-term loans. As such, we have sufficient
liquidity to meet expected operational expenses
and to service short-term financial obligations.
We remain well within our targeted available
liquidity level which enables us to sustain the
firm's operations in a financial crisis scenario
and/or a depressed economic environment.
Available Liquidity
In millions of Swiss francs
Cash & cash equivalents
Undrawn credit facilities
Cash liquidity
Short-term loans
Total available liquidity
2023
281
997
1'278
1'617
2'895
As of 31 December 2023, the firm held a total of
CHF 281 million in cash & cash equivalents. The
short-term loans related to our treasury
management services further complement our
total cash & cash equivalents, strengthening our
short-term liquidity.
At year-end 2023, 735 short-term loans (31
December 2022: 477) were outstanding with an
average loan amount of CHF 2.2 million (31
December 2022: CHF 2.8 million), representing
a total of CHF 1'617 million (31 December 2022:
CHF 1'325 million). The duration of these loans
typically amounts to 1-3 months. The majority of
the loans are secured against unfunded
commitments. In addition, each loan is assigned
with a risk-specific capacity, which is measured
against an overall risk capacity budget.
The firm maintains two unsecured credit
facilities with Swiss and international banks
amounting to a total of CHF 1'237 million as of 31
December 2023 (31 December 2022: CHF
1'237 million). These credit facilities can be used
for general corporate purposes and/or to
provide fixed advances, with a primary focus on
working capital financing. The facilities are
subject to maximum debt covenants which were
met throughout both the current and prior year.
As of 31 December 2023, CHF 240 million were
drawn from the credit facilities (31 December
2022: CHF 270 million).
As of 31 December 2023, our outstanding debt
amounted to CHF 1'130 million (31 December
2022: CHF 799 million). The proceeds of the
bonds that we have issued further strengthen
the sustainability of our operations in a financial
crisis scenario and enable us to optimize the
management of our liquidity, in particular for
short-term financing needs arising from the
treasury management services which we offer
for the benefit of our clients. These services
allow for efficient use of capital within our
investment programs by bridging capital
drawdowns and distributions where beneficial
for clients (e.g. netting cash flows to reduce the
number of drawdowns and distributions).
Financial investments/GP commitments (i.e. our
obligation to fund investments alongside clients)
typically represent about 1% of assets invested
in a closed-ended limited partnership structure
and have an aggregated net asset value of CHF
820 million as of 31 December 2023 (31
December 2022: CHF 767 million).
Partners Group has four fixed-rate senior
unsecured CHF denominated corporate bonds
outstanding.
Investments in associates amounted to CHF
10 million as of 31 December 2023 (31 December
2022: CHF 13 million), which mainly represent a
Outstanding corporate bonds
Amount
Coupon
Issued
Maturity
ISIN
CHF 300 million
CHF 500 million
CHF 150 million
CHF 180 million
0.15%
0.40%
2.25%
2.40%
June 2017
June 2019
7 June 2024
21 June 2027
CH0361532895
CH0419041287
September 2023
26 September 2028
CH1293714346
September 2023
26 September 2033
CH1293714353
Continued balance-sheet light approach
—
As of 31 December 2023, the investments we
hold on our own balance sheet alongside clients
amounted to a total of CHF 1'147 million (31
December 2022: CHF 811 million). The firm's
balance sheet investments consist of three
components as show further below: financial
investments/GP commitments, seed
investments, and investments in associates.
stake in Pearl Holding Limited, a mature
investment program which continues to wind
down via ongoing distributions.
Partners Group also provides seed financing to
certain early-stage investment programs
managed by the firm. The balance sheet
capacity of these investments is set by the firm's
strict balance sheet risk management
framework. The underlying assets of these
investment programs are typically private
markets assets valued at the net asset value,
2023 at a glance - Financials
2023 Annual Report
29
they amounted to (net) CHF 317 million as of 31
December 2023 (31 December 2022: CHF 31
million).
Investments alongside clients from balance
sheet13
In millions of Swiss francs
Financial investments / GP commitment14
Investments in associates15
Seed investments16
Total investments alongside clients
2023
820
10
317
1'147
In total, commitments by the firm's Board of
Directors and employees amounted to
approximately CHF 2.3 billion as of 31 December
2023 (31 December 2022: CHF 2.2 billion), of
which CHF 1.9 billion (2022: CHF 1.7 billion) is
committed to closed-ended programs and CHF
0.4 billion (2022: CHF 0.5 billion) to evergreen
programs.
Financial outlook
—
1. Management fees: we expect to raise
between USD 20 to 25 billion in total client
demand in 2024. We base our guidance on an
expected normalization of the investment
environment and continued strong interest in
our bespoke solutions and flagship offerings.
The firm further guides for USD -8 to -9 billion
in tail-down effects stemming from the more
mature closed-ended investment programs.
From now on, Partners Group no longer
includes redemptions from evergreen
programs in its guidance as they are often
netted out by performance effects in a
normalized environment.17 In its AuM
announcement on 11 January 2024, Partners
Group provided its final guidance for
redemptions implicitly amounting to USD -3 to
-4 billion for the full-year 2024. We guide that
the management fees in CHF will develop
broadly in line with the average AuM in CHF.
2. Performance fees: we expect performance
fees to account for 20-30% of total revenues
in the next 1-2 years in a normalizing market
environment and increase the range to
25-40% for the years thereafter. We base this
long-term guidance on the increasing
proportion of our maturing portfolio that
consists of direct investments, which entail a
higher performance fee.
3. Target EBIT margin: we continue to invest in
initiatives that support the growth of our firm.
We therefore steer the operating margin
towards our target EBIT margin of
approximately 60% for newly generated
management fees (assuming stable foreign
exchange rates) as well as for performance
fees.
4. Tax rate: for 2024 onwards, we expect that
the Group's effective tax rate will increase to
around 18% to 19% due to Pillar Two
legislation.
Performance fee recognition
—
In private markets, performance fees are
designed to remunerate investment managers
for the long-term value creation for their clients.
They are a profit-sharing incentive for
investment managers when their investment
programs outperform a pre-agreed return
hurdle, typically defined over the lifetime of such
programs. In closed-ended investment
programs, performance fees are typically only
charged once investments are realized and a
pre-defined return hurdle has been exceeded.
As the value creation period lasts several years,
performance fees often only start to be earned
six to nine years after an investment program
commences its investment activities, and only if
such program is successful. The illustrative
13 As of 31 December 2023.
14 NAV excluding CHF 321 million (2022: CHF 323 million) of commitments that were not yet called but may be called over time, typically between one to five years following the subscription of the commitment.
15 Investments in associates is described in detail in note 4.2. of the notes to the 2023 consolidated financial statements.
16 Seed investments presented in the annual report as assets and liabilities held for sale in note 3.1.3. of the notes to the 2023 consolidated financial statements.
17 Net AuM impact of performance effects and redemptions over the last five years in USD billion: +0.5 in 2019, +0.2 in 2020, +3.8 in 2021, -2.3 in 2022 and -1.4 in 2023 (average over five years: +0.2).
example on the next page shows the
performance fee model of a typical limited
partnership program. It shows how distributions
in private markets portfolios bring forward the
maturity profile of an investment program and
increase the likelihood that the required return
hurdle will be reached.
Partners Group's US headquarters
2023 at a glance - Financials
2023 Annual Report
30
Illustrative example of performance fee recognition in a closed-ended program
This illustrative example assumes an initial client commitment of 100 into a closed-ended investment program.
It is agreed that the investment manager shall receive 20% of profits over time and that the return hurdle shall
translate into distributions to the client of 140, i.e. at 140 cumulated distributions the investment manager is
entitled to collect performance fees.
After a few years, the investment manager generates realizations in the portfolio and starts making
distributions to the client. After 6-9 years, the cumulative distributions (dark grey triangle) received by the client
exceed 140, i.e. the hurdle rate. In a first step, the investment manager is entitled to receive subsequent
distributions above the return hurdle as performance fees, until the investment manager "catches up" on past
performance in excess of the client investment ("catch-up" on 140-100 = 40, and 40 x 20% performance fees
= 8).
In a second step, the investment manager and the client will share any additional distributions that stem from
the sale of the remaining portfolio over time, according to the predefined performance-sharing mechanism. In
our example, the client receives 80% of distributions and the investment manager receives 20%. The example
assumes that the remaining NAV equals 60 and this entitles the investment manager to an additional
performance fee of 12 (60 x 20%) should the portfolio be sold at the indicated value of 60.
Total performance fees received by the manager are 20 (20% of 40 + 20% of 60 = 8 + 12) and clients receive
80% of profits (80% x (200 – 100)).
The timing and amount of performance fee payments depends on several factors, including the pace of
deployment, performance of investments, and pace of realizations (cash distributions). Partners Group
recognizes performance fees of investment programs with a claw-back mechanism based on a three-step
approach:
•
•
•
Step 1: the total proceeds from realized underlying investments are determined and the corresponding
costs of such realized as well as of fully written-off investments are deducted ("Net Proceeds").
Step 2: the NAV of unrealized underlying investments is determined. The respective NAV will be written
down to the extent that the probability of a future claw-back risk becomes minimal1. Then the
corresponding costs of such unrealized investments are deducted, resulting in a "Write-Down NAV". This
Write-Down NAV is added to the Net Proceeds.
Step 3: performance fees are calculated for (1) and (2) by multiplying (1) and (2) by the applicable
performance fee rate subject to exceedance of the hurdle rate. Where the hurdle rate is not exceeded,
there will be no performance fees. The lower of such calculated performance fees is recognized.
The illustrative example below explains the approach for performance fee recognition as described above.
Performance fee model in a closed-ended investment program
Total current value
Hurdle rate (8% IRR on inv. capital)
Initial client commitment
200
12
Remaining NAV 60
(20% of 60 = 12)
140
100
8
Catch-up of 8
(20% of 40 = 8)
Distributions
140
6-9 years
Total perf.
fees: 20
(20% above 100)
1 As of 31 December 2023, the applied discount was 50% (31 December 2022: 50%), except for select programs where the discount is determined on the basis of
a systematic approach and may be up to 100%.
Note: performance fees of performance fee-generating investment programs and mandates typically range between 5% to 20% over a hurdle of 4% to 8% IRR
on invested capital, depending on the program and instruments. Past performance is not indicative of future results. For illustrative purposes only.
2023 at a glance - Financials
2023 Annual Report
31
Performance fee recognition (realized)
8
Scenario 2: Investment Y realized (hurdle rate met)
Investment Y realized for 200
Investment Z increases to 800
Remaining NAV 800
•
•
•
Step 1: as investment Y was realized for 200, we would be entitled to a performance fee as hurdle rate at
asset level was met. 200 – 100 = 100 (value gain); 100 (value gain) x 20% = 20 performance fees.
Step 2: stress test on remaining NAV: 800 (unrealized investment Y) x 50% = 400; 400 (stress-tested
NAV) + 200 (realized investment Y) – 450 (cost of investment Y and Z) = 150 (value gain); 150 (value gain) x
20% = 30 performance fees (assuming the hurdle rate is met).
Step 3: as performance fees can only be recognized on the lower of realized investments (step 1:
performance fee = 20) vis-à-vis the combination of realized and stress-tested unrealized investments
(step 2: performance fee = 30), we would recognize 20 performance fees.
Scenario 3: Investment Y realized (hurdle rate not met)
Investment Y realized for 200
Investment Z increases to 500
Remaining NAV 500
•
•
•
Step 1: as investment Y was realized for 200, we would be entitled to a performance fee as the hurdle rate
at asset level was met. 200 – 100 = 100 (value gain); 100 (value gain) x 20% = 20 performance fees.
Step 2: stress test on remaining NAV: 500 (unrealized investment Y) x 50% = 250; 250 (stress-tested
NAV) + 200 (realized investment Y) – 450 (cost of investment Y and Z) = 0 (value gain); as the stress test
brings the overall return hurdle of the program below the pre-agreed threshold in this example, no
performance fees can be recognized.
Step 3: as the hurdle rate has not been met, we will not recognize any performance fees, despite there
being realized investments.
0
6-9 years
20
(20% of 100)
Example: performance fee recognition in three different scenarios
This simplified example assumes that, with initial client commitments of 450, a fund made only two acquisitions:
investment Y for 100 and investment Z for 350. Furthermore, it is assumed that the value of investment Y
increases to 200 and the value of investment Z increases to 800 for Scenarios 1 and 2, and to 500 for Scenario
3.
The performance fee recognition under these three scenarios would be as follows:
Scenario 1: No realizations (hurdle rate met)
Investment Y increases to 200
Investment Z increases to 800
Remaining NAV 1’000
•
•
•
Step 1: as there were no realized investments, we would not be entitled to a performance fee. Performance
fees = 0.
Step 2: NAV stress-test: 1’000 x 50% = 500; 500 (stress-tested NAV) – 450 (cost of investments Y and Z)
= 50 (value gain); 50 (value gain) x 20% = 10 in performance fees.
Step 3: as performance fees can only be recognized on the lower of realized investments (step 1:
performance fee = 0) vis-à-vis the combination of realized and stress-tested unrealized investments (step
2: performance fee = 10), we would not recognize any performance fees.
Key definitions
and alternative
performance
metrics (APM)
2023 Annual Report
32
Key definitions
—
Assets under Management ("AuM"): Partners
Group publishes information on AuM, assets
raised, tail-downs and other related information
(combined "AuM Information") on a semi-annual
basis.
AuM Information provides market participants
with transparency on the status and
development of Partners Group's recurring
revenue basis for asset management,
investment management, and advisory services
("AuM Services").
When calculating AuM information, Partners
Group strives to mirror the recurring fee basis,
including reserved amounts for commitments
for the various programs and mandates;
amounts can therefore be based on reasonable
estimates and judgment where necessary, in
particular where AuM Information reflects
anticipated investment activities for the next six-
months. Where Partners Group renders AuM
Services in a joint effort with similarly split
responsibilities with third parties, AuM and
assets raised are counted at 50%. AuM and
assets raised are not counted where Partners
Group is only providing administrative,
transactional, or consultant services.
Alternative performance metrics (APM)
—
Partners Group uses various financial and APM
to measure its financial performance as part of
its financial reporting. The APM used by
Partners Group supplement the measures that
are documented and published in accordance
with International Financial Reporting Standards
(IFRS). An APM is defined as a financial measure
of historical or future financial performance,
financial position, or cash flows not already
defined or specified in the applicable financial
reporting framework.
APM are mainly operational management
metrics and undergo regular performance
reviews in both internal and external reporting.
The resulting findings are taken into account as
part of a strategy review process. Please note
that the comparability of APM within the industry
can be limited due to different calculation
methods.
Partners Group uses the following APM
(alphabetical order):
Dividend payout ratio: is defined as the
(proposed) dividend per share divided by diluted
earnings per share.
Key definitions and alternative performance metrics
2023 Annual Report
33
Return on average shareholder's equity
(RoE): is calculated as profit for the period,
divided by average equity attributable to owners
of the firm.
In millions of Swiss francs
2023
2022
Profit for the period
1'003
1'005
Average equity attributable
to owners of the firm
2'422
2'657
Return on equity
41%
38%
Earnings before interest and tax (EBIT):
stands for the sum of revenues from
management services, net, including other
operating income and expenses before net
finance result and before income taxes. This
metric is used by Partners Group as the financial
target in its internal presentations (business
plans) and in its external presentations (to
analysts and investors). EBIT is considered as a
useful unit of measurement for evaluating the
operating performance of the firm.
EBIT margin: is calculated as earnings before
interest and tax (EBIT) divided by revenues from
management services, net, including other
operating income. It is one of the key operational
management metrics as it provides an indication
of the profitability of the business.
In millions of Swiss francs
2023
2022
EBIT
1'193
1'132
Revenues from
management services, net,
including other operating
income
1'945
1'872
EBIT margin
61.3%
60.5%
Earnings before interest, tax, depreciation,
and amortization (EBITDA): stands for the sum
of revenues from management services, net,
including other operating income and expenses
before net financial result, before taxes, and
before depreciation and amortization.
Equity ratio: is calculated as equity attributable
to owners of the firm, divided by total liabilities
and equity.
Total net debt / (net cash): is calculated as
debt plus credit facilities drawn, minus cash and
cash equivalents as well as short-term loans.
Management Fee EBIT: is calculated as EBIT
(see EBIT definition left) less recognized
performance fee revenues adding back
Performance Fee-Related Expenses (see
Performance Fee-Related Expenses definition
below). Adjustments to the Management Fee
EBIT calculation may occur should accounting
or other adjustments with an effect on the
financials make the comparison between the
start and end years inconsistent.
In millions of Swiss francs
2023
2022
EBIT
Performance fee revenues
Performance fee-related
expenses
Management Fee EBIT
1'193
(369)
133
956
1'132
(269)
100
963
Performance fee-related expenses: include
expenses for the firm's dedicated performance
fee-related compensation program (the
Management Carry Program), performance fee-
related bonus expenses, related social security
expenses, and social security expenses for the
Management Performance Plan.
In millions of Swiss francs
2023
2022
Debt
Credit facilities drawn
Cash and cash equivalents
1'130
240
(281)
799
270
(779)
Short-term loans
(1'617)
(1'325)
Total net debt / (net cash)
(528)
(1'035)
Revenue margin: is calculated as revenues
from management services, net, including other
operating income, divided by average AuM (in
CHF billion) calculated on a daily basis.
In millions of Swiss francs
2023
2022
Revenues from
management services, net,
including other operating
income
Average AuM (in CHF bn)
calculated on a daily basis
Revenue margin
(annualized)
1'945
1'872
125
124
1.56%
1.51%
2023 Annual Report
34
Consolidated
financial
statements
35
36
37
39
41
43
93
Consolidated statement of profit or loss
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of changes in equity
Consolidated statement of cash flows
Notes to the consolidated financial statements
Report of the auditors on the consolidated financial statements
2023 Annual Report
35
In millions of Swiss francs
Management fees and other revenues, net
Performance fees, net
Revenues from management services, net
Other operating income
Personnel expenses
Other operating expenses
EBITDA1
Note
1.1.
1.1.
1.1.
2.1.
5.4.
Depreciation and amortization
5.1.&5.2.
EBIT1
Finance income
Finance expense
Profit before tax
Income tax expense
Profit for the period
Profit for the period attributable to owners of the
Company
Basic earnings per share (in Swiss francs)
Diluted earnings per share (in Swiss francs)
3.3.
3.3.
5.5.1.
1.3.
1.3.
2023
1'487.2
369.4
1'856.6
2022
1'545.0
268.9
1'813.9
87.9
58.0
(603.3)
(107.5)
1'233.7
(41.1)
1'192.6
72.4
(56.4)
1'208.6
(205.2)
1'003.4
(595.8)
(103.9)
1'172.2
(40.5)
1'131.7
17.9
(20.2)
1'129.4
(124.5)
1'004.9
1'003.4
1'004.9
38.70
38.55
39.34
39.09
Consolidated
statement of
profit or loss
1 For definitions refer to page 33 of the Annual Report 2023.
Consolidated
statement of
comprehensive
income
2023 Annual Report
36
In millions of Swiss francs
Note
Profit for the period
Other comprehensive income
Exchange differences on translating foreign operations
Total other comprehensive income that may be
reclassified to the statement of profit or loss in
subsequent periods
Net actuarial gains/(losses) from defined benefit plans
Tax impact on net actuarial gains/losses from defined
benefit plans
5.5.2.
Actuarial gains/(losses) from defined benefit plans,
net of tax
Total other comprehensive income not being
reclassified to the statement of profit or loss in
subsequent periods, net of tax
2023
1'003.4
(149.0)
(149.0)
14.5
(1.7)
12.8
12.8
2022
1'004.9
(48.7)
(48.7)
(10.0)
1.2
(8.8)
(8.8)
Total other comprehensive income for the period, net
of tax
(136.2)
(57.5)
Total comprehensive income for the period, net of tax
867.2
947.4
Total comprehensive income attributable to owners of
the Company
867.2
947.4
2023 Annual Report
37
In millions of Swiss francs as of 31 December
Note
2023
2022
Assets
Cash and cash equivalents
Derivative assets
Trade and other receivables
Short-term loans
Assets held for sale
Total current assets
Property, equipment, and right-of-use assets
Intangible assets and goodwill
Investments in associates
Financial investments
Non-current accrued revenue
Other financial assets
Employee benefit assets
Deferred tax assets
Total non-current assets
Total assets
3.5.1. (b)
3.4.
3.1.1.
3.5.1. (c)
3.1.3.
5.1.
5.2.
4.2.
3.1.2.
3.1.1.
2.3.2.
5.5.2.
281.0
33.2
819.0
1'617.4
317.3
3'067.9
436.9
61.1
9.9
820.1
283.4
8.1
12.0
105.1
1'736.6
4'804.5
779.5
5.1
641.3
1'324.8
104.5
2'855.2
323.6
74.6
13.4
766.5
420.2
12.6
110.1
1'721.0
4'576.2
Consolidated
statement of
financial
position
Consolidated statement of financial position
2023 Annual Report
38
In Swiss francs as of 31 December
Note
2023
2022
Liabilities and equity
Liabilities
Trade and other payables
Income tax liabilities
Provisions
Credit facilities drawn
Debt
Employee benefit liabilities
Liabilities held for sale
Total current liabilities
Employee benefit liabilities
Provisions
Deferred tax liabilities
Debt
Lease liabilities
Other long-term liabilities
Total non-current liabilities
Total liabilities
Equity
Share capital
Treasury shares
Legal reserves
Other components of equity
Equity attributable to owners of the Company
Total liabilities and equity
3.2.1.
3.5.3.
3.2.2.
2.3.
3.1.3.
2.3.
5.5.2.
3.2.2.
5.3.
4.3.
289.1
73.6
4.1
240.0
299.9
184.6
0.7
1'092.0
292.9
6.0
6.7
830.1
90.7
59.2
1'285.6
2'377.6
0.3
(767.4)
0.2
3'193.8
2'426.9
4'804.5
225.6
114.9
2.5
270.0
200.1
73.0
886.1
334.7
7.3
6.7
799.4
62.6
63.1
1'273.8
2'159.9
0.3
(847.8)
0.2
3'263.6
2'416.3
4'576.2
Consolidated
statement
of changes
in equity
2023 Annual Report
39
In millions of Swiss francs
Equity attributable to owners of the Company
2023
Other components of equity
Share
capital
Treasury
shares
Legal
reserves
Cumulative
translation
adjustments
Retained
earnings
Total other
components
of equity
Total
Balance as of 1 January
0.3
(847.8)
0.2
(274.7)
3'538.3
3'263.6
2'416.3
Transactions with owners of the
Company, recorded directly in
equity
Contributions by and
(distributions to) owners of the
Company
Purchase of treasury shares
Disposal of treasury shares
Share-based payment expenses
Tax effect on share-based
payment transactions
Dividends paid to owners of the
Company
Total contributions by and
(distributions to) owners of the
Company
Profit for the period
Total other comprehensive income
for the period, net of tax
Total comprehensive income for
the period, net of tax
(67.0)
147.4
(68.9)
(68.9)
58.0
58.0
(67.0)
78.5
58.0
33.1
33.1
33.1
(959.2)
(959.2)
(959.2)
—
80.4
—
— (937.0)
(937.0)
(856.6)
1'003.4
1'003.4
1'003.4
(149.0)
12.8
(136.2)
(136.2)
—
—
— (149.0)
1'016.2
867.2
867.2
Balance as of 31 December
0.3
(767.4)
0.2
(423.7)
3'617.5
3'193.8
2'426.9
Consolidated statement of changes in equity
2023 Annual Report
40
In millions of Swiss francs
Equity attributable to owners of the Company
2022
Other components of equity
Share
capital
Treasury
shares
Legal
reserves
Cumulative
translation
adjustments
Retained
earnings
Total other
components
of equity
Total
Balance as of 1 January
0.3
(378.2)
0.2
(226.0)
3'502.2
3'276.2
2'898.5
Transactions with owners of the
Company, recorded directly in
equity
Contributions by and
(distributions to) owners of the
Company
Purchase of treasury shares
Disposal of treasury shares
Share-based payment expenses
Tax effect on share-based
payment transactions
Dividends paid to owners of the
Company
Total contributions by and
(distributions to) owners of the
Company
Profit for the period
Total other comprehensive income
for the period, net of tax
Total comprehensive income for
the period, net of tax
(569.4)
99.8
(74.6)
(74.6)
57.9
57.9
(569.4)
25.2
57.9
(82.3)
(82.3)
(82.3)
(861.0)
(861.0)
(861.0)
— (469.6)
—
— (960.0)
(960.0)
(1'429.6)
1'004.9
1'004.9
1'004.9
(48.7)
(8.8)
(57.5)
(57.5)
—
—
—
(48.7)
996.1
947.4
947.4
Balance as of 31 December
0.3
(847.8)
0.2
(274.7)
3'538.3
3'263.6
2'416.3
Consolidated
statement of
cash flows
2023 Annual Report
41
In millions of Swiss francs
Operating activities
Profit for the period
Adjustments
Share of results of associates
Net finance (income) and expense
Income tax expense
Depreciation and amortization
Share-based payment expenses
Change in provisions
Change in employee benefit assets/liabilities
Non-cash change in non-current accrued revenue
Non-cash change in other non-current liabilities
Cash generated from/(used in) operating activities
before changes in working capital
(Increase)/decrease in trade and other receivables and
short-term loans
Increase/(decrease) in trade and other payables
Cash generated from/(used in) operating activities
Income tax paid
Net cash from/(used in) operating activities
Note
2023
2022
1'003.4
1'004.9
4.2.
3.3.
5.5.1.
5.1.&5.2.
2.2.
0.1
(16.0)
205.2
41.1
58.0
(2.7)
(27.3)
115.9
(1.3)
0.0
2.3
124.5
40.5
57.9
1.5
(53.9)
18.9
14.3
1'376.4
1'210.9
(597.1)
79.4
858.7
(215.6)
643.1
119.5
(83.2)
1'247.2
(183.7)
1'063.5
Consolidated statement of cash flows
2023 Annual Report
42
In millions of Swiss francs
Investing activities
Purchase of property and equipment
Purchase of intangible assets
Note
5.1.
5.2.
Purchase of financial investments & assets and liabilities
held for sale
Proceeds on disposal of financial investments & assets
and liabilities held for sale
Proceeds on disposal of investments in associates
4.2.
Purchase of other financial assets
Proceeds on disposal of other financial assets
Interest received2
Net cash from/(used in) investing activities
Financing activities
Repayments of credit facilities
Drawdowns from credit facilities
Issuance of long-term debts
Payment of principal portion of lease liabilities
Interest paid
Bank charges and other finance expenses paid
Dividends paid to shareholders of the Company
Purchase of treasury shares
Disposal of treasury shares
Net cash from/(used in) financing activities
3.3.
3.2.2.
5.3.
3.3.
4.3.
2023
2022
In millions of Swiss francs
Note
(102.0)
(6.7)
(429.1)
75.9
1.9
(0.1)
4.3
5.0
(60.5)
(28.2)
(138.3)
81.7
4.4
(1.6)
68.4
4.0
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents as of 1 January
Exchange differences on cash and cash equivalents
Cash and cash equivalents as of 31 December
In millions of Swiss francs as of 31 December
Bank balances
Petty cash
(450.8)
(70.1)
Cash and cash equivalents
2023
(484.4)
779.5
(14.1)
281.0
2023
281.0
0.0
281.0
2022
(164.7)
910.7
33.5
779.5
2022
779.5
0.0
779.5
(1'534.0)
1'504.0
330.4
(15.8)
(9.0)
(4.6)
(959.2)
(67.0)
78.5
(676.7)
(950.0)
1'220.0
(12.9)
(5.6)
(4.4)
(861.0)
(569.4)
25.2
(1'158.1)
2 Excludes CHF 85.0 million (2022: CHF 51.3 million) compensation from short-term loans (included in other operating income) that forms part of net cash flow from operating activities.
•
2023 Annual Report
43
Notes to the
consolidated
financial
statements
Structure of the notes to the consolidated financial statements
44
46
46
49
51
52
52
52
57
61
61
63
65
65
69
78
78
81
82
83
85
85
87
89
90
90
92
General information
1. Performance
1.1. Revenue and other operating income
1.2. Segment information
1.3. Earnings per share
2. People
2.1. Personnel expenses
2.2. Share-based incentive plans
2.3. Employee benefits - assets and liabilities
3. Financial instruments and financial risk management
3.1. Financial assets
3.2. Financial liabilities
3.3. Finance income and expenses
3.4. Fair value measurement
3.5. Financial risk management
4. Partners Group and related parties
4.1. Subsidiaries
4.2. Investments in associates
4.3. Equity
4.4. Related party transactions
5. Other disclosures
5.1. Property, equipment, and right-of-use assets
5.2. Intangible assets and goodwill
5.3. Leases
5.4. Other operating expenses
5.5. Income tax
5.6. Subsequent events
Notes to the consolidated financial statements
2023 Annual Report
44
General information
(a) Reporting entity
—
Partners Group Holding AG ("the Company") is a company domiciled in Switzerland whose shares are
publicly traded on the SIX Swiss Exchange. The address of the Company’s registered office is
Zugerstrasse 57, 6341 Baar-Zug, Switzerland.
The consolidated financial statements for the year ended 31 December 2023 comprise the Company
and entities (including structured entities) controlled by the Company (its "subsidiaries", refer to further
details in note 4.1.). Together, the Company and its subsidiaries are referred to as "the Group". The
principal activity of the Group is to provide its clients with investment services in the private markets
spectrum. Refer to note 1.2. for more details.
The consolidated financial statements were authorized for issue by the Board of Directors ("BoD") on 15
March 2024 and are subject to approval at the Annual General Meeting of shareholders on 22 May
2024.
(b) Basis of preparation
—
Compared to last year's consolidated financial statements 2022 some notes and disclosures have been
updated and improved. This includes:
•
a regrouping of notes in separate sections; and
• moving accounting policies as well as significant judgements and estimates identified from a separate
note / paragraph to the relevant notes
Comparative amounts have been re-presented accordingly.
(c) Changes in accounting policies
—
Standards, amendments and interpretations effective for the first time
The accounting policies applied for the period ending 31 December 2023 are consistent with those of
the previous financial year except for the following new standards, amendments and interpretations
which became effective for the Group for the first time for the financial year starting on 1 January 2023:
The Group has adopted the International Tax Reform - Pillar II Model Rules (Amendments to IAS 12)
upon release in May 2023 which provide a temporary mandatory exemption from deferred tax
accounting for the top-up tax and require new disclosures. Refer to note 5.5. for more details.
The statements present a true and fair view of the Group’s financial position, results of operations and
cash flows in accordance with IFRS Accounting Standards as issued by the International Accounting
Standards Board (IASB) and comply with Swiss law. They are presented in Swiss francs, rounded to the
nearest one hundred thousand. The figures referred to in text passages are actual figures either
rounded to the nearest Swiss franc or presented in millions of Swiss francs unless otherwise stated.
The statements are prepared on a historical cost basis, except for certain assets and liabilities which
are stated at fair value, such as derivative financial instruments, financial instruments at fair value
through profit or loss and typically the Group's assets and liabilities held for sale.
A number of other new standards, amendments and interpretations became effective for the Group for
the first time but they do not have a significant effect on the Group’s consolidated financial statements:
•
IFRS 17 Insurance Contracts
• Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)
• Definition of Accounting Estimates (Amendments to IAS 8)
• Deferred Tax Related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS
12 Income Taxes)
Notes to the consolidated financial statements
2023 Annual Report
45
Standards, amendments and interpretations to existing standards that are not yet effective and might
be relevant to the Group, but have not been early adopted
The following key judgements in applying accounting policies have been identified which are explained
in more detail in the respective notes:
The following new and revised standards, amendments and interpretations have been issued by the
date the consolidated financial statements were authorized for issue but are not yet effective and are
not adopted early in these consolidated financial statements. The expected impacts as disclosed in the
table below reflect a first assessment by the Group’s management.
Key judgements
Notes
Control assessment and accounting for investment
programs
4.1. Subsidiaries
Standard / Interpretation
New standards or interpretations
IFRS S1 General Requirements for Disclosure of Sustainability-related
Financial Information and IFRS S2 Climate-related Disclosures
Revisions and amendments of standards and interpretations
Non-current Liabilities with Covenants - Amendments to IAS 1 and
Classification of Liabilities as Current or Non-current (Amendments to IAS 1)
Lease Liability in a Sale and Leaseback (Amendments to IFRS 16)
Supplier Finance Arrangements (Amendments to IAS 7 and IFRS 7)
Lack of Exchangeability (Amendments to IAS 21)
Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture (Amendments to IFRS 10 and IAS 28)
Effective date
Planned adoption
by the Group
subject to local regulation
*
*
*
*
*
1 January 2024
1 January 2024
1 January 2024
1 January 2025
Reporting year
2024
Reporting year
2024
Reporting year
2024
Reporting year
2025
Available for optional adoption /
effective date deferred indefinitely
* Standards and interpretation in the above table have no or are not expected to have a significant impact on the Group‘s financial position or performance.
(d) Critical accounting estimates and judgments
—
In preparing these consolidated financial statements, management has made judgements and
estimates about the future that affect the application of the Group's accounting policies and the
reported amounts. Estimates and judgments are based on historical experience and other factors,
including expectations of future events that are believed to be reasonable under the circumstances.
Accounting estimates are monetary amounts in financial statements that are subject to measurement
uncertainty and will, by definition, rarely equal the related actual outcomes. The following estimates and
assumptions that have a significant risk of causing a material adjustment to the assets, liabilities, income
and expenses reported within the next financial year were identified for the Group's consolidated
financial statements. Refer to the respective notes for more details:
Key estimates
Revenue recognition
Notes
1.1. Revenue and other operating income
Determination of fair values
3.4. Fair value measurement
Other relevant areas with critical accounting estimates and judgements include goodwill impairment,
loss allowances on financial assets, actuarial assumptions regarding defined benefit plans (IAS 19) and
uncertain tax positions in respect of the business model. These are, however, considered to be of less
significance to the Group.
Notes to the consolidated financial statements
2023 Annual Report
46
1. Performance
1.1. Revenue and other operating income
In millions of Swiss francs
Note
Management fees and other revenues
Revenue deductions related to management fees and
other revenues
2023
1'673.7
(186.5)
2022
1'758.6
(213.6)
Management fees and other revenues, net
1'487.2
1'545.0
Performance fees
Revenue deductions related to performance fees
Performance fees, net
409.8
(40.4)
369.4
280.4
(11.5)
268.9
Revenues from management services, net
1'856.6
1'813.9
Compensation from short-term loans
Share of results of associates (LGT)
Other income
Total other operating income
3.5.1. (c)
4.2.
85.0
(0.1)
3.0
87.9
51.3
0.0
6.7
58.0
Total revenues from management services, net and
other operating income
1'944.5
1'871.9
In 2023 there was one direct counterparty (2022: one) exceeding 10% of revenues from management
services, net, totaling CHF 287.2 million (2022 CHF 199.9 million) with an exposure across the
segments of private equity, private credit and infrastructure (2022: private equity, private credit and
infrastructure). Note 1.2. provides more information on the Group's operating segments.
Critical accounting estimate: Revenue recognition
Instances may arise where the Group must decide whether variable consideration should be recognized as
revenue. These situations typically relate to performance fees, which are foreseeable, but have not yet been
collected by the Group or are subject to claw-back risk. A "claw-back" ensures that investors in an investment
program are returned any performance fees paid in excess of the originally agreed upon percentage in case of
a performance deterioration during the remaining life of the investment program.
Performance fees are calculated on the basis of the relevant Limited Partnership Agreement or similar
underlying agreements and depend on the return of investment programs. The entitlement of the Group to
performance fees may change significantly in subsequent periods based on the fair valuation of the investment
portfolios, whereby the fair valuation of investment portfolios itself is considered a critical accounting estimate,
as detailed in note 3.4. Performance fees are only recognized once it is highly probable that a significant
reversal in the amount of cumulative revenue recognized will not occur in the assessment of the Group (see
further explanations in below accounting policy).
Accounting policy: Revenue recognition
Revenue comprises the amount of consideration to which the Group expects to be entitled to in exchange for
transferring promised services to its customers, net of value-added tax and rebates and after eliminating sales
within the Group. No revenue is recognized if there are significant uncertainties regarding the recovery of the
consideration due. The Group is active in different operating segments (see note 1.2.). Within these, the Group
earns income for its various activities, which are further explained and outlined below:
Notes to the consolidated financial statements
2023 Annual Report
47
Nature of the underlying service
Performance obligations and recognition
principles
Nature of the underlying service
Performance obligations and recognition
principles
Revenue deductions
Revenue deductions mainly include fee rebates to
third parties. Fees charged multiple times in multi-
layer structures (e.g. through pooling vehicles) are
typically waived and rebated.
Other income
Other operating income comprises income resulting
from the ordinary course of business but that is not
revenue from management services. This includes
operating income on short-term loans and true-up
compensation on management fees and
organizational fees.
Revenue deductions relate to the performance
obligations of the rebated services. Rebates may be
one-off or recurring, depending on individual
agreements. Accordingly, they are recognized at a
point in time or over time.
Compensation from short-term loans is recognized
over the duration of the respective short-term loans.
The Group recognizes other income to depict the
transfer of promised services which can be at a point
in time or over time.
Management fees and other revenues
Management fees: The Group earns investment
management fees for discretionary investment
programs, typically based on long-term contracts.
The fees are typically based on the commitment of
investors into an investment structure or based on
the investment exposure of investors in the
investment structures. They are typically payable on
a quarterly basis in advance.
Organizational fees: In the process of structuring
new products, the Group typically receives an initial
fee for its services in connection with establishing
investment programs and related legal and
structuring work. These organizational fees are
always one-off fees, which are typically received
when a new investor commits into the structure.
The performance obligation of the Group in respect
of these fees is to manage investment structures on
an ongoing basis. Ongoing investment management
fees are recognized over time, based on the specific
contracts.
The structuring of the relevant investment programs
represents a separate performance obligation for the
Group. Revenue is recognized at the point in time
when the investor commits.
Transaction fees: In relation to certain private
markets transactions, the Group receives
transaction fee income. These transaction fees are
typically non-recurring.
The performance obligation of the Group is satisfied
by the execution of the private markets transaction.
Revenue is recognized at the point in time when the
execution of the transaction is completed.
Fees to investments: The Group charges fees to
select underlying lead and joint lead investments
for value-added services provided to them during
the holding period of the relevant investment.
These fees are charged on an ongoing basis.
Performance fees
The performance obligation of the Group in respect
of these fees is to provide value-added services.
Revenue recognition occurs over the time period
these services are provided to investments.
Performance fees are designed to remunerate the
Group as an investment manager for the long-term
value creation for its clients. Such fees are a profit-
sharing incentive the Group is entitled to typically
when investment programs outperform a pre-agreed
return hurdle.
The performance obligation of the Group is to
manage investment structures on an ongoing basis.
The Group's recognition principles in respect of
performance fees are further explained below, see
Accounting policy: Performance fees - recognition
constraint.
Notes to the consolidated financial statements
2023 Annual Report
48
Accounting policy: Performance fees - recognition constraint
Typically, performance fees are recognized so that they do not exceed the portion of performance fees from
realized underlying investments and so that there is a sufficiently large cushion for any potential negative
development on the remaining portfolio. As a result, there is a high probability that no significant amount of
revenue recognized will be reversed in a claw-back situation.
Accordingly, the recognition of performance fees from investment programs with a claw-back is typically
assessed based on a three-step approach once a pre-defined return hurdle has been exceeded:
(1)
Total proceeds from realized underlying investments are determined and the corresponding costs of
such realized as well as of fully written-off investments are deducted ("Net Proceeds").
(2) Net asset value ("NAV") of unrealized underlying investments and, where applicable, other net assets
(such as cash or receivables) held by the investment programs is determined. The respective NAV of
unrealized investments will be written down (in a so-called "Write-Down Test") to the extent that the
probability of a future claw-back risk becomes minimal. Then, the corresponding costs of such unrealized
investments and, where applicable, other investment program level costs (such as operating expenses)
are deducted, resulting in a "Write-Down NAV". This Write-Down NAV is added to the Net Proceeds.
Performance fees are calculated for (1) and (2) by multiplying (1) and (2) by the applicable performance
fee rate subject to exceedance of the hurdle rate. Where the hurdle rate is not exceeded, there are no
performance fees. The lower of such calculated performance fees is recognized.
(3)
On a quarterly basis, the Write-Down Test is applied to all private markets investment programs with a claw-
back. The discount applied in the Write-Down Test may vary from investment program to investment program
and considers specific risk characteristics, including macroeconomic, (geo-) political, and investment program-
specific risk factors. The discount applied in the Write-Down Test is regularly assessed by the Group and
reviewed by the Board of Directors. As of 31 December 2023, the applied discount was 50% (31 December
2022: 50%), except for selected programs where the discount is determined on the basis of a systematic
approach and may be up to 100%.
The Group updates its performance fee recognition on a quarterly basis to faithfully represent the
circumstances present at that point in time. When the probability of no reversal of previously recognized
performance fees is no longer considered highly probable, the Group recognizes the necessary reversals.
Notes to the consolidated financial statements
2023 Annual Report
49
1.2. Segment information3
In millions of Swiss francs
Operating segments
Operating segments
Private
equity
Private
credit
Real estate Infrastructure
Total
reportable
segments
Unallocated
Total
Private
equity
Private
credit
Real estate Infrastructure
Total
reportable
segments
Unallocated
Total
2023
2022
Management fees and other revenues
1'057.6
198.9
185.8
231.4
1'673.7
1'673.7
1'050.3
214.3
205.8
288.2
1'758.6
Revenue deductions related to management fees and
other revenues
(115.3)
(21.4)
(28.9)
(20.9)
(186.5)
(186.5)
(126.3)
(21.9)
(33.9)
(31.5)
(213.6)
Performance fees
Revenue deductions related to performance fees
187.7
(5.6)
30.5
(0.4)
4.6
(0.1)
187.0
(34.3)
409.8
(40.4)
409.8
(40.4)
239.6
(10.4)
14.6
(0.1)
6.8
(0.4)
19.4
(0.6)
280.4
(11.5)
1'758.6
(213.6)
280.4
(11.5)
Revenues from management services, net
1'124.4
207.6
161.4
363.2
1'856.6
—
1'856.6
1'153.2
206.9
178.3
275.5
1'813.9
—
1'813.9
Other operating income
41.3
3.7
25.5
16.0
86.5
Revenues and other operating income
1'165.7
211.3
186.9
379.2
1'943.1
1.4
1.4
87.9
21.6
2.6
16.0
15.1
55.3
1'944.5
1'174.8
209.5
194.3
290.6
1'869.2
2.7
2.7
58.0
1'871.9
Personnel expenses
Other operating expenses
Gross segment result before depreciation and
amortization
Depreciation and amortization
Gross segment result
Reconciliation to profit for the period
Net finance income
Income tax expense
Profit for the period
(132.7)
(42.4)
(32.7)
(72.4)
(280.2)
(323.1)
(603.3)
(148.8)
(46.4)
(39.8)
(46.7)
(281.7)
(314.1)
(595.8)
(4.6)
(1.2)
(7.4)
(1.3)
(14.5)
(93.0)
(107.5)
(5.1)
(1.3)
(4.4)
(1.3)
(12.1)
(91.8)
(103.9)
1'028.4
167.7
146.8
305.5
1'648.4
(414.7)
1'233.7
1'020.9
161.8
150.1
242.6
1'575.4
(403.2)
1'172.2
1'028.4
167.7
146.8
305.5
1'648.4
(455.8)
1'192.6
1'020.9
161.8
150.1
242.6
1'575.4
(443.7)
1'131.7
(41.1)
(41.1)
(40.5)
(40.5)
16.0
(205.2)
1'003.4
(2.3)
(124.5)
1'004.9
3 Compared to previous years, the Group renamed the operating segments and refined the segment allocation of revenues related to its multi-segment investment programs. Comparative amounts have been re-presented.
Notes to the consolidated financial statements
2023 Annual Report
50
(a) Operating segments
—
The Group provides its clients with investment services in the private markets spectrum. These
services comprise both structuring and investment advisory in relation to direct investments in
operating companies or assets and investments in third-party-managed investment programs. As part
of its management services, the Group offers diversified as well as more focused investment programs
in relation to investment style, industry, and geography of the investments in private markets.
Management has determined the following operating segments based on internal operations and the
reporting provided to the Board of Directors ("BoD"), which has been identified as the chief operating
decision-maker. Management believes that this is the most relevant way to report the results of its
operating segments:
regions. In addition, the Group invests in the real estate secondary market by acquiring portfolios of
privately held assets and in the primary market through its comprehensive set of investment
relationships.
Infrastructure
Infrastructure refers to investments made in private infrastructure assets. On behalf of its clients, the
Group focuses on investing in essential infrastructure assets that have clear stakeholder impact which
could be transformed through its entrepreneurial governance. The Group invests across the capital
structure in either equity or debt instruments, as well as across sectors and regions based on its
thematic sourcing approach.
Private equity
Private equity refers to investments made in private – i.e. non-publicly traded – companies. On behalf of
its clients, the Group focuses on investing directly into companies that have been identified via its
thematic sourcing approach with the objective of transforming them through driving strategic initiatives
and operational improvements. In addition, the Group invests in the private equity secondary market by
acquiring portfolios of privately held companies and in the primary market through its comprehensive
set of investment relationships.
(b) General activities and allocation
—
The activities in all operating segments consist of:
•
•
Strategic asset allocation and portfolio management
Investment management, value creation and monitoring
• Risk management
• Reporting and portfolio administration
• Relationship management
Private credit
Private credit refers to debt financing for private companies. On behalf of its clients, the Group focuses
on investment opportunities within sectors and industries that are undergoing transformational change,
as identified by its thematic sourcing approach. The Group provides tailored financing solutions to
companies that are looking for non-bank financing across the entire debt structure. These investments
range from predominantly senior loans to subordinated financing solutions and also span across
different regions.
Real estate
Real estate refers to investments made in private real estate assets. On behalf of its clients, the Group
focuses on investing in real estate assets benefiting from transformative trends where it can deploy a
value creation plan. The Group invests in either equity or debt instruments, across several sectors and
The BoD assesses the performance of the operating segments based on gross segment results which
are determined by the allocation of directly attributable revenues and expenses for the respective
operating segment. Therefore, the gross results per operating segment do not include the allocation of
expenses that are not directly attributable to the operating segment. As the Group pursues a fully
integrated investment approach, many professionals are engaged in assignments across several
operating segments within the private markets asset classes. Thus, only the personnel expenses of
professionals entirely dedicated to a single operating segment have been allocated to the respective
operating segments. This has led to the majority of personnel expenses being unallocated to any of the
operating segments. The same applies to other operating expenses. Depreciation and amortization
have also not been allocated to the operating segments. All non-directly attributable elements of profit
or loss are summarized in the column labelled ‘Unallocated’. There were no intersegment transactions
and, as such, no eliminations are necessary. No assets or liabilities are allocated to segments other than
financial investments as detailed in note 3.5.2. (c).
Notes to the consolidated financial statements
2023 Annual Report
51
(c) Geographical information
—
The operating segments are managed globally with Switzerland as the headquarters. Local offices
ensure access to clients and investment opportunities within their geographies. Investment
management services are primarily provided out of Switzerland, while local offices such as Guernsey
and Luxembourg serve a s the Group’s main fund hubs.
Revenues were invoiced and collected in the following countries:
1.3. Earnings per share
In Swiss francs
Average fair value of one ordinary share during the period
Weighted average exercise price for shares under option during the
period
2023
939.94
752.05
2022
1'016.16
859.51
In millions of Swiss francs
2023
2022
Earnings per share
Note
2023
2022
Switzerland4
Guernsey
Luxembourg
US
Others
(6.9)
584.5
684.5
388.8
205.7
41.9
607.4
669.4
285.1
210.1
Profit for the period attributable to owners of the
Company (in millions of Swiss francs)
Weighted average number of ordinary shares
outstanding (in number of shares)
1'003.4
1'004.9
4.3.
25'929'206
25'544'839
Basic earnings per share (in Swiss francs)
38.70
39.34
Total revenues from management services, net
1'856.6
1'813.9
Effect of options on issue (in number of shares)
98'068
164'431
Above-stated amounts do not correspond to the revenues reported to authorities in these countries as
revenues are re-allocated to the Group’s operating entities based on the Group’s transfer pricing policy
which complies with the OECD Transfer Pricing Guidelines.
Information about major customers is detailed in note 1.1.
Accounting policy: Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transactions with any of the
Group’s other components.
Weighted average number of ordinary shares (diluted, in
number of shares)
26'027'274
25'709'270
Diluted earnings per share (in Swiss francs)
38.55
39.09
As of 31 December 2023, the Group had 1'133'230 options and non-vested shares outstanding (2022:
1'101'870) (see note 2.2.). The treasury shares necessary to cover the obligation for non-vested shares
have already been placed in separate escrow accounts in the name of the employees. Thus, the number
of treasury shares (see note 4.3.) is already net of non-vested shares outstanding.
The Group excluded 280’858 options in above calculation of diluted earnings per share because they
would be antidilutive for the period presented but could potentially dilute basic earnings per share in the
future (2022: 105'135 options).
4 Revenue deductions related to management fees, performance fees and other revenues are largely reimbursed by Swiss entities (2023: CHF 112.0 million; 2022: CHF 128.6 million).
Notes to the consolidated financial statements
2023 Annual Report
52
2. People
2.1. Personnel expenses
In millions of Swiss francs
Salaries and cash bonus
Share-based payment expenses5
Note
2.2
Other long-term benefits (management carry plan)
Retirement schemes - defined contribution plans
Retirement schemes - defined benefit plans
2.3.2.
Other social security expenses
Other personnel expenses
Personnel expenses
2023
(372.8)
(57.1)
(100.6)
(11.8)
(6.7)
(30.1)
(24.2)
(603.3)
2022
(428.0)
(57.1)
(50.2)
(9.4)
(5.5)
(6.0)
(39.6)
(595.8)
The average number of employees in 2023 was 1'931 (2022: 1’724), which is equivalent to 1'911 average
full-time employees (2022: 1’705).
2.2. Share-based incentive plans
Share-based payment expenses resulted from allocations of shares and options granted in 2023,
as well as in previous periods:
In millions of Swiss francs
Note
2023
2022
Grants 2016 (options and non-vested shares)
Grants 2017 (options and non-vested shares)
Grants 2018 (options and non-vested shares)
Grants 2019 (options and non-vested shares)
Grants 2020 (options and non-vested shares)
Grants 2021 (non-vested shares)
Grants 2022 (non-vested shares)
Grants 2023 (options and non-vested shares)
Entry shares
2.2.1.
Total options and non-vested shares
Grants 2017 (MPP)
Grants 2018 (MPP)
Grants 2019 (MPP)
Grants 2020 (MPP)
Grants 2020 (MIP)
Grants 2021 (MPP)
Grants 2021 (MIP)
Grants 2022 (MPP)
Grants 2022 (MIP)
Grants 2023 (MPP)
Total rights
2.2.4.
(0.3)
(0.5)
(1.9)
(4.1)
(6.3)
(12.6)
(11.6)
(3.2)
(40.5)
(0.8)
(0.8)
(1.1)
(0.4)
(2.7)
(0.8)
(5.1)
(1.1)
(3.8)
(16.6)
(57.1)
(0.3)
(0.6)
(0.9)
(3.7)
(7.1)
(9.0)
(12.3)
(5.1)
(39.0)
(0.5)
(1.8)
(1.2)
(1.7)
(0.4)
(4.3)
(1.0)
(5.2)
(2.0)
(18.1)
(57.1)
5 Share-based payment expenses for non-executive members of the BoD of CHF 0.9 million (2022: 0.8 million) are disclosed as a part of third party services (see note 5.4.).
Total share-based payment expenses5
Notes to the consolidated financial statements
2023 Annual Report
53
The number and weighted average exercise price of options and non-vested shares developed
as follows:
The outstanding instruments are split by strike price and grant year as follows:
2023
Weighted average
exercise price
(in CHF)
Number of
instruments
Weighted average
exercise price
(in CHF)
862.46
1'002.93
726.11
1'098.40
990'389
(25'670)
(108'017)
194'583
850.98
922.17
559.85
2022
Number of
instruments
1'060'283
(24'790)
(45'104)
916.71
1'051'285
862.46
990'389
111'481
(29'536)
81'945
107'103
4'378
111'481
1'133'230
1'101'870
Outstanding options as of 1 January
Forfeited
Exercised
Granted
Outstanding options as of
31 December
Outstanding shares as of 1 January
Movements
Outstanding shares as of
31 December
Outstanding instruments as of
31 December
Of the outstanding 1'133'230 options and non-vested shares (31 December 2022: 1'101'870), 564'697
options were exercisable immediately (31 December 2022: 470'225). All other options and non-vested
shares are restricted until at least 30 September 2024.
Numbers of instruments outstanding as of 31 December
2023
2022
Grant year
Strike price in CHF
Options granted in 2013 and 8.1.2014
Options granted in 2014
Options granted in 2015
Options granted in 2015
Options granted in 2015
Options granted in 2016
Options granted in 2016
Options granted in 2017
Options granted in 2017
Options granted in 2018
Options granted in 2018
Options granted in 2019
Options granted in 2019
Options granted in 2020
Options granted in 2023
Options granted in 2023
Non-vested shares granted in the last five years
270.00
324.00
340.00
450.00
446.00
682.00
593.00
805.00
810.00
975.00
800.00
965.00
807.60
1'045.00
1'055.00
1'116.50
n/a
2'086
1'418
4'000
1'032
110'250
4'066
230'950
31'889
160'517
18'489
178'150
20'890
92'965
57'255
137'328
81'945
Total instruments outstanding
1'133'230
16'516
2'086
1'418
4'000
1'032
133'350
8'088
268'657
35'078
184'000
18'489
191'650
20'890
105'135
111'481
1'101'870
Notes to the consolidated financial statements
2023 Annual Report
54
The estimated fair value of options granted is based on the Black Scholes model. The fair value of the
shares granted is based on the share price at the date of grant. The fair value of shares and options
granted in 2023 and related assumptions were as follows:
The Group has a long history of granting equity incentives to its employees. These are awarded at year-
end through options, shares and participation rights on the basis of the following plans:
Non-vested
options6,7
Non-vested
options7
Non-vested
options
Vested shares
Non-vested
shares
Date of grant
13.11.2023
13.11.2023
21.11.2023
21.11.2023
21.11.2023
2.2.1. Entry shares
In 2023, the Group granted 3'926 (2022: 4'995) shares, net of forfeitures, totaling CHF 3.2 million
(2022: CHF 5.1 million) to employees of the Group that commenced employment with the Group during
the year. These shares are subject to a vesting period of one year. In addition, the shares are subject to a
maximum five-year selling restriction, which is waived if the employee resigns from the Group before
the end of the restriction period.
Fair value per option/share at measurement date
(in CHF)
Share price (in CHF)
Exercise price (in CHF)
Vesting conditions
Expected volatility
187.21
1'055.00
1'055.00
5 years
cliff
28.4%
179.72
1'116.50
1'116.50
1'116.50
1'116.50
1'116.50
2.2.2. Employee Participation Plan ("EPP")
6 years
cliff
1'116.50
5 years
linear
28.3%
at grant
5 years
linear
The Employee Participation Plan ("EPP") aims to align employee interests with those of external
shareholders. The 2023 plan was a share and a share-option plan for the Group’s eligible employees.
The allocation to departments, teams and individuals was dependent on their performance and
contribution to the overall achievement of the Group’s goals during the period.
Expected term of execution
6 years
7 years
4.4 years
Expected dividend ratio
Risk-free interest rate (based on Swap rates)
Total options/shares granted
3.75%
1.38%
57'255
3.75%
1.28%
137'328
Total value granted in 2023 (in millions of CHF)
10.7
5.5
24.7
795
0.9
10'539
11.8
The 2023 EPP follows a linear vesting model, with proportionate annual vesting over a five-year period
following the awards and contingent upon the employee remaining with the Group during the respective
service period. Information on EPP grants from prior years is presented in the Annual Report for the
respective year.
1.7
0.8
6.2
0.9
3.7
2.2.3. Management Incentive Plan ("MIP")
Amounts recognized in profit or loss (in
millions of CHF)
Total amount recognized in profit or loss (in millions of CHF)
- recognized in personnel expenses related to the grant 2023
- recognized in third party services related to the grant 2023
- recognized in personnel expenses related to the grant 2022
13.3
11.6
0.9
0.8
In 2015, the Group introduced the MIP for senior members of management and members of
management who have significantly contributed to the Group’s success in the past and who have the
potential to do so in the future. Until 2020, the MIP was a long-term option-only plan that was allocated
in two tranches that followed a five-year and six-year cliff-vesting model, respectively. In 2021, the
Group replaced the call option that focused entirely on the Partners Group Holding AG share price
performance with participation rights on the development of the Management Fee EBIT as defined in
the Key definitions and alternative performance metrics section starting on page 32 of the Annual
6 Under the 2022 MIP, the Group granted equity incentives equaling the initial fair value of 12.7 million. The amount was allocated to the participants in two tranches, CHF 7.1 million in 2022 as participation rights and CHF 5.6 million in 2023 in options. The 2023 allocation in the amount of CHF 5.6 million translates into 29'955 options. As the Group and the
beneficiaries of the plan have a common understanding of the terms and conditions and participants have begun rendering services in respect of both tranches, the Group recognizes expenses for both tranches beginning in 2022.
7 Under the 2023 MIP, the Group granted equity incentives equaling the fair value of 10.6 million. The amount is allocated to the participants in two tranches, the first tranche in November 2023 in the amount of CHF 5.1 million. The 2023 allocation in the amount of CHF 5.1 million translates into 27'300 options. The second tranche in the amount of CHF 5.5 million
will be allocated in fall 2024. As the Group and the beneficiaries of the plan have a common understanding of the terms and conditions and participants have begun rendering services in respect of both tranches, the Group recognizes expenses for both tranches beginning in 2023.
Notes to the consolidated financial statements
2023 Annual Report
55
Report 2023. Information on MIP grants from prior years is presented in the Annual Report for the
respective year.
In 2023, the MIP plan was amended to a long-term option-only plan. Options were granted on 13
November 2023 and were allocated in two tranches that follow a five-year and six-year cliff-vesting
model, respectively. Unvested MIP participation rights and options are forfeited when a plan participant
leaves the Group.
2.2.4. Management Performance Plan ("MPP")
In 2017, the Group introduced the MPP for members of the Executive Team and executive members of
the Board of Directors. The plan reinforces a strong alignment of interests with shareholders as well as
clients. It was amended in 2021 by replacing the option-like component that focused entirely on the
Partners Group Holding AG share price performance with participation rights which focus on the
development of the Management Fee EBIT as defined in the Key definitions and alternative
performance metrics section starting on page 32 of the Annual Report 2023. Information on MPP
grants from prior years is presented in the annual report for the respective year.
The intrinsic value of the 2023 MPP is determined by assessing the growth of the Management Fee
EBIT. In prior years, the intrinsic value of the MPP was measured in year five after grant. Since 2023,
plan participants may choose to lock in the intrinsic value of their MPP rights in year five, six, or seven.
The 2023 MPP restricts payouts to a Management Fee EBIT development above a target growth rate.
Likewise, a cap growth rate is applied above which no further value creation can be achieved. The
intrinsic value will be assessed on the basis of the Management Fee EBIT in the fifth, sixth or seventh
financial year after the grant, dependent on when the MPP recipients elect to lock in the intrinsic value of
their MPP rights. For example, for the MPP allocated in 2023, the Management Fee EBIT payout
restriction is assessed based on the Management Fee EBIT for 2028 if a plan participant locks in the
intrinsic value after the fifth year. When the Management Fee EBIT for 2028 is below CHF 1'055.9
million, equal to a 2% annual Management Fee EBIT growth rate (the floor-strike Management Fee
EBIT), the intrinsic value will by default be fixed to zero and there will be no future payout of the plan;
when the Management Fee EBIT for 2028 is above CHF 1'923.5 million, equal to a 15% annual
Management Fee EBIT growth rate (the cap-strike Management Fee EBIT), the intrinsic value by
default cannot exceed 7.4 times the initial grant value. If the measurement period is extended to year six
or seven, the Management Fee EBIT payout restriction is assessed based on the Management Fee
EBIT for 2029 or 2030, respectively. The same floor and cap growth rates will apply in any case. This
results in a floor-strike Management Fee EBIT of CHF 1'077.0 million and CHF 1'098.5 million,
respectively, and in a cap-strike Management Fee EBIT of CHF 2'212.0 million and CHF 2'543.8 million
respectively, for year six and seven.
Once the intrinsic value has been determined, the MPP payout occurs as the performance fees of the
underlying investment vintage materialize. To assess whether the payout is higher or lower than the
intrinsic value, the investment return targets set at grant are compared against the actual achievement
on an annual basis. If 100% of the targeted investment performance is achieved over a time period of 14
years, the intrinsic value locked in at either year five, six, or seven will be paid out at 100% in the form of
Partners Group shares. The total payout can be higher than the originally targeted nominal amount in
the case of investment performance above target returns, or lower than the originally anticipated
nominal amount in the case of lower investment performance. In the worst-case scenario, the amount
can be zero, irrespective of the intrinsic value (if investment performance does not translate into any
performance fees). Any potential future entitlements to plan participants, based on performance fees
received by the firm prior to the assessment of the intrinsic value, will be accrued and paid out in
subsequent years. For further details regarding the MPP, refer to the compensation report in the Annual
Report 2023.
MPP grants typically vest linearly over a period of five years. The linear vesting is subject to a minimum
five-year tenure in the respective committee. Before that, the MPP has a five-year cliff vesting attached.
Unvested MPP participation rights are forfeited when a plan participant leaves the Group.
In accordance with the option-like characteristics of the MPP, the allocation date fair value is calculated
similarly to the valuation of a call spread (a set of two calls: buying a call right and selling a call right at the
same time) on Management Fee EBIT. The Black Scholes model is used to value the option-like element
of the contract. MPP participation rights are priced in consideration of both the floor-strike
Management Fee EBIT (floor/short call), which determines the price at which the Group sells the right
to an MPP recipient, and the cap-strike Management Fee EBIT (cap/long call), which determines the
price at which the Group would buy the right from an MPP recipient, respectively. The difference
between the calculated prices of these two participation rights is considered the net price of the
instrument which in turn is used to calculate the allocation date fair value.
Notes to the consolidated financial statements
2023 Annual Report
56
Accounting policy: Share-based payment transactions
All of the Group's share-based payment plans qualify as equity-settled. The fair value at grant date of share-
based payment awards granted to employees is recognized as personnel expense in the consolidated
statement of profit or loss with a corresponding increase in equity, over the period until the employees
unconditionally become entitled to the awards. The amount recognized as personnel expense is adjusted to
reflect the number of awards for which the related service and non-market vesting conditions are expected to
be met, such that the amount ultimately recognized as personnel expense is based on the number of awards
that meet the related service and non-market performance conditions at the vesting date. For share-based
payment awards without vesting conditions, the fair value at grant date of the share-based payment is
measured and immediately expensed in profit or loss to reflect such conditions and there are no true-ups for
differences between expected and actual outcomes.
Fair value of MPP granted in 2023 and related assumptions:
In millions of Swiss francs
Date of allocation
Management Fee EBIT
Strike measured at year 5
Strike measured at year 6
Strike measured at year 7
Vesting conditions8
Expected volatility9
Expected term of execution
Expected dividend ratio
Risk-free interest rate (based on swap rates)
Short-Call
Long-Call
March 2024
March 2024
956.3
1'055.9
1'077.0
1'098.5
5 years
28.2%
6 years
0.0%
0.0%
956.3
1'923.5
2'212.0
2'543.8
5 years
28.2%
6 years
0.0%
0.0%
Total fair value of the 2023 participation right exercised year 5
117.1
Grants in 2023 to
% of 2023
participation
right
Vesting conditions8
In millions of CHF
2023 MPP recipients
13.1%
5 years
15.3
Amount recognized in profit or loss (in millions of CHF)
MPP
Amounts recognized in profit or loss (in millions of CHF)
2023
3.8
3.8
8 Linear vesting for plan participants with a five or more year tenure in the respective committee, cliff vesting otherwise.
9 The applied expected volatility is based on the volatility of the Management Fee EBIT of the last 20 quarters.
Notes to the consolidated financial statements
2023 Annual Report
57
2.3. Employee benefits - assets and liabilities
In millions of Swiss francs as of 31 December
Net defined benefit asset
Employee benefit assets
Net defined benefit liability
Accrued variable compensation (cash bonus)
Management carry plan
Other employee benefit liabilities
Employee benefit liabilities
Current liabilities
Non-current liabilities
Employee benefit liabilities
2023
12.0
12.0
(0.8)
(252.9)
(203.4)
(20.4)
(477.5)
(184.6)
(292.9)
(477.5)
2.3.1. Performance fee-related compensation
Each year, the Nomination & Compensation Committee ("NCC") and the BoD allocate up to 40% of
recognized performance fees via the Performance Fee Compensation Pool to a group of eligible
employees.
The pool is allocated to the individual employees via the Management Carry Plan ("MCP") (see (a)
below) and the Management Performance Plan ("MPP") (see note 2.2.4.) with the remainder, i.e. the
difference between the Performance Fee Compensation Pool and the MCP/MPP allocations, being
allocated via the Performance Fee Bonus Pool (see (b) below).
In 2023, performance fees recognized in the consolidated statement of profit or loss amounted to CHF
369.4 million (2022: CHF 268.9 million), of which CHF 106.3 million (2022: CHF 53.0 million) had been
pre-allocated via the MCP (including social security expenses) and CHF 14.6 million (2022: CHF 7.4
million) via the MPP. In addition, CHF 0.2 million were released (2022: CHF 4.3 million were released) for
social security costs in relation to the MPP and CHF 27.1 million (2022: CHF 51.5 million) were allocated
via the Performance Fee Bonus Pool. In 2023, the payout amounted to CHF 72.4 million for these
schemes (2022: CHF 238.5 million). Based on performance fees invoiced as of 31 December 2023, the
Group expects a cash payout of CHF 96.1 million (2022: CHF 73.9 million) for these schemes in the first
half of 2024.
2022
(a) Management Carry Plan ("MCP") allocation
—
—
(1.2)
(329.9)
(184.5)
(19.2)
(534.8)
(200.1)
(334.7)
(534.8)
In 2011, Partners Group launched a dedicated performance fee-related compensation program, the
MCP, whereby a percentage of the potential future performance fees from investments is allocated to
eligible senior professionals (non-Executive Team members). The MCP was designed as a long term
incentive plan which aligns the rewards for the Group’s professionals with investment performance and
the Group’s overall financial success. It is discretionally granted to employees on an annual basis and is
only paid out once the performance fees are collected by the Group. It is not a share-based incentive
plan.
(b) Performance Fee Bonus Pool allocation
—
The Performance Fee Bonus Pool, i.e. the difference between the Performance Fee Compensation
Pool and the MCP/MPP allocation, is to be distributed among the employees. The part of the
Performance Fee Bonus Pool that is not expected to be settled before twelve months after the end of
the annual reporting period in which the employees render the related services is presented as non-
current liabilities.
Accounting policy: Performance fee-related compensation
The promise to allocate up to 40% of recognized performance fees represents a constructive obligation
towards the eligible group of employees. The Group recognizes expenses related to the MCP in personnel
expenses when the related performance fees become sufficiently visible. This is in the period in which
performance fees are recognized in the consolidated statement of profit or loss, which is generally before the
effective collection of such performance fees. At the same time, the obligation in relation to the Performance
Fee Bonus Pool is recognized. The corresponding liabilities are recognized as employee benefit liabilities in the
consolidated statement of financial position. The part of these liabilities that is not expected to be settled before
twelve months after the end of the annual reporting period is considered in non-current liabilities.
Notes to the consolidated financial statements
2023 Annual Report
58
2.3.2. Defined benefit plans
The pension plan for Swiss employees ("the Pension Fund") is a defined benefit plan. The Pension Fund
provides benefits for retirement, disability and surviving dependents that meet or exceed the minimum
benefits required under the Federal Law on Occupational Retirement, Survivors’ and Disability
Insurance ("LOB" also referred to as "BVG"), including the legal coordination charge, which is also
insured. The Pension Fund is responsible for capital investments and pursues an investment strategy
with a prescribed investment policy.
The Pension Fund is administered by Gemini Sammelstiftung, Zurich/Switzerland, which is legally
separate from the Group and is governed by a foundation board. In addition, there is a pension fund
commission comprised of two employee and two employer representatives. The duties of the
foundation board, as well as the pension fund commission, are laid out in the LOB and the specific
pension fund rules. They are required by law to act in the best interest of the participants and are
responsible for setting certain policies (e.g. investment, contribution and indexation policies) for the
Pension Fund. At least four times a year, the foundation board, as well as the pension fund commission,
meet to analyze consequences and decide on adjustments in the investment strategy.
The foundation board of the Swiss Pension Fund introduced a plan amendment as of 1 January 2024,
affecting both mandatory and non-mandatory plans in place. Until 31 December 2023, the monthly
premiums to fund the Pension Fund’s benefits were split equally between the employer and the
employees. Contributions varied by the age of the employees and ranged from 6-13% of the covered
salary in total for employers and employees. These ranges were identical for all plans in place. Going
forward, the employer contributions are increased to 6.5-13.5% of the covered salary for the base
pension plan while employees will be able to choose between past levels of saving contributions and the
new employer contribution level. For the non-mandatory plans, a flat contribution of 5% for both the
employer and employees will be introduced. An additional change is the introduction of a coordination
deduction.
In addition to the pension plan for Swiss employees, a defined benefit plan for Swiss management also
provides retirement benefits and risk insurance for death and disability for components of remuneration
in excess of the maximum insurable amount of salary under the plan described above.
The Group has additional immaterial post employment benefit obligations arising from other defined
benefit plans. As of 31 December 2023, these amount to CHF 0.8 million (31 December 2022: CHF 1.2
million).
Development of defined benefit asset/(obligation)
—
In millions of Swiss francs
Present value of benefit obligation as of 1 January
Included in profit or loss
Current service cost (employer)
Interest expense on benefit obligation
Plan amendment
Included in other comprehensive income
Actuarial gains/(losses) on benefit obligation arising from:
- change in demographic assumptions
- change in financial assumptions
- experience gains/(losses)
Other
Employee contributions
Benefit payments
2023
(92.8)
(4.2)
(2.1)
(2.5)
(0.1)
(6.7)
(0.8)
(4.6)
3.6
(110.2)
2022
(97.9)
(5.5)
(0.3)
19.3
(1.7)
(4.0)
(2.7)
(92.8)
As a result of the plan amendment, the Group's defined benefit obligation increased by CHF 2.5 million
(2022: nil). A corresponding past service cost was recognized in profit or loss during 2023.
Present value of benefit obligation as of 31 December
Pursuant to the LOB, additional employer and employee contributions may be imposed whenever a
significant funding deficit arises in accordance with the LOB. The Pension Fund is exposed to actuarial
risks, such as investment risk, longevity risk, disability risk, foreign currency risk and interest rate risk.
Notes to the consolidated financial statements
2023 Annual Report
59
(10.3)
Private markets
Cash
Public debt
Public equity
Semi-liquid
Alternatives/other
Total
In millions of Swiss francs
Fair value of plan assets as of 1 January
Included in profit or loss
Interest income on plan assets
Administration cost
Included in other comprehensive income
Actuarial gain/(loss) on plan assets
Other
Employer contributions
Employee contributions
Benefit payments
Fair value of plan assets as of 31 December
Net defined benefit asset/(obligation) before asset ceiling as of 31
December
Impact of asset ceiling as of 1 January
Included in profit or loss
Interest income/(expense)
Included in other comprehensive income
Change in asset ceiling excluding amounts included in interest income/
(expense)
Impact of asset ceiling as of 31 December
Net defined benefit asset/(obligation) as of 31 December
2023
108.9
2.6
(0.1)
4.4
4.6
4.6
(3.6)
121.4
11.2
(17.3)
(0.4)
17.7
—
11.2
2022
108.4
0.3
(0.1)
3.9
4.0
2.7
108.9
16.1
(17.3)
(17.3)
(1.2)
Asset allocation for the Swiss Pension Fund
—
Asset allocation as of 31 December
2023
2022
9.5%
0.2%
34.9%
51.3%
2.5%
1.6%
7.1%
4.1%
28.0%
56.3%
3.4%
1.1%
100.0%
100.0%
Principal actuarial assumptions for the Swiss Pension Fund
—
The calculation of the net defined benefit asset/(obligation) included the following principal actuarial
assumptions:
Principal actuarial assumptions as of 31 December
2023
2022
Discount rate
Interest rate on retirement credits
Average future salary increases
Future pension increases
Mortality tables used
Mortality model used
Assumed average retirement age female
Assumed average retirement age male
1.5%
1.5%
2.0%
0.0%
2.3%
2.3%
2.0%
0.0%
BVG 2020 (GT)
BVG 2020 (GT)
BFS
63
63
BFS
62
63
Notes to the consolidated financial statements
2023 Annual Report
60
Principal actuarial assumptions as of 31 December
2023
2022
Accounting policy: Pension schemes
Group companies operate various pension schemes. The schemes typically are funded through payments to
insurance companies or trustee-administered funds, determined by periodic actuarial calculations. The Group
has both defined benefit and defined contribution plans.
A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate
entity. The Group has no legal or constructive obligations to pay further contributions if the fund does not hold
sufficient assets to pay all benefits to employees relating to employee services in the current and prior periods.
For defined contribution plans, the Group pays contributions to publicly or privately administered pension
insurance plans on a mandatory, contractual or voluntary basis. The Group has no further payment obligations
once the contributions have been paid. The contributions are recognized as personnel expenses in the
consolidated statement of profit or loss when due.
A defined benefit plan is a pension plan that is not a defined contribution plan. Typically, defined benefit plans
specify an amount of pension benefit that an employee will receive upon retirement, typically dependent on one
or more factors such as age, years of service and compensation. The Group’s net obligation/asset in respect of
defined benefit plans is calculated by estimating the discounted amount of future benefits that employees have
earned and deducting the fair value of any plan assets. The defined benefit obligation is calculated annually by
independent actuaries using the projected unit credit method. When the actuarial calculation results in a benefit
to the Group, the recognized asset is limited to the present value of economic benefits available in the form of
any future refunds from the plan or reductions in future contributions to the plan. An economic benefit is
available to the Group if it is realizable during the life of the plan, or on settlement of the plan liabilities. The Group
opted for the risk-sharing approach.
Weighted average duration of defined benefit obligation (years)
Assumed life expectancy at retirement age female
Assumed life expectancy at retirement age male
12.4
24.7
23.0
12.7
24.6
22.8
Sensitivity analysis for the Swiss Pension Fund
—
Reasonably possible changes as of the reporting date to one of the relevant actuarial assumptions,
holding other assumptions constant, would have affected the defined benefit obligation and current
service cost by the amounts presented below:
In millions of Swiss francs
Decrease of discount rate (-0.5%)
Increase of discount rate (+0.5%)
Decrease of salary increase (-0.5%)
Increase of salary increase (+0.5%)
Shorter life expectancy (-1 year)
Longer life expectancy (+1 year)
Impact on defined
benefit obligation
Impact on current
service cost
(employer)
(7.3)
6.5
1.4
(1.5)
0.2
(0.2)
(0.8)
0.7
0.2
(0.2)
0.0
(0.0)
Although the analysis above does not take into account the full distribution of expected cash flows
under the defined benefit plan, it does provide an approximation of the sensitivity of the assumptions
presented.
The expected employer contributions in 2024 are estimated to be CHF 7.4 million.
Notes to the consolidated financial statements
2023 Annual Report
61
3. Financial instruments and financial risk management
3.1. Financial assets
As per reporting date, the Group’s financial assets were classified into the following categories:
In millions of Swiss francs as of 31 December
Note
2023
2022
Financial assets at amortized cost
Cash and cash equivalents
Fee receivables
Other receivables
Accrued revenue
Short-term loans
Non-current accrued revenue
Other financial assets
Total
Financial assets at fair value through profit or loss
Mandatorily measured at fair value through profit or loss
Derivative assets
Financial investments
Assets held for sale
Total
Total financial assets
3.5.1. (b)
3.1.1.
3.1.1.
3.1.1.
3.5.1. (c)
3.1.1.
3.1.2.
3.1.3.
281.0
164.1
66.8
588.1
1'617.4
283.4
8.1
3'008.9
33.2
820.1
317.3
1'170.6
779.5
283.6
39.1
318.6
1'324.8
420.2
12.6
3'178.4
5.1
766.5
104.5
876.1
Accounting policy: Financial assets
Financial assets other than trade receivables are initially recognized when the Group becomes a party to the
contractual provisions of the instrument.
The Group classifies its financial assets in the following measurement categories:
• at amortized cost; or
• at fair value through profit or loss
None of the Group’s financial assets are classified as financial asset at fair value through other comprehensive
income.
At initial recognition, the Group measures a financial asset at its fair value plus, in the case of a financial asset not
at fair value through profit or loss, transaction costs that are directly attributable to the acquisition of the
financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed as
incurred.
Subsequent measurements of debt instruments depend on the Group’s business model for managing the
asset and the cash flow characteristics of the asset. There are two measurement categories into which the
Group classifies its debt instruments:
• Amortized cost: Assets that are held for collection of contractual cash flows, where those cash flows
represent solely payments of principal and interest, are measured at amortized cost. A gain or loss on a debt
instrument that is subsequently measured at amortized cost and is not part of a hedging relationship is
recognized in profit or loss when the asset is derecognized or impaired. Interest income from these financial
assets is included in finance income using the effective interest rate method.
• Fair value through profit or loss: Assets that do not meet the criteria for amortized cost are measured at fair
value through profit or loss. Changes in fair value are recognized in finance income and expense as net gains
on fair value through profit or loss instruments, including any dividend and interest income. A gain or loss on a
debt instrument that is subsequently measured at fair value through profit or loss and is not part of a hedging
relationship is recognized on a net basis in profit or loss in the period in which it arises.
The Group assesses the recoverability of its financial assets that are measured at amortized cost on a regular
basis. It calculates, on a forward-looking basis, the expected credit losses associated with such financial
instruments.
4'179.5
4'054.5
Equity instruments are subsequently measured at fair value through profit or loss.
Notes to the consolidated financial statements
2023 Annual Report
62
3.1.1. Trade and other receivables and accrued revenue
Movements in the Group's financial investments over the year were as follows:
In millions of Swiss francs as of 31 December
2023
2022
In millions of Swiss francs
2023
2022
Fee receivables
Other receivables
Accrued revenue
Trade and other receivables
Non-current accrued revenue
Total trade and other receivables and accrued revenue
164.1
66.8
588.1
819.0
283.4
1'102.4
283.6
39.1
318.6
641.3
420.2
1'061.5
Balance as of 1 January
Additions
Distributions/disposals
Transfers from assets and liabilities held for sale10
Change in fair value
Exchange differences
Balance as of 31 December
766.5
108.2
(64.6)
13.2
58.2
(61.4)
820.1
715.2
138.3
(81.3)
19.4
(25.1)
766.5
Accounting policy: Trade and other receivables
Trade and other receivables are initially recognized when they are originated and measured at their transaction
price, less impairment losses. The Group applies the IFRS 9 simplified approach to measuring expected credit
losses which uses a lifetime expected loss allowance.
The Group's financial investments were split into the following operating segments:11
In millions of Swiss francs as of 31 December
2023
2022
Note 3.5.1. details the Group’s credit risk assessment for trade and other receivables.
3.1.2. Financial investments
The Group holds financial investments in various investment programs that it manages. These financial
investments typically account for a stake of one percent in an investment program. Within the
investment programs, the Group typically performs investment management activities for the benefit of
external investors under a predetermined investment policy. In return the Group receives a
predetermined management fee and, where applicable, a performance fee for its services which are
presented as revenues from management services in the consolidated statement of profit or loss.
Private equity
Private credit
Real estate
Infrastructure
Financial investments
395.1
242.3
77.1
105.6
820.1
367.3
223.8
79.2
96.2
766.5
Accounting policy: Financial investments
Financial investments are measured at fair value through profit or loss. The fair values of financial investments
not listed at a public security exchange are determined by the Group by using various valuation techniques.
These include the use of recent arm’s length transactions, reference to other instruments that are substantially
the same, and discounted cash flow analysis refined to reflect the issuer’s specific circumstances. The fair
values of quoted financial investments are based on current bid prices.
Refer to note 3.4. for further explanations on valuation techniques and critical accounting estimates.
10 Reclassification of a former seed investment program that has been sufficiently diluted, such that the Group is no longer deemed to have control. Refer to Accounting policy: Assets and liabilities held for sale on page 63 for more details.
11 The Group renamed the operating segments and refined the segment allocation of financial investments related to its multi-segment investment programs. Comparative amounts have been re-presented.
Notes to the consolidated financial statements
2023 Annual Report
63
3.1.3. Assets and liabilities held for sale
3.2. Financial liabilities
The Group provides seed financing to certain early stage investment programs managed by the Group.
As of 31 December 2023, assets and liabilities of six (2022: two) such investment programs were
classified and presented as assets and liabilities held for sale. The assets and liabilities held for sale as
of 31 December 2023 comprised of private equity, private credit and infrastructure related assets and
liabilities:
In millions of Swiss francs as of 31 December
Assets held for sale
Liabilities held for sale
Assets and liabilities held for sale, net
2023
317.3
(0.7)
316.6
2022
104.5
(73.0)
31.5
Accounting policy: Assets and liabilities held for sale
The Group may invest seed capital into investment programs that the Group typically manages with the
objective of providing initial scale and facilitating marketing of the investment programs to third-party investors.
The decision to provide seed financing to an investment program is made by the responsible bodies defined in
the Group’s Rules of the Organization and of Operations ("ROO"). Those investment programs deemed to be
controlled under IFRS 10 are classified as held for sale and are presented in the separate line items 'assets held
for sale' and 'liabilities held for sale'. For these assets and liabilities held for sale, the Group is actively seeking to
reduce its share in seed-financed investment programs by recycling capital back into cash or by dilution. These
investment programs typically call the seed financing to invest in assets that are comparable to the Group’s
investments in investment programs that it manages (see note 3.4.). The underlying assets and liabilities of
these investment programs are typically financial assets and liabilities valued at their adjusted net asset values.
Assets and liabilities held for sale are measured at the lower of their carrying amount and fair value less costs to
sell, whereby costs to sell are typically insignificant. In case of a subsequent remeasurement the carrying
amounts of any assets and liabilities are remeasured in accordance with applicable IFRS Standards before the
fair value less costs to sell of the disposal group is remeasured.
Investments that are subsequently disposed of or diluted, such that the Group is no longer deemed to have
control under IFRS 10, will subsequently be re-classified as investments at fair value through profit or loss and
presented as financial investments in the consolidated statement of financial position.
As per reporting date, the Group’s financial liabilities were classified into the following categories:
In millions of Swiss francs as of 31 December
Note
2023
2022
Financial liabilities at amortized cost
Trade payables
Goods and services received not yet invoiced
Accrued revenue deductions
Cash collateral for forward contracts
Other payables
Lease liabilities
Debt
Other long-term liabilities
Total
Financial liabilities at fair value through profit or loss
Mandatorily measured at fair value through profit or loss
Liabilities held for sale
Derivative liabilities
Other long-term liabilities
Total
Total financial liabilities
3.2.1.
3.2.1.
3.2.1.
3.2.1.
3.2.1.
5.3.
3.2.2.
3.1.3.
3.2.1.
50.0
38.2
121.8
41.2
16.5
105.0
1'130.0
59.0
1'561.7
0.7
7.1
0.2
8.0
59.7
37.8
87.1
1.1
22.1
77.5
799.4
62.8
1'147.5
73.0
2.9
0.3
76.2
1'569.7
1'223.7
Notes to the consolidated financial statements
2023 Annual Report
64
Accounting policy: Financial liabilities
In millions of Swiss francs as of 31 December
Financial liabilities are initially recognized when the Group becomes a party to the contractual provisions of the
instrument and are classified as measured at amortized cost or fair value through profit or loss. The latter is the
case if it is a derivative liability or it is designated as such on initial recognition. Financial liabilities at fair value
through profit or loss are measured at fair value and net gains and losses, including any interest expense, are
recognized in profit or loss. Other financial liabilities are subsequently measured at amortized cost using the
effective interest method. Interest expenses, foreign exchange gains and losses and any gain or loss on
derecognition is recognized in profit or loss.
3.2.1. Trade and other payables
Current debt
Non-current debt
Total Debt
The Group issued the following corporate bonds denominated in Swiss francs and listed on the SIX
Swiss Exchange:
ISIN
Date of
issue
Fair value
31.12.2023
Fair value
31.12.2022
Face value in
millions of
CHF
Coupon
in %
Year of
maturity
Issue price
in %
Redemption
price in %
2023
299.9
830.1
1'130.0
2022
799.4
799.4
In millions of Swiss francs as of 31 December
Note
2023
2022
CH0361532895
7 June 2017
297.9
292.7
300.0
0.150%
2024 100.052%
100.000%
Trade payables
Goods and services received not yet invoiced
Derivative liabilities
Accrued revenue deductions
Cash collateral for forward contracts
Lease liabilities
Other payables
5.3.
50.0
38.2
7.1
121.8
41.2
14.3
16.5
59.7
37.8
2.9
87.1
1.1
14.9
22.1
Trade and other payables
289.1
225.6
3.2.2. Debt
In millions of Swiss francs
Balance as of 1 January
Issuance of debt
Accreted interest
Balance as of 31 December
2023
799.4
330.4
0.2
1'130.0
2022
799.1
0.3
799.4
CH0419041287
21 June 2019
482.0
459.5
500.0 0.400%
2027 100.098%
100.000%
CH1293714346 26 September 2023
CH1293714353
26 September 2023
154.2
190.7
150.0 2.250%
2028 100.528%
100.000%
180.0 2.400%
2033 100.132%
100.000%
Accounting policy: Debt
The Group's debt is initially measured at fair value less any directly attributable transaction costs. Subsequent
to initial recognition these liabilities are measured at amortized cost using the effective interest method, with
interest expense recognized in the consolidated income statement on the effective yield basis.
3.2.3. Capital commitments
As of 31 December 2023, the Group had capital commitment contracts of CHF 1'083.1 million (2022:
CHF 1'053.6 million), of which CHF 320.5 million (2022: CHF 323.2 million) were not yet called by the
relevant investment managers. Capital commitments are called over time, typically between one to five
years following the subscription of the commitment. Capital commitments are not considered to be a
financial liability as the commitments do not constitute an obligation to pay cash until the capital is
called.
Notes to the consolidated financial statements
2023 Annual Report
65
3.3. Finance income and expenses
In millions of Swiss francs
Note
2023
2022
3.4.
4.2.
4.2.
Interest income calculated using the effective interest
rate method
Net gains on fair value through profit or loss instruments
Share of results of associates (Pearl)
Finance income
Interest expense calculated using the effective interest
rate method
Share of results of associates (Pearl)
Bank charges and other finance expenses
Net foreign exchange losses
Finance expense
Total net finance income and (expense)
3.4. Fair value measurement
(a) Overview
—
5.0
67.4
72.4
(12.9)
(0.9)
(4.6)
(38.0)
(56.4)
16.0
4.0
13.6
0.3
17.9
(7.1)
(4.4)
(8.7)
(20.2)
Derivative assets
Assets held for sale
(2.3)
Financial investments
Total
Derivative liabilities12
Liabilities held for sale
Other long-term liabilities
Total
Fair value is the price that would be received for selling an asset or paid to transfer a liability in an orderly
transaction between knowledgeable market participants at the measurement date in the principal, or in
its absence, the most advantageous market to which the Group has access to at that date. The fair value
of a liability reflects its non-performance risk.
12 Presented in the line item trade and other payables in the consolidated statement of financial position.
The Group measures fair values using the following fair value hierarchy, which is classified by the
observability of inputs used in making the measurements:
•
•
•
Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 – inputs, other than quoted prices included within level 1, – that are observable for assets or
liabilities, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
Level 3 – inputs for assets or liabilities that are not based on observable market data (i.e. unobservable
inputs).
The following table shows the fair value hierarchy of the Group’s financial assets and liabilities
measured at fair value:
In millions of Swiss francs as of 31 December
2023
Level 1
Level 2
Level 3
Total
33.2
33.2
317.3
820.1
317.3
820.1
33.2
1'137.4
1'170.6
0.0
0.0
7.1
—
7.1
7.1
0.7
0.2
8.0
0.7
0.2
0.9
Notes to the consolidated financial statements
2023 Annual Report
66
The following tables show the reconciliation of all level 3 financial instruments in 2023 and 2022:
In millions of Swiss francs as of 31 December
Derivative assets
Assets held for sale
Financial investments
Total
Derivative liabilities13
Liabilities held for sale
Other long-term liabilities
Total
2022
In millions of Swiss francs
Level 1
Level 2
Level 3
Total
0.0
0.0
5.1
104.5
766.5
5.1
871.0
2.9
73.0
0.3
73.3
—
2.9
5.1
104.5
766.5
876.1
2.9
73.0
0.3
76.2
Balance as of 1 January
Additions
Distributions/disposals
Change in fair value14
Exchange differences
Balance as of 31 December
In millions of Swiss francs
The carrying amounts for cash and cash equivalents, trade and other receivables, short-term loans,
trade and other payables, and credit facilities drawn are expected to approximately equal the fair values
given the short-term nature of these financial instruments. The carrying amounts for other financial
assets and the remaining other long-term liabilities are expected to not materially differ from fair values
given the outstanding balances and expected settlement dates, except for the corporate bonds whose
fair values are disclosed in note 3.2.2.
Balance as of 1 January
Additions
Distributions/disposals
Change in fair value14
Exchange differences
Balance as of 31 December
2023
Financial assets
Financial liabilities
871.0
429.1
(146.0)
67.4
(84.1)
1'137.4
73.3
0.0
(70.1)
0.0
(2.3)
0.9
2022
Financial assets
Financial liabilities
794.7
169.0
(81.7)
13.6
(24.6)
871.0
42.9
30.7
0.0
(0.3)
73.3
Change in fair value included unrealized gains of CHF 4.0 million (31 December 2022: unrealized losses
of CHF 43.1 million) for recurring fair value measurements categorized within level 3 of the fair value
hierarchy recognized in profit or loss attributable to balances held at the end of the reporting period.
There were no transfers between levels.
13 Presented in the line item trade and other payables in the consolidated statement of financial position.
14 Presented in the line items finance income and finance expense in the consolidated statement of profit or loss.
Notes to the consolidated financial statements
2023 Annual Report
67
(b) Financial investments and assets and liabilities held for sale
(c) Valuation techniques used to determine fair values of underlying investments
—
—
Financial investments (see note 3.1.2.) and assets and liabilities held for sale (see note 3.1.3.), disclosed
as level 3 financial instruments, reflect the Group’s own investments in investment programs that the
Group manages. For these investments, the determination of fair value requires a subjective
assessment with varying degrees of judgment depending on liquidity, concentration, pricing
assumptions, the current economic and competitive environment and the risks affecting the specific
investments. In such circumstances, valuation is determined based on management’s judgment on the
assumptions that market participants would use in pricing the asset or liability (including assumptions
about risk).
The Group applies control processes to ensure that the fair value of its own investments reported in the
consolidated financial statements, including those derived from pricing models, are in accordance with
IFRS 13 and determined on a reasonable basis. Such controls include reviews of profit or loss
statements of underlying investments at regular intervals, risk monitoring and reviews of price
verification procedures and models, which are used to estimate the fair value of these investments by
senior management and personnel with relevant expertise who are independent of the trading and
investment functions.
Control processes also include the review and approval of new underlying investments made on behalf
of investors. The Group has several investment committees. The investment selections and
recommendations follow a standardized process which includes several iterations in the Specialist
Investment Committee as well as Global Investment Committee. Depending on the investment
threshold, the Specialist Investment Committee or the Global Investment Committee signs the
Investment Advice. The Global Portfolio Committee supports both committees with regards to the
portfolio allocation into Partners Group's programs and mandates. These committees decide whether
or not new investments will be advised to the manager of the investment program.
Financial investments held by the Group consist of underlying assets and liabilities within investment
programs. In turn, these investment programs are invested in direct and indirect equity and debt
instruments. The following valuation techniques are applied by the Group to determine the fair values of
underlying equity and debt instruments in line with IFRS 13:
• market approach;
•
•
income approach; and
adjusted net asset value method.
Securities traded on one or more securities exchanges are typically valued based on their respective
market prices as of measurement date adjusted for potential restrictions on the transfer or sale of such
investment.
Underlying investments are valued using either of the described valuation techniques below.
Market approach
The market approach comprises valuation techniques such as market comparable companies and
multiple techniques. A market comparable approach uses quoted market prices or dealer quotes for
similar instruments to determine the fair value of a financial asset. A multiple approach can be used in
the valuation of less liquid securities. Comparable companies and multiple techniques assume that the
valuation of unquoted direct investments can be assessed by comparing performance measure
multiples of similar quoted assets for which observable market prices are readily available. Comparable
public companies based on industry, size, development stage, strategy, etc. have to be determined.
Subsequently, the most appropriate performance measure for determining the valuation of the relevant
direct investment is selected (these include but are not limited to enterprise value ("EV")/EBITDA ratios,
price/earnings ratios for earnings or price/book ratios for book values). Trading multiples for each
comparable company identified are calculated by dividing the value of the comparable company by the
defined performance measure. The relevant trading multiples might be subject to adjustment for
general qualitative differences such as liquidity, growth rate or quality of customer base between the
valued direct investment and the comparable company set. The indicated fair value of the direct
investment is determined by applying the relevant adjusted trading multiple to the identified
performance measure of the valued company.
Notes to the consolidated financial statements
2023 Annual Report
68
Income approach
Within the income approach, the Group primarily uses the discounted cash flow method and the
capitalization model. Expected cash flow amounts are discounted to a present value at a rate of
expected return that represents the time value of money and reflects the relative risks of the direct
investment. Direct investments into debt instruments can be valued by using the instrument’s expected
cash flows while direct investments into equity instruments can be valued by using the "cash flow to
equity" method, or indirectly, by deriving the EV using the "cash flow to entity" method and subsequently
subtracting the direct investment’s net debt in order to determine the equity value of the relevant direct
investment. Expected future cash flows based upon agreed investment terms or expected growth rates
have to be determined. In addition, and based on the current market environment, an expected return of
the respective direct investment is projected. The future cash flows are discounted to the present date
in order to determine the current fair value.
Adjusted net asset value method
Indirect investments of investment programs managed by the Group are typically valued at the indirect
investments’ net asset values last reported by the indirect investments’ general partners. When the
reporting date of such net asset values does not coincide with the investment programs’ reporting date,
the net asset values are adjusted as a result of cash flows to/from an indirect investment between the
date of the most recently available net asset valuation and the end of the reporting period of the
investment program, and further information gathered by the Group during its on-going investment
monitoring process. This monitoring process includes, but is not limited to, binding bid offers, other
market participant information on developments of portfolio companies held by indirect investments or
syndicated transactions, which involve such companies.
(d) Unobservable input factors
—
Where available, valuation techniques use market-observable assumptions and inputs. If such
information is not available, inputs may be derived by reference to similar assets in active markets, from
recent prices for comparable transactions or from other observable market data. When measuring fair
value, the Group selects the unobservable inputs to be used in its valuation techniques based on a
combination of historical experience, derivation of input levels based upon similar investment programs
with observable price levels and knowledge of current market conditions and valuation approaches.
Within its valuation techniques the Group typically uses different unobservable input factors. Significant
unobservable inputs include: EV/EBITDA multiples, discount rates, capitalization rates, price/book as
well as price/earnings ratios and EV/sales multiples. The Group also considers the original transaction
prices, recent transactions in the same or similar instruments and completed third-party transactions in
comparable instruments and adjusts the model as deemed necessary. Further inputs consist of
external valuation appraisals and broker quotes. A significant portion of the investment programs’ direct
equity investments are measured using EV/EBITDA multiples. EV/EBITDA multiples used show wide
ranges.
The value of level 3 direct investments valued by using unobservable input factors are directly affected
by a change in that factor. The change in valuation of level 3 direct investments may vary between
different direct investments of the same category as a result of individual levels of debt financing within
such an investment.
(e) Sensitivity of fair values
—
From a Group perspective, the fair value of financial investments and assets and liabilities held for sale is
typically dependent on the adjusted net asset value of the investment programs. A reasonably possible
change in the adjusted net asset value would have the following effects on the fair value of these
investments held by the Group with changes to be recognized in profit or loss:
In Swiss francs as of 31 December
Adjusted net asset value (1% increase)
2023
11.4
2022
8.0
Although the Group believes that its estimates of fair values are appropriate, the use of different
methodologies and different unobservable inputs, especially in the underlying investments of
investment programs, could lead to different measurements of fair values for its financial investments,
and assets and liabilities held for sale.
Notes to the consolidated financial statements
2023 Annual Report
69
Critical accounting estimate: Determination of fair values
A significant portion of the Group’s assets and, to a lesser extent, liabilities are carried at fair value. The fair value
of some of these assets is based on quoted prices in active markets or observable market inputs.
In addition, the Group holds financial instruments for which no quoted prices are available, and which have little
or no observable market inputs. For these financial instruments, the determination of fair value requires a
subjective assessment with varying degrees of judgment which takes into consideration the liquidity,
concentration, pricing assumptions, current economic and competitive environment, and the risks affecting the
specific financial instrument. In such circumstances, valuation is determined based on management’s judgment
related to the assumptions that market participants would use in pricing assets or liabilities (including
assumptions about risk). These financial instruments mainly include financial investments in the areas of private
equity, private credit, real estate and infrastructure, and derivative assets or liabilities.
3.5. Financial risk management
The Board of Directors ("BoD") has the overall responsibility for the establishment and oversight of the
Group’s risk management framework. The BoD has formed the Risk & Audit Committee ("RAC"), which
is responsible for developing and monitoring the Group’s risk management policies. The RAC reports
regularly to the BoD on its activities.
The Group’s risk management policies have been established to identify and analyze the risks faced by
the Group, to set appropriate risk limits and controls, and to monitor risks and adherence to those limits.
Management is required to adhere to detailed approval processes as defined by the Rules of the
Organization and of Operations. Risk management policies and systems are reviewed regularly to
reflect changes in market conditions as well as in the Group’s activities. The Group, through its training
and management standards and procedures, aims to develop a disciplined and constructive control
environment in which all employees understand their roles and obligations.
The RAC oversees how management monitors compliance with the Group’s risk management policies
and procedures and reviews the adequacy of the risk management framework in relation to the risks
faced by the Group. The RAC is assisted in its oversight role by the Chief Risk Officer, the Chief
Financial Officer as well as Group Internal Audit. Group Internal Audit undertakes both regular and ad-
hoc reviews of risk management controls and procedures and reports their findings directly to the RAC.
The RAC reviews and monitors the assessment of the risks to which the Group is exposed. In particular,
the risk assessment covers financial, operational, regulatory, legal, and conduct risk. As a part of its
assessment, the RAC takes into consideration the internal control system designed to monitor and
reduce the risks of the Group.
The Group has exposure to credit risk, market risk, and liquidity risk arising from its holding of financial
instruments.
3.5.1. Credit risk
The following sections present the Group’s exposure to credit risk and how it is managed by the Group.
Credit risk arises from the possibility that counterparties to transactions may fail to meet their
obligations, causing financial losses to the Group. These counterparties are mainly comprised of banks,
investment programs managed by the Group on behalf of its clients, and their underlying investments. In
assessing the risks related to its counterparties, the Group considers both qualitative and quantitative
indicators such as overdue status, historical default rates, proprietary internal risk rating and financial
information of the investment programs managed by the Group. These indicators are typically based on
data developed internally by the Group. Additionally, the Group considers data obtained from external
sources (e.g. default probabilities and financial information on underlying investments). The Group has
direct insights into the financial situation of most of its counterparties, since the majority of the Group’s
customers are investment programs that are managed by the Group on behalf of its clients and, to a
lesser extent, the investments of such investment programs for which the Group receives detailed
financial information.
The assessment of loss allowances for financial assets is based on assumptions about the risk of
default and expected loss rates. The Group uses judgement in making these assumptions and selecting
the inputs to the impairment calculation, based on the Group’s history and existing market conditions, as
well as forward-looking estimates at the end of each reporting period. The Group regularly monitors
significant changes in credit risk against defined risk limits and budgets in line with the Group’s risk
management policies. When there is no reasonable expectation of full recovery, financial assets are
impaired or written off.
Notes to the consolidated financial statements
2023 Annual Report
70
The Group’s credit risk exposure arises from trade and other receivables and accrued revenue, cash
and cash equivalents, and loans. To manage credit risk, the Group periodically assesses counterparty
credit risk, assigns credit limits on banks, monitors adherence to the risk-weighted maximum exposure
on loans, and takes actions to mitigate credit risks where appropriate.
(a) Trade and other receivables and accrued revenue
—
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a
lifetime expected loss allowance for fee receivables. Under this approach, the lifetime expected credit
loss is calculated based on historical default rates over the expected life of the receivables, current
conditions and adjustments for forward-looking estimates.
The maximum exposure to credit risk resulting from financial activities, without considering netting
agreements and without taking into account any collateral held or other credit enhancements, is equal
to the carrying amounts as disclosed in note 3.1.
The majority of the Group’s customers are investment programs that are managed by the Group on
behalf of its clients. This gives the Group insights into the financial situations of such customers.
Typically, receivables with such customers are backed by unfunded client commitments. These
commitments can be drawn upon to settle outstanding receivables and are backed by the respective
clients of the investment program. The underlying assets in the investment programs serve as an
additional layer of security.
Measurement
To measure the expected credit losses, fee receivables are grouped based upon the number of days
past due. Accrued revenue is a financial instrument which typically relates to not yet invoiced fees and
has a similar risk characteristic as fee receivables. Due to its nature, accrued revenue is considered not
yet due.
The Group’s trade and other receivables balance as of 31 December 2023 is composed of more than
350 customers (31 December 2022: more than 350) of which the largest represents less than 10% (31
December 2022: less than 10%). The historic default rate over the past 5 years has been consistently at
0.0% (2022: 0.0%) on the annual revenues and, as of the reporting date, no material receivables were
overdue (31 December 2022: no material ones). Additionally, the Group is in direct discussion with the
customers that have overdue outstanding amounts. Receivables and accruals are written off or
reversed when there is no reasonable expectation of recovery. For the year ended 31 December 2023,
the Group recorded CHF 0.1 million in expenses for such write-offs and reversals (2022: CHF 0.0
million). Based on its assessment as of 31 December 2023, the Group’s expected credit losses amount
to CHF 0.0 million (31 December 2022: CHF 0.0 million). Therefore, the Group has not recognized an
allowance as of 31 December 2023 (31 December 2022: none recognized).
(b) Cash and cash equivalents
—
Cash and cash equivalents include cash on hand and call deposits held with banks and financial
institutions and are measured at amortized cost. Bank overdrafts are shown in current liabilities in the
consolidated statement of financial position. Cash and cash equivalents typically include balances with
banks and financial institutions that feature a strong credit rating and are cancellable on sight. They are
typically accessible within a day and at the latest within 35 days. The Group calculates a 12-month
expected credit loss as a simplification for all cash and cash equivalents.
Measurement
The Group diversifies its cash and cash equivalents across various financial institutions to limit
concentration of exposure with any one financial institution but is exposed to credit risk in the event of
default of such financial institutions. It therefore evaluates each counterparty with an internal
proprietary risk scoring which is scaled from 0-10, with 10 being the highest quality / lowest risk. Based
on this rating, the Group determines the expected credit loss of its bank balances and, as a further layer
of protection, assigns a rating-based maximum exposure limit per counterparty.
Notes to the consolidated financial statements
2023 Annual Report
71
On that basis, the expected credit loss on cash and cash equivalents as at 31 December 2023 was
determined as follows:
In millions of Swiss francs as of 31 December
Company internal proprietary risk scoring15
Link to
international
credit
ratings16
Gross
carrying
amount
% Gross
carrying
amount
Weighted
average
expected
credit loss
rate
2023
Expected
credit loss
Scale 10-6: Low risk
Scale 5-3: Fair risk
Scale 2-1: Doubtful
Scale 0: Loss
Total
281.0
100.0%
0.0%
0.0
A
B
C
D
281.0
100.0%
0.0
(c) Loans
—
Cash and cash equivalents amounted to CHF 281.0 million as of 31 December 2023 (31 December
2022: CHF 779.5 million). The risk-weighted average rating of the overall cash portfolio was ‘low risk’ as
of 31 December 2023 (31 December 2022: ‘low risk’). The largest bank exposure represents 47%
percent of cash and cash equivalents, with a rating of 10 (equivalent to A-1+ as per Standard & Poors) as
of 31 December 2023 (31 December 2022: 38% with a rating of 10, equivalent to A-1+). The Group sets
clear risk limits to minimize the negative impact that may arise from counterparty risk concentrations
and possible counterparty defaults. These risk limits are regularly monitored and adherence to this risk
framework is regularly reported to the RAC.
The Group considers that its cash and cash equivalents have a low credit risk based on its internal
proprietary risk scoring. Based on its assessment as of 31 December 2023, the Group has not identified
any material expected credit losses (31 December 2022: not material) and has not booked an allowance
(31 December 2022: none).
In millions of Swiss francs as of 31 December
Company internal proprietary risk scoring15
Scale 10-6: Low risk
Scale 5-3: Fair risk
Scale 2-1: Doubtful
Scale 0: Loss
Total
Link to
international
credit
ratings16
Gross
carrying
amount
% Gross
carrying
amount
Weighted
average
expected
credit loss
rate
A
B
C
D
756.6
97.0%
22.9
3.0%
0.1%
0.4%
779.5
100.0%
2022
Expected
credit loss
0.5
0.1
0.6
The Group’s loans are mainly composed of short-term loans typically granted to investment programs
that are managed by the Group on behalf of its clients. This gives the Group insights into the financial
situation of such borrowers. The majority of the Group’s short-term loans typically mature within one
and three months. In addition, most of the loans are backed by the unfunded commitments of the
investment programs' clients, which can be drawn upon to repay related loans. The underlying assets in
the investment programs serve as an additional layer of security. To manage default risks, the Group
ensures that loans to investment programs are classified according to their characteristics and
corresponding risk weights and measured against a risk budget. The monitoring of the risk budget
forms part of the management reporting. The loan approval process is supported by a risk policy
framework and pre-defined approval authorities. During the loan approval process, rigorous qualitative
and quantitative checks are applied to ensure a high quality of the Group’s loan portfolio.
The Group classifies its short-term loans into four categories (bridge loans, credit facility loans, NAV
loans, pre-financing loans) based on the underlying characteristics of the loans that are described in the
table below. These characteristics, including the available information about the borrower, determine
the credit risk weights that in turn form the basis for the loan exposures and the calculation of the
expected credit loss, if any.
15 Internal proprietary risk scoring based on several observable parameters such as credit risk ratings, credit default swap levels, stock price, capital ratio, and return on assets.
16 For illustrative purposes, this column links the Company's internal proprietary risk scoring to internationally recognized credit scale short-term issue credit ratings (such as Standard & Poor's).
Notes to the consolidated financial statements
2023 Annual Report
72
Risk weight per loan
Loan type
Risk weight
Characteristics
Bridge loans
Low
Loans to investment programs that are typically backed by unfunded client
commitments. Investment programs have a low risk of default and a strong capacity to
meet contractual cash flows.
Credit facility
loans
Low
Loans to investment programs that are backed by the underlying investment portfolio,
and hence are of limited size compared to the overall investment portfolio and therefore
typically have a low loan-to-value ratio.
Loans to fully operational products. These are typically not backed by unfunded client
commitments. Their loan-to-value ratio is limited to low levels. The NAV of the product
defines the loan capacity. Total of all loans outstanding (per product) must not exceed
30% of the NAV.
Loans to investment vehicles in an early stage with typically limited or no client
commitments to pre-finance upcoming investments. As there are typically limited or no
client commitments, these loans could be exposed to the value development of the
acquired investments in an adverse scenario. Therefore, these loans are typically
subject to higher risk weights and higher loan-to-value ratios than bridge loans and
credit facility loans.
NAV loans
Low
Pre-financing
loans
Fair
Measurement
The Group reassesses the credit risks of its loans on a regular basis by calculating expected credit
losses. The Group hereby applies the general approach as required by IFRS 9. Under this approach, the
12-month expected credit loss is calculated based on historical default rates, current conditions and
adjustments for forward-looking estimates so long as the credit risk has not increased significantly
relative to the credit risk at the date of initial recognition (stage 1, "credit risk in line with original
expectations"). Otherwise, the Group switches to lifetime expected credit losses (stage 2, "lifetime ECL
not credit impaired", or stage 3 "lifetime ECL credit impaired"). Stage 2 consists of loans for which a
significant increase in credit risk has occurred compared to original expectations.
A significant increase in credit risk is typically presumed if compensation on short-term loans and/or
principal repayments are past due for more than 30 days and/or there is no reasonable expectation for
full recovery. Over the past years, the Group has not experienced any material credit losses.
The following tables provide information about the exposure to credit risks and expected credit loss
related to short-term loans at 31 December 2023 and 2022:
In millions of Swiss francs as of 31 December
2023
Loan types
Internal risk weight
Nominal carrying
amounts Stage 1
Nominal carrying
amounts Stage 2
Nominal carrying
amounts Stage 3
Expected credit
loss17
Bridging loans
NAV loans
Pre-financing loans
Total
Low
Low
Fair
In millions of Swiss francs as of 31 December
1'598.6
11.5
7.3
1'617.4
—
—
1.7
0.0
0.2
1.9
2022
Loan types
Internal risk weight
Nominal carrying
amounts Stage 1
Nominal carrying
amounts Stage 2
Nominal carrying
amounts Stage 3
Expected credit
loss17
Bridging loans
Credit facility loans
Pre-financing loans
Total
Low
Low
Fair
1'289.3
7.0
28.5
1'324.8
0.8
0.0
0.2
1.0
—
—
As of 31 December 2023, the number of outstanding short-term loans was 735 (31 December 2022:
477) and the average amount per outstanding loan was CHF 2.2 million (2022: CHF 2.8 million). All
short-term loans were in stage 1 and no transfers between the different stages were identified. There
was no indication of significant credit risk increases relative to the credit risks at the date of initial
recognition. No counterparty represented more than 11% (31 December 2022: not more than 20%) of
the overall loan portfolio. In 2023, the Group received arm’s length compensation on short-term loans of
CHF 85.0 million (2022: CHF 51.3 million) for the granting of short-term loans as part of its maintenance
of investment programs, and hence as part of its operating activities.
17 The expected credit loss at stage 1 is the product of the loss expected in a stress scenario times the likelihood of such stress scenario to materialize within 12 months after the period-end date.
Notes to the consolidated financial statements
2023 Annual Report
Based on its assessment as of 31 December 2023, the Group has not identified any expected credit
losses in relation to its short-term loans and has not recognized any allowance for credit losses
(31 December 2022: none).
3.5.2. Market risk
Market risk is the risk that changes in market prices, such as foreign currency exchange rates, interest
rates, and prices, will affect the Group’s income or the value of its holdings of financial instruments.
(a) Foreign currency risk
—
The Group is exposed to transactional foreign currency risk mainly resulting from exposures in Euros
(EUR), US dollars (USD), British pounds (GBP) and Singapore dollars (SGD). The Group’s hedging
policy related to foreign currency risk is to economically hedge the risk with the objective of limiting the
volatility of Swiss francs against other denominated transactional currencies. Typically, the Group
hedges foreign currency exposures related to loans to its products and since 2023 also its employee
benefit liabilities denominated in a currency other than the functional currency. Consequently, the
Group’s net currency risk related to its financial position after hedging is limited to the line items listed in
the foreign currency exposure sensitivity table further below.
The Group applied the following currency exchange rates against the Swiss franc:
Currency
USD
EUR
GBP
SGD
Accounting policy: Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of
the primary economic environment in which the entity operates (the functional currency).
Transactions in foreign currencies are translated at the foreign currency exchange rates at the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are translated at each balance
sheet date to the functional currency at the foreign currency exchange rate of that date. Foreign exchange
differences arising on translation of such foreign denominated monetary asset and liabilities are recognized in
profit or loss. Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign
currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and
liabilities denominated in foreign currencies that are stated at fair value are translated to the functional currency
at the applicable foreign currency exchange rate of the date the fair value is determined.
73
2022
Closing rate
Average rate
0.9254
0.9872
1.1130
0.6898
0.9547
1.0049
1.1792
0.6924
2023
Assets and liabilities of foreign operations are translated to Swiss francs at foreign currency exchange
rates applicable at the balance sheet date. Revenues and expenses as well as cash flows of foreign
operations are translated to Swiss francs at the average rate of the period.
Currency
Closing rate
% change against
2022
Average rate
% change against
2022
USD
EUR
GBP
SGD
0.8415
0.9297
1.0723
0.6379
-9.1%
-5.8%
-3.7%
-7.5%
0.8985
0.9714
1.1169
0.6691
-5.9%
-3.3%
-5.3%
-3.4%
Resulting foreign currency translation differences are recognized in other comprehensive income and
presented in cumulative translation adjustments in equity. When the disposal or partial disposal of a foreign
operation results in losing control or significant influence over an entity (i.e. the foreign operation) the
cumulative amount in cumulative translation adjustments (related to the specific foreign operation) is
reclassified to profit or loss as part of the gain or loss on disposal.
Notes to the consolidated financial statements
2023 Annual Report
74
Sensitivity
The Group’s transactional foreign currency exposure at the end of the reporting period on the
unhedged positions, expressed in CHF, was as follows:
In millions of Swiss francs
as of 31 December
2023
2022
Foreign currency exposure
USD
CHF
EUR
CHF
GBP
CHF
SGD
CHF
Others
CHF
USD
CHF
EUR
CHF
GBP
CHF
SGD
CHF
Others
CHF
(b) Interest rate risk
—
The Group’s income and operating cash flows are substantially independent from changes in market
interest rates. The Group is mainly exposed to interest rate risk with respect to its cash and cash
equivalents held at banks and its short-term borrowings under its syndicated credit facilities. Due to the
short-term nature of these items and the relatively low sensitivity to interest rates, the Group currently
does not actively manage its interest rate risk. At the reporting date, the interest rate profile of the
Group’s interest-bearing financial instruments was:
Cash and cash equivalents
3.9
4.0
3.4
0.3
1.7
181.7
12.3
5.9
2.0
10.1
In millions of Swiss francs
2023
2022
Trade and other
receivables
Non-current accrued
revenue
172.7
88.0
19.9
1.1
10.6
127.8
75.5
17.5
1.9
22.5
15.7
30.2
3.5
15.9
30.6
3.6
Other financial assets
0.8
0.0
0.8
0.0
Trade and other payables
(25.9)
(56.0)
(5.4)
(0.1)
(8.8)
(31.2)
(39.9)
(5.7)
(0.5)
(20.7)
Employee benefit
liabilities18
(131.9)
Variable rate instruments
Financial assets
Cash and cash equivalents
Short-term loans
Total
Financial liabilities
Other long-term liabilities
(11.6)
(19.6)
(0.2)
(10.7)
(16.1)
(0.3)
Cash collateral for forward contracts
Net intercompany
positions
100.8
36.1
(100.7)
(117.4)
(23.2)
51.2
118.7
(39.5)
(63.5)
(22.1)
Credit facilities drawn
Net exposure
255.6
83.5 (79.5)
(116.1)
(19.7)
202.8
181.9
(18.5)
(60.1)
(10.2)
Total
281.0
1'617.3
1'898.3
(41.2)
(240.0)
(281.2)
779.5
1'316.2
2'095.7
(1.1)
(270.0)
(271.1)
Sensitivity on net
exposure
5% appreciation to CHF19
12.8
4.2
(4.0)
(5.8)
(1.0)
10.1
9.1
(0.9)
(3.0)
(0.5)
Impact on profit before
tax
12.8
4.2
(4.0)
(5.8)
(1.0)
10.1
9.1
(0.9)
(3.0)
(0.5)
Total variable rate instruments
1'617.1
1'824.6
Fixed rate instruments
Financial assets
Short-term loans
Long-term loans
Other
Total
0.1
2.1
6.0
8.2
8.6
4.4
8.2
21.2
18 Employee benefit liabilities do not form part of financial instruments but have been a significant source of foreign currency exposure until 2022. Since 2023, the respective position is hedged by using derivatives which is why it is no longer included in this table.
19 Other assumptions remain unchanged and a depreciation to CHF of 5% would have the converse effect.
Notes to the consolidated financial statements
2023 Annual Report
75
In millions of Swiss francs
Financial liabilities
Lease liabilities
Debt
Total
2023
2022
(105.0)
(1'130.0)
(1'235.0)
(77.5)
(799.4)
(876.9)
Most of the Group’s investments are entered into under investment management contracts whereby
the Group invests alongside third-party investors in the Group’s investment programs invested in
underlying private equity, private credit, real estate, or infrastructure investments. These investments
qualify, in accordance with IAS 32, as either equity instruments or debt instruments. Typically,
instruments qualifying as debt instruments contain embedded derivative assets or liabilities whose fair
value is derived from the adjusted net asset value of the underlying investment programs which in turn is
based upon the value of the underlying assets held within each of the investment programs.
Total fixed rate instruments
(1'226.8)
(855.7)
Cash flow sensitivity analysis for variable rate instruments
A change of 100 basis points in interest rates on the balances at the reporting date would have
increased/(decreased) annual profit or loss before tax by the amounts shown below. This analysis
assumes that all other variables, particularly foreign currency exchange rates, remain constant.
In assessing the market risk associated with the Group’s investments, a volatility ratio was applied to
each of its investments classified as financial investments or assets and liabilities held for sale. The
Group used long-term data to determine the volatility for each asset class.
In millions of Swiss francs
2023
2022
Carrying amount
Volatility
Carrying amount
Volatility
In millions of Swiss francs
2023
2022
Financial investments20
Impact on profit before tax
16.2
(16.2)
18.2
(18.2)
100 bp increase
100 bp decrease
100 bp increase
100 bp decrease
The Group does not designate any fixed rate financial assets or liabilities as at fair value through profit
or loss. Therefore, changes in market interest rates do not affect profit or loss.
(c) Price risk
—
The Group is exposed to market price risk (other than interest rate and foreign currency risk) mainly
because of its interest in investment programs which are classified at fair value through profit or loss.
Private equity
Private credit
Real estate
Infrastructure
Assets and liabilities held for sale
Assets and liabilities held for sale
Total
395.1
242.3
77.1
105.6
316.6
1'136.7
18.0%
8.0%
15.0%
12.0%
15.0%
367.3
223.8
79.2
96.2
31.5
798.0
18.0%
8.0%
15.0%
12.0%
8.0%
20 The Group renamed the operating segments and refined the segment allocation of financial investments related to its multi-segment investment programs. Comparative amounts have been re-presented.
Notes to the consolidated financial statements
2023 Annual Report
76
Based upon the applied long-term volatility for the individual asset classes, the Group was exposed to
the following price risk on profit or loss as per reporting date:
appropriate maturities or sufficient liquidity to provide headroom as determined by the aforementioned
cash flow forecasts. Cash and cash equivalents are typically accessible within a day and at the latest
within 35 days.
(a) Financing arrangements
—
The Group maintains the following lines of credit:
As per reporting date, the Group had two unsecured credit facilities of CHF 622 million (31 December
2022: CHF 622 million) and CHF 585 million (31 December 2022: CHF 585 million) with a syndicate of
Swiss banks and a syndicate of Swiss and international banks, respectively. These credit facilities can
be used for general corporate purposes with a primary focus on working capital financing. Interest rates
are variable and determined by the relevant short-term interest rate plus a margin. The facilities are
subject to maximum debt covenants which have been met throughout the current and prior year.
An additional unsecured credit facility of CHF 30 million can be used for current account overdrafts or
for fixed advances with a maturity of up to six months (31 December 2022: CHF 30 million). Interest is
set at a fixed interest rate. The facility is subject to a maximum debt covenant which was met throughout
the current and prior year.
As of 31 December 2023, CHF 240 million of these facilities were drawn (31 December 2022: CHF 270
million), leaving an undrawn amount of CHF 997 million (31 December 2022: CHF 967 million).
In millions of Swiss francs
Financial investments
Private equity
Private credit
Real estate
Infrastructure
Assets and liabilities held for sale
Assets and liabilities held for sale
Impact on profit before tax
3.5.3. Liquidity risk
2023
2022
71.1
19.4
11.6
12.7
47.5
162.3
66.1
17.9
11.9
11.5
2.5
109.9
The Group’s approach to managing liquidity risk is to ensure that it has sufficient liquidity to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses
or risking damage to the Group’s reputation. The Group’s long-term contracts with clients mitigate its
exposure to liquidity risk.
In order to assess the development of its liquidity, the Group performs a cash flow forecasting which is
integrated into the budgeting and reporting process and assists in monitoring cash flow requirements.
Cash flow forecasting is performed at group level. Typically, the Group ensures that it has sufficient
cash on hand to meet expected operational expenses as well as the servicing of financial obligations,
excluding the potential impact of extreme circumstances that cannot reasonably be predicted. Surplus
cash held by the Group’s subsidiaries, over and above the balance required for working capital
management, is transferred to the Company to the extent permitted by regulatory and legal provisions.
In addition, the BoD and the Executive Team formally monitor the liquidity available on a quarterly basis.
The available liquidity targeted should allow the Group to sustain its operations with minimal disruptions
in a financial crisis scenario and/or a depressed economic environment. The Group typically holds its
cash in current accounts or invests it in time deposits and money market deposits deemed to have
Notes to the consolidated financial statements
2023 Annual Report
77
(b) Maturity of financial liability
—
The following table discloses the financial liabilities with their contractual maturities:
In millions of Swiss francs as of 31 December
2023
2022
Trade payables21
Goods and services received not yet
invoiced21
Derivative liabilities21
Accrued revenue deductions21
Cash collateral for forward contracts21
Lease liabilities
Other payables21
Credit facilities drawn
Debt
Other long-term liabilities22
Note
3.2.1.
3.2.1.
3.2.1.
3.2.1.
3.2.1.
5.3
3.2.1.
3.2.2.
Carrying
amount
Total (un-
discounted)
6 months
or less
6 - 12
months
13 - 24
months
25 - 60
months
More than
60 months
Carrying
amount
Total (un-
discounted)
6 months
or less
6 - 12
months
13 - 24
months
25 - 60
months
More than
60 months
50.0
50.0
50.0
38.2
38.2
35.8
2.4
7.1
121.8
41.2
105.0
16.5
240.0
1'130.0
59.2
7.1
121.8
41.2
121.6
16.5
240.0
1'199.1
59.2
7.1
110.7
41.2
7.6
16.5
240.0
302.6
11.1
7.3
15.8
40.6
50.3
7.7
9.8
1.6
677.3
36.5
201.7
21.1
59.7
37.8
2.9
87.1
1.1
77.5
22.1
270.0
799.4
63.1
59.7
37.8
2.9
87.1
1.1
77.7
22.1
59.7
35.5
2.9
71.9
1.1
6.6
22.0
270.0
270.0
2.3
15.2
6.6
0.1
11.9
19.6
33.0
811.3
63.1
2.5
302.6
506.2
43.9
18.9
0.3
Unfunded commitments
3.2.3.
320.5
320.5
320.5
323.2
323.2
323.2
Total
2'129.5
2'215.2
1'132.0
28.5
27.2
754.4
273.1
1'743.9
1'756.0
795.4
24.2
358.4
544.7
33.3
21 Presented in the line item trade and other payables in the consolidated statement of financial position.
22 This line item includes long-term accrued liabilities related to the investment programs and other third parties.
Notes to the consolidated financial statements
2023 Annual Report
78
4. Partners Group and related parties
4.1. Subsidiaries
4.1.1. Changes in scope of consolidation
(a)
Incorporation of new Group entities
—
Name
(b) Liquidation of Group entities
—
Name
Liquidation date
Principal activity
Partners Group Corporate Finance AG in Liquidation
28 January 2022
Financing/treasury
Partners Group Finance SLP (EUR) L.P. Inc.
21 December 2023
Special limited partner
Partners Group Finance SLP (USD), LLC
26 October 2023
Special limited partner
Details of the Group’s operating subsidiaries as of the reporting date are set out below:
Incorporation date
Principal activity
4.1.2. Subsidiaries
Partners Group (Hong Kong) Private Limited
17 October 2023
Investment manager
Place of incorporation and operation
Partners Group Management Secondary VIII S.à r.l.
18 September 2023
Investment manager
Partners Group Management VII S.à r.l.
18 September 2023
Investment manager
Partners Group Cayman Management Secondary VIII Limited
14 September 2023
Investment manager
Name of the subsidiary
Partners Group Cayman Management V Limited
25 August 2023
Investment manager
Partners Group Cayman Client Access Management I Limited
10 August 2023
Investment manager
Planeta Industries S.A. Compartment PGGLF II
5 May 2023
Financing/treasury
Partners Group Treasury AG
1 February 2023
Treasury service provider
Partners Group Operator Investments Holding AG
10 January 2023
Investment administrator
Partners Group Management Direct Infra IV S.à r.l.
19 December 2022
Investment manager
Partners Group Cayman Management Direct Infra IV Limited
4 November 2022
Investment manager
Partners Group Management REO II S.à r.l.
5 July 2022
Investment manager
Partners Group Cayman Management REO II Limited
27 May 2022
Investment manager
Partners Group Management Direct Equity V S.à r.l.
16 May 2022
Investment manager
Partners Group Cayman Management Direct Equity V Limited
11 April 2022
Investment manager
Registered
office
Country of
incorporation
Share Capital in
thousands
Interest %
Interest %
31 December
2023
31 December
2023
31 December
2022
Partners Group AG
Baar-Zug
Switzerland
CHF 200
Dubai
UAE
USD 300
100%
100%
100 %
100 %
Partners Group Advisors
(DIFC) Limited
Partners Group Japan
Kabushiki Kaisha
Partners Group Private
Markets (Australia) Pty Ltd
Tokyo
Japan
JPY 10'000
100%
100 %
Sydney
Australia
AUD 200
100%
100 %
Partners Group Prime Services
Solutions (Philippines), Inc.
Taguig City,
Metro Manila
Philippines
PHP 13'734
100%
100 %
Partners Group (Brazil)
Investimentos Ltda.
São Paulo
Brazil
BRL 795
Partners Group (Canada) Inc.
Halifax
Canada
CAD 0
100%
100%
100 %
100 %
Notes to the consolidated financial statements
2023 Annual Report
79
Place of incorporation and operation
Name of the subsidiary
Registered
office
Country of
incorporation
Share Capital in
thousands
Interest %
Interest %
Principal activity as of 31 December
31 December
2023
31 December
2023
31 December
2022
Financing/treasury
Holding of land and property
Partners Group (EU) GmbH
Munich
Germany
EUR 32
St Peter Port
Guernsey
GBP 31'500
100%
100%
100 %
Investment administrator
100 %
General partner to investment programs
General partner to investment programs
Hong Kong
Hong Kong
HKD 0
100%
General partner to investment programs
Switzerland
Switzerland
Switzerland
Guernsey
Scotland
Germany
Place of incorporation and
operation
Number of subsidiaries
2023
2022
Partners Group (Guernsey)
Limited
Partners Group (Hong Kong)
Private Limited
Partners Group (India) Private
Limited
Partners Group (Luxembourg)
S.A.
Partners Group (Shanghai) Co.,
Ltd.
Partners Group (Singapore)
Pte. Ltd.
Partners Group (UK) Limited
Partners Group (USA) Inc.
Mumbai
India
INR 29'615
100%
100 %
Luxembourg
Luxembourg
EUR 1'350
100%
100 %
Shanghai
China
CNY 12'363
100%
100 %
Singapore
Singapore
SGD 1'250
London
Delaware
UK
USA
GBP 569
USD 75
100%
100%
100%
100 %
100 %
100 %
At the end of the reporting period, the Group had other subsidiaries that typically perform management
services and/or typically hold financial investments (see note 3.1.2.). The principal activities and their
place of operation are summarized as follows:
General partner to investment programs
Cayman Islands
Manager to investment vehicles
Holding of land and property
Investment services
Management services to investment
programs
Manager to investment vehicles
Manager to investment programs
Financing/treasury
Client access management
Financing/treasury
Management services to investment
programs
USA
USA
USA
USA
UK
Luxembourg
Luxembourg
Guernsey
Guernsey
Guernsey
2
1
1
18
3
1
10
4
1
1
1
1
13
2
1
6
3
1
1
18
3
1
7
4
1
1
1
11
1
1
6
2
Notes to the consolidated financial statements
2023 Annual Report
80
Accounting policy: Basis of consolidation
The Company controls an investee (entity) if and only if the Company has all of the following:
• power over the investee (i.e. existing rights that give it the current ability to direct the relevant activities of the
investee);
• exposure, or rights, to variable returns from its involvement with the investee; and
• ability to use its power over the investee to affect its returns
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there
are changes to one or more of the three elements of control listed above.
When the Company holds less than a majority of the voting rights of an investee, it has power over the investee
when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee
unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the
Company’s voting rights in an investee are sufficient to give it power, including:
• the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other
vote holders;
• potential voting rights held by the Company, other vote holders or other parties;
• rights arising from other contractual arrangements; and
• any additional facts and circumstances that indicate that the Company has, or does not have, the current
ability to direct the relevant activities at the time when decisions need to be made, including voting patterns
at previous shareholder meetings
Also see Critical accounting judgement: Control assessment and accounting for investment programs in note
4.1.3. for more details on how the Group assesses its involvement with the investment programs that it
manages.
4.1.3. Involvement with structured entities
Structured entities are entities that have been designed so that voting or similar rights are not the
dominant factor in deciding who controls the entity, such as when any voting rights relate to
administrative tasks only and the relevant activities are directed by means of contractual arrangements.
Such entities often have restricted activities and narrow and well-defined objectives.
(a) Consolidated structured entities
—
The Group provides seed financing to certain early stage investment programs that the Group
manages. The decision to provide seed financing to an investment program is made by responsible
bodies as defined in the Group’s Rules of the Organization and of Operations. For further details see
note 3.1.3.
(b) Unconsolidated structured entities
—
The fair value of financial investments, as presented in note 3.1.2., represents the Group’s participation
in unconsolidated investment programs.
Critical accounting judgement: Control assessment and accounting for
investment programs
The Group assesses its involvement with the investment programs that it manages to determine whether it has
control over them (see accounting policy: Basis for consolidation in note 4.1.2.). In accordance with IFRS 10, the
Group assesses its power over the investment programs, its exposure or rights to variable returns and its ability
to use its power to affect its returns. The assessment determines whether the Group acts as an agent on behalf
of the investors in the investment programs and within delegated decision-making rights or as a principal.
In its assessment, the Group focuses on its exposure to the total economic interest in the investment programs.
This exposure consists of a combination of the stake the Group holds in an investment program and the
Group’s remuneration for the services it provides to the investment program. IFRS 10 does not provide clear-
cut thresholds for determining whether or not an investment program is controlled.
The Group took all available facts and circumstances into consideration and concluded for this year (same as
last year) that it acts as an agent for all investment programs that it manages, except for investment programs
financed with seed capital (refer to note 3.1.3.). For further details on the investment programs and their
carrying amounts refer to note 3.1.2.
Notes to the consolidated financial statements
2023 Annual Report
81
4.2. Investments in associates
The Group accounted for investments in associates as of 31 December 2023 as summarized below:
In millions of Swiss francs
Pearl
LGT
2023
2022
2023
2022
In millions of Swiss francs
Pearl Holding Limited, Guernsey
("Pearl")
LGT Private Equity Advisers,
Liechtenstein ("LGT")
Investments in associates
In millions of Swiss francs
Balance as of 1 January
Redemption of shares (Pearl)
Share of results (Pearl)
Share of results (LGT)
Exchange differences
Balance as of 31 December
Principal
activity
Private equity
investments
Asset
management
Fair
value
9.5
0.4
Carrying
value
Ownership
28.2%
40.0%
9.5
0.4
9.9
Note
2023
2022
3.3.
1.1.
13.4
(1.9)
(0.9)
(0.1)
(0.6)
9.9
Summary of financial information of the investments in associates - 100%:
Pearl
In millions of Swiss francs as of
31 December
Total assets
Total liabilities
Equity
2023
2022
2023
2022
33.7
0.1
33.6
46.9
1.0
45.9
1.1
0.1
1.0
1.3
0.1
1.2
Revenues and other operating
income
Profit/(loss) for the period
(1.7)
(3.3)
2.7
0.9
0.8
(0.1)
1.1
0.0
The financial information is based on unaudited financial information as of the reporting date as
received from Pearl and LGT.
Pearl Holding Limited
—
Pearl’s investments are managed on a discretionary basis by Pearl Management Limited, Guernsey,
which is advised by Partners Group AG, Switzerland ("PGAG"), in accordance with an investment
advisory agreement. PGAG’s duties are to provide asset allocation advice, commercial due diligence
reviews, investment and divestment proposals, and performance monitoring. For the described
services, the Group is entitled to receive administration, management and performance fees.
Share of results of associates
—
The share of results of associates resulting from Pearl is disclosed in profit or loss as net finance income
and expense (see note 3.3.), while the share of results of associates resulting from LGT is disclosed as
other operating income (see note 1.1.). The Group assesses LGT’s results as comparable to
management services and therefore discloses the results as operating income. Pearl’s results are
mainly driven by distributions and changes in fair value of the underlying investments, comparable to
changes in fair value of financial investments, which are presented as net finance income and expense
in the consolidated statement of profit or loss (see note 3.3.).
18.3
(4.4)
0.3
0.0
(0.8)
13.4
LGT
Notes to the consolidated financial statements
2023 Annual Report
82
Accounting policy: Associates
An associate is an entity over which the Group has significant influence. Significant influence is the power to
participate in the financial and operating policy decisions of the investee but is not control or joint control over
these policies. The Group accounts for its interest in associates using the equity method.
Based on the Group’s assessment of each individual associate, the share of results of associates is disclosed
as operating income if comparable to revenues from management services. If the share of results is mainly
driven by distributions and changes in fair value of the underlying investments, comparable to changes in fair
value of financial investments, the share of results is presented as finance income and expense in the
consolidated statement of profit or loss.
4.3. Equity
In effective number of shares
Issued as of 1 January
Issued during the period
2023
2022
—
(d) Dividends
26'700'000
26'700'000
Issued as of 31 December - fully paid in
26'700'000
26'700'000
The issued share capital of the Company comprises 26’700’000 registered shares (2022: 26’700’000)
at a nominal value of CHF 0.01 per share. The shareholders are entitled to receive dividends, as
declared from time to time, and are entitled to one vote per share at the Company's shareholder
meetings.
(a) Legal reserves
—
Legal reserves comprise of the reserves which are to be maintained due to the legal requirements as
indicated in the Swiss Code of Obligations. The Group’s legal reserves amount to CHF 218'100 as of 31
December 2023 (31 December 2022: CHF 218'100), consisting of CHF 217'100 (31 December 2022:
CHF 217'100) for legal reserves from capital contributions and of CHF 1'000 (31 December 2022: CHF
1'000) for other legal reserves.
(b) Treasury shares
—
Treasury shares are recognized at cost and presented separately within equity. At the reporting date,
the Group held 719'717 (2022: 790'189) of the Company’s issued shares. The Group holds treasury
shares to provide for existing share and option programs.
(c) Cumulative translation adjustments
—
Cumulative translation adjustments comprise all foreign exchange differences arising from the
translation of the financial statements of foreign operations included in the consolidated financial
statements.
The Company pays an annual dividend following the approval of the appropriation of available earnings
by the owners of the Company at the annual general meeting, typically held in May. The Company paid a
dividend of CHF 37.00 per share on 31 May 2023 (1 June 2022: CHF 33.00). As the Company’s treasury
shares are not eligible for a dividend payment, the dividend distribution of CHF 987.9 million approved in
May 2023 (May 2022: CHF 881.1 million) was not fully distributed, i.e. a total of CHF 959.2 million was
paid out (May 2022: CHF 861.0 million). After the reporting date, the BoD proposes a dividend
distribution of CHF 1'041.3 million (CHF 39.00 per share).
(e) Capital management
—
The BoD’s objective is to maintain a strong capital base in order to maintain investor, creditor and
market confidence and to sustain the future development of the business. The BoD also monitors the
level of dividend distributions to shareholders.
The Group may purchase its own shares on the market within the limits defined by the BoD. The timing
of these purchases depends on the market price and restrictions imposed by applicable laws. Primarily,
these purchases are used in conjunction with the Group’s share-based incentive plans. Furthermore,
the Company has conditional capital of up to a maximum amount of CHF 40’050 (up to 4'005'000
registered shares). The conditional capital is exclusively reserved for share-based incentive plans of the
Group.
Notes to the consolidated financial statements
2023 Annual Report
83
There were no changes to the Group’s approach to capital management during the year. The Company
and some of its subsidiaries are subject to minimum capital requirements prescribed by external parties
(e.g. banks or regulators) and are regulated by relevant authorities in the corresponding countries. The
capital requirements may depend on fixed costs, expenditures, key financial ratios, net assets and
assets under management. All these capital requirements have been met during 2023 and 2022.
(f) Outstanding shares
—
In effective number of shares
Balance as of 1 January
Purchase of treasury shares
Disposal of treasury shares
Shares
issued
26'700'000
The computation of the weighted average number of ordinary shares outstanding during the period is
based on the following figures:
Balance as of 31 December
26'700'000
Treasury
shares
330'966
549'118
(89'895)
790'189
In effective number of shares
Balance as of 1 January
Purchase of treasury shares
Disposal of treasury shares
Shares
issued
26'700'000
Balance as of 31 December
26'700'000
Weighted average number of shares outstanding
during the period (360 days)
Shareholders above 5% (in % of shares issued)
Dr. Marcel Erni
Alfred Gantner together with family members23
Urs Wietlisbach
BlackRock Inc.
2023
Shares
outstanding
25'909'811
(67'367)
137'839
25'980'283
25'929'206
in %
5.02%
5.02%
5.07%
5.02%
Treasury
shares
790'189
67'367
(137'839)
719'717
Shares held
1'339'694
1'339'689
1'353'294
1'340'353
23 The shareholder group was formed in 2023 based on a shareholders' agreement with Alfred Gantner acting as representative of the shareholder group.
Weighted average number of shares outstanding
during the period (360 days)
Shareholders above 5% (in % of shares issued)
Shares held
Dr. Marcel Erni
Alfred Gantner
Urs Wietlisbach
BlackRock Inc.
1'338'959
1'338'959
1'342'699
1'339'857
4.4. Related party transactions
The Group has related party relationships with its investments in associates (see note 4.2.), pension
funds (see note 2.3.2.) as well as with its key management personnel and their related parties.
In 2023, associates purchased services from the Group in the amount of CHF 1.2 million (2022: CHF 1.2
million).
As of 31 December 2023, loans to employees of the Group amounted to CHF 9.4 million (2022: CHF 5.5
million) and were included in other financial assets. The loans to related parties of the Group bear
interest at market-related interest rates.
2022
Shares
outstanding
26'369'034
(549'118)
89'895
25'909'811
25'544'839
in %
5.01%
5.01%
5.03%
5.02%
Notes to the consolidated financial statements
2023 Annual Report
84
The Group purchased treasury shares at arm’s length from its shareholders employed by the Group as
follows:
At the relevant reporting date, the BoD and the Executive Team were holding the following number of
options, non-vested shares and unrestricted shares:
In effective number of shares
Purchase of treasury shares from shareholders employed by the Group
Average purchase price per share (in Swiss francs)
2023
22'582
1'014.39
2022
11'767
1'033.83
The Group is managed by the Board of Directors ("BoD") and the Executive Team of the Company. The
total personnel expenses for the executive board members as well as the Executive Team of the
Company are included in personnel expenses (see note 2.1.) and for non-executive board members in
third-party service expenses which are disclosed in note 5.4. and amount to:
Options and non-vested shares
In effective number of options and non-vested shares as of
31 December
Board members (vested options)
Members of the Executive Team (options and non-vested shares)
Total
Share ownership (unrestricted)
In millions of Swiss francs
Board of Directors
Short-term employment benefits
Other compensation
Share-based payment expenses
Other long-term benefits (MCP)
Post-employment benefits
Total
Executive Team
Short-term employment benefits
Other compensation
Share-based payment expenses
Other long-term benefits (MCP)
Post-employment benefits
Total
Total Board of Directors and Executive Team
2023
2022
In effective number of shares as of 31 December
Board members
Members of the Executive Team
Total
3.0
0.1
6.3
0.9
0.2
10.5
9.9
0.3
15.8
2.6
0.8
29.4
39.9
2.0
0.1
6.1
0.6
0.2
9.0
8.3
0.4
14.7
1.3
1.0
25.7
34.7
For further information in accordance with Art. 734d of the Swiss Code of Obligations, refer to note 2.12.
and note 3.7. of the compensation report in the Annual Report 2023.
The Group aligns the interests of clients with those of the Group’s employees by offering all employees
preferential terms to invest alongside the Group’s investment programs via a global employee
commitment plan. In line with standard industry practice, investments in closed-ended programs charge
no management fees and no performance fees and investments in evergreen programs come at a
reduced management fee and performance fee. In total, commitments by the Group’s BoD and
employees amounted to approximately CHF 2.3 billion as of 31 December 2023 (31 December 2022:
CHF 2.2 billion), of which CHF 1.9 billion (2022: CHF 1.7 billion) is committed to closed-ended programs
and CHF 0.4 billion (2022: CHF 0.5 billion) to evergreen programs.
2023
4'570
133'793
138'363
2023
4'386'177
37'317
2022
4'570
101'090
105'660
2022
4'372'547
48'836
4'423'494
4'421'383
Notes to the consolidated financial statements
2023 Annual Report
85
5. Other disclosures
5.1. Property, equipment, and right-of-use assets
In millions of Swiss francs
2023
Land
Buildings
Right-of-use
assets
Construction
in progress
Office
furniture
Interior
fittings
Equipment
and
IT fittings
Total
Land
Buildings
Right-of-use
assets
Construction
in progress
Office
furniture
Interior
fittings
Equipment
and
IT fittings
Cost
Balance as of 1 January
63.2
93.9
Additions
Transfers
Disposals
Exchange differences
Balance as of 31 December
(0.6)
62.6
Accumulated depreciation
Balance as of 1 January
Depreciation
Disposals
Exchange differences
1.3
(8.1)
87.1
(8.0)
(1.9)
0.6
117.5
52.3
(0.1)
(9.4)
87.5
83.5
(1.3)
(0.1)
160.3
169.6
(48.0)
(16.2)
0.1
2.8
Balance as of 31 December
—
(9.3)
(61.3)
—
12.5
1.4
(1.0)
12.9
(8.7)
(1.8)
0.8
(9.7)
33.1
13.8
(6.8)
(2.2)
37.9
(21.9)
(2.9)
6.8
0.9
14.8
3.3
(0.3)
(1.1)
16.7
(12.3)
(1.6)
0.3
0.8
422.5
154.3
—
(7.2)
(22.5)
547.1
(98.9)
(24.4)
7.2
5.9
Carrying amount
As of 1 January
As of 31 December
Impairment losses incurred
63.2
62.6
85.9
77.8
69.5
99.0
87.5
169.6
3.8
3.2
11.2
20.8
2.5
3.9
63.1
63.2
323.6
436.9
nil
56.1
69.5
34.3
87.5
5.0
3.8
9.3
11.2
2.2
2.5
256.4
323.6
nil
(17.1)
(12.8)
(110.2)
—
—
(8.7)
(21.9)
(12.3)
(98.9)
2022
Total
335.9
87.7
—
(0.9)
(0.2)
422.5
(79.5)
(21.5)
0.9
1.2
11.8
0.8
(0.0)
(0.1)
12.5
(6.8)
(2.0)
0.0
0.1
29.2
4.2
(0.0)
(0.3)
33.1
(19.9)
(2.2)
0.0
0.2
13.5
2.3
(0.9)
(0.1)
14.8
(11.3)
(2.0)
0.9
0.1
63.1
92.4
91.6
27.2
34.3
53.2
0.1
63.2
(1.3)
117.5
(0.0)
87.5
1.5
93.9
(6.0)
(2.0)
(0.0)
(8.0)
86.4
85.9
(35.5)
(13.3)
0.8
(48.0)
Notes to the consolidated financial statements
2023 Annual Report
86
Accounting policy: Property, equipment, and right-of-use assets
Asset class
Useful life
Nature and policy
Buildings
30-50 years
Office furniture
5 years
Interior fittings
5-10 years
Equipment and IT fittings 3-5 years
Property and equipment are stated at cost less
accumulated depreciation and impairment losses.
Costs include expenses that are directly attributable
to the acquisition of the items. Subsequent costs are
included in the asset’s carrying amount or recognized
as a separate asset, as appropriate, only when it is
probable that future economic benefits associated
with the item will flow to the Group and the costs of
the item can be measured reliably. All other repairs
and maintenance costs are charged to profit or loss
in the financial period in which they are incurred.
Major renovations are depreciated over the
remaining estimated useful life of the related asset or
to the date of the next major renovation. Depreciation
is calculated using the straight-line method.
Land
Indefinite
Land is stated at cost.
Right-of-use assets
Typically the lease
period
Construction in progress Not yet depreciated
Refer to note 5.3. for policies relating to lease
accounting. Depreciation is calculated using the
straight-line method.
Construction in progress is stated at cost and
transferred to the respective class when available for
use.
Notes to the consolidated financial statements
2023 Annual Report
87
5.2. Intangible assets and goodwill
In millions of Swiss francs
Cost
Balance as of 1 January
Additions
Disposals
Exchange differences
Balance as of 31 December
Accumulated amortization and impairment losses
Balance as of 1 January
Amortization
Disposals
Exchange differences
Balance as of 31 December
Carrying amount
As of 1 January
As of 31 December
Impairment losses incurred
2023
Goodwill
Acquired
client
contracts
Software
Contract
costs
Other
intangible
assets
Total
Goodwill
Acquired
client
contracts
Software
Contract
costs
Other
intangible
assets
30.3
4.2
(2.3)
28.0
(0.2)
4.0
24.3
2.2
(7.0)
(0.0)
19.5
(4.2)
(20.5)
(2.9)
7.0
0.0
0.2
97.2
4.5
(4.5)
(4.8)
92.4
(59.3)
(13.2)
4.5
3.6
11.8
(6.1)
167.8
6.7
(17.6)
(7.3)
5.7
149.6
(9.2)
(0.6)
6.1
(93.2)
(16.7)
17.6
3.8
30.7
4.6
(0.4)
30.3
(0.4)
4.2
(4.6)
0.4
22.1
2.3
(0.1)
0.0
24.3
(17.0)
(3.6)
0.1
(0.0)
74.8
23.2
(0.8)
97.2
(45.2)
(14.8)
0.7
—
(4.0)
(16.4)
(64.4)
(3.7)
(88.5)
—
(4.2)
(20.5)
(59.3)
(9.2)
(93.2)
30.3
28.0
—
—
3.8
3.1
37.9
28.0
2.6
2.0
74.6
61.1
nil
30.7
30.3
—
—
5.1
3.8
29.6
37.9
0.5
2.6
65.9
74.6
nil
2022
Total
141.3
28.2
(0.1)
(1.6)
9.1
2.7
11.8
167.8
(8.6)
(0.6)
(75.4)
(19.0)
0.1
1.1
Notes to the consolidated financial statements
2023 Annual Report
88
Accounting policy: Intangible assets and goodwill
Accounting policy: Intangible assets and goodwill
Intangible asset class
Useful life
Nature and policy
Intangible asset class
Useful life
Nature and policy
Goodwill
Indefinite
Acquired client contracts 3-5 years
Software
3-5 years
Contract costs
4-5 years
Goodwill represents the future economic benefit
arising from other assets acquired in a business
combination that are not individually identified and
separately recognized. It is measured at cost less any
accumulated impairment losses. Goodwill is
allocated to cash generating units and is not
amortized but tested at least annually for impairment.
In case the Goodwill is negative, a gain on a bargain
purchase is recognized immediately in net finance
income and expense in the consolidated statement
of profit or loss. Refer to details below on the Group's
approach to impairment testing for Goodwill.
Client contracts which the Group acquired and which
are recognized as intangible assets are carried at
cost less accumulated amortization and impairment
losses. Amortization is calculated using the straight-
line method.
Acquired software licenses are capitalized on the
basis of the costs incurred to acquire and bring to use
the specific software. Software recognized as an
asset is carried at cost less accumulated
amortization and impairment losses. Amortization is
calculated using the straight-line method. Software-
as-a-Service ("SaaS") contracts are only classified as
intangible assets when the recognition criteria are
fulfilled; otherwise, a SaaS is classified as service
contract, for which costs are expensed as incurred.
The Group may make payments in order to secure
investment management revenue contracts. These
amounts paid are considered a cost to obtain a
contract and are amortized using the straight-line
method which is consistent with the transfer to the
customer of the services to which the asset relates.
Amortization is calculated using the straight-line
method.
Other intangible assets
3-10 years
Other intangible assets not attributable to above
asset classes are capitalized at cost and amortized
using the straight-line method.
Subsequent expenditure on capitalized intangible assets is capitalized only when it increases future economic
benefits embodied in the intangible asset to which it relates. All other subsequent expenditure is expensed in
profit or loss as incurred. Amortization is recognized in profit or loss on a straight-line basis over the estimated
useful life of intangible assets unless such life is indefinite.
Impairment testing for CGUs containing goodwill
The carrying amount of goodwill as of 31 December 2023 of CHF 28.0 million (2022: CHF 30.3 million)
has been allocated to the following cash generating units ("CGU"), which represent the lowest level
within the Group at which goodwill is monitored for internal management purposes:
• Goodwill of CHF 15.0 million (2022: CHF 16.5 million) relating to the acquisition of Partners Group
Real Estate LLC ("PG RE") in 2007, which was merged into Partners Group (USA) Inc. as of 1
January 2012, has been allocated to the real estate segment.
• Goodwill of CHF 13.0 million (2022: CHF 13.8 million) relating to the acquisition of Partners Group
(Italy) SGR S.p.A. in 2013 ("PG Italy"), which was merged into Partners Group (UK) Limited in 2016 and
into Partners Group (Luxembourg) S.A. in 2019, has been allocated to the private equity segment.
For both CGUs, the free cash flow of the year 2023 exceeds its total identifiable net assets including
goodwill. The Group does not expect this to change in the foreseeable future. No further indicators
were identified, which could lead to an impairment. No impairment was recognized in 2023 (2022:
none).
Notes to the consolidated financial statements
2023 Annual Report
89
Accounting policy: Impairment testing on non-financial assets
The carrying amounts of the Group’s non-financial assets, other than deferred tax assets, are reviewed at each
reporting date to determine whether there is any indication of impairment. If any such indication exists, then the
asset’s recoverable amount is estimated. For goodwill that has an indefinite useful life or other intangible assets
that are not yet available for use, the recoverable amount is estimated annually.
The recoverable amount of an asset or cash-generating unit ("CGU") is the greater of its value in use and its fair
value less costs to sell. In assessing the value in use, the estimated future cash flows are discounted to their
present value using a pre-tax discount rate that reflects current market assessments of the time value of
money and the risks specific to the asset. For the purpose of impairment testing, assets that cannot be tested
individually are grouped together into the smallest group of assets that generates cash inflows from continuing
use that are largely independent of the cash inflows of other assets or groups of assets (CGU). For the purpose
of goodwill impairment testing, CGUs, to which goodwill has been allocated, are aggregated so that the level at
which impairment is tested reflects the lowest level at which goodwill is monitored for internal reporting
purposes. Goodwill acquired in a business combination is allocated to groups of CGUs that are expected to
benefit from the synergies of the combination.
An impairment loss is recognized if the carrying amount of an asset or its CGU exceeds its estimated
recoverable amount. Impairment losses are recognized in profit or loss. Impairment losses recognized in
respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the units, and
then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro rata basis. An
impairment loss in respect of goodwill is not reversed.
In respect of other assets, impairment losses recognized in prior periods are assessed at each reporting date
for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has
been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only
to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been
determined, net of depreciation or amortization, if no impairment loss had been recognized.
5.3. Leases
In millions of Swiss francs
Lease liabilities as of 1 January
Additions
Removals
Accreted interest
Lease payments
Exchange differences
Lease liabilities as of 31 December
Current liabilities
Non-current liabilities
Lease liabilities as of 31 December
2023
2022
77.5
47.8
(0.9)
3.7
(15.8)
(7.3)
105.0
14.3
90.7
105.0
60.8
32.9
(4.1)
1.3
(12.9)
(0.5)
77.5
14.9
62.6
77.5
Accounting policy: Leases
The Group, as a lessee, identified leases mainly relating to rental contracts for its offices (including parking). A
right-of-use asset and its corresponding lease liability are recognized at the lease commencement date. It is
measured at cost and depreciated from commencement date to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term of the respective lease contract, i.e. typically the lease period.
Subsequently, the right-of-use asset is measured at cost less any accumulated depreciation and impairment
losses and adjusted for certain remeasurements of the lease liability. Right-of-use assets are presented in the
statement of financial position as Property, equipment, and right-of-use assets; refer to note 5.1. for more
information. The Group has elected not to recognize right-of-use assets and lease liabilities for leases of low-
value assets.
Notes to the consolidated financial statements
2023 Annual Report
90
5.4. Other operating expenses
The differences between the expected tax expense computed at the weighted average expected
Group tax rate and the effective income tax expense were as follows:
In millions of Swiss francs
Third party services
Property-related costs
Administrative expenses
Travel and representation expenses
Other operating expenses
5.5. Income tax
5.5.1. Income tax expense
In millions of Swiss francs
Current tax expense
Current year
Adjustments for current tax of prior periods
Total current tax expense
2023
2022
(31.6)
(7.6)
(46.7)
(21.6)
(26.8)
(5.8)
(47.1)
(24.2)
(107.5)
(103.9)
In millions of Swiss francs
Profit before tax
Weighted average expected Group tax rate24
Expected tax expense
Non-tax-deductible expense and non-taxable income
Applicable tax rates differing from expected rate
Non-refundable withholding taxes
Adjustments for current tax of prior periods
Other impacts25
Income tax expense
2023
1'208.6
17.24%
(208.4)
13.4
2.2
(7.7)
(6.1)
1.4
2022
1'129.4
15.38%
(173.7)
5.8
7.7
(11.9)
(4.5)
52.1
(205.2)
(124.5)
Note
2023
2022
Partners Group is in scope of the OECD base erosion and profit shifting ("BEPS") Pillar Two rule set and
will be impacted by new local tax legislation in countries where the Group has a taxable presence.
Deferred tax expense/(income)
Deferred tax (expense)/income, net
relating to the origination and reversal of temporary
differences
5.5.2.
Total deferred tax (expense)/income
Income tax expense
(205.2)
(124.5)
(178.7)
(6.1)
(184.8)
(20.4)
(20.4)
(170.1)
(4.5)
(174.6)
50.1
50.1
The Group has applied the International Tax Reform - Pillar Two Model Rules (Amendments to IAS 12)
issued by the IASB including the exception to recognize and disclose information about deferred tax
assets and liabilities related to Pillar Two income taxes.
Pillar Two legislation has been enacted or substantively enacted in several jurisdictions in which the
Group operates. In Switzerland where the Group currently has an effective tax rate below 15%, the new
rules will be effective beginning 1 January 2024. Similar legislation has been enacted in UK, Germany,
Luxembourg, and France, however, the Group's tax rate in these jurisdictions is above 15%.
The Group has assessed its exposure to Pillar Two income taxes based on the most recent tax filings,
country-by-country reporting, and financial statements for the constituent entities. Overall, it is
expected that the Group's effective tax rate increases to around 18% to 19% in 2024 and beyond due to
Pillar Two legislation.
24 The Group calculated a weighted average tax rate, taking into account statutory tax rates of the Company and its subsidiaries in their specific jurisdictions, and their contribution to total profit before tax.
25 The 2022 number includes a one-time deferred tax impact resulting from the recognition of goodwill in the tax books of one of the Group's entities.
Notes to the consolidated financial statements
2023 Annual Report
91
5.5.2. Deferred tax assets and liabilities
(b) Analysis of deferred tax assets and liabilities
—
(a) Development of deferred tax assets and liabilities
The following table shows the development of deferred tax assets and liabilities by category:
—
Deferred tax assets and liabilities are recognized in respect of temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for
taxation purposes. The following table shows the development of deferred tax assets and deferred tax
liabilities.
In millions of Swiss francs
2023
Financial
investments
Other
non-current
assets
Defined
benefit
plans
Share-
based
payment
transactions
Accrued
variable
compensati
on & MCP
Others
Total
Balance as of 1 January, net
Changes recognized in profit or loss
2.2
(0.3)
(5.3)
(0.9)
46.0
49.7
103.4
(1.1)
(20.3)
(20.4)
In Swiss francs as of 31 December
Deferred tax assets
Deferred tax liabilities
Deferred tax assets/(liabilities), net
In millions of Swiss francs
Balance as of 1 January, net
Changes recognized in profit or loss
Changes recognized in equity
Changes recognized in other comprehensive income
Exchange differences
Balance of deferred tax assets/(liabilities) as of 31 December, net
2023
105.1
(6.7)
98.4
2022
110.1
(6.7)
103.4
103.4
(20.4)
22.5
(1.7)
(5.4)
98.4
101.0
50.1
(48.3)
1.2
(0.6)
103.4
Changes recognized in equity
Changes recognized in other
comprehensive income
Exchange differences
In millions of Swiss francs
2023
2022
Balance as of 31 December, net
(0.2)
1.7
0.5
(5.7)
(2.3)
32.8
(3.3)
41.6
(0.1)
29.3
10.4
2.2
22.5
0.4
(1.7)
(0.0)
(1.3)
22.5
(1.7)
(5.4)
98.4
2022
Financial
investments
Other
non-current
assets
Defined
benefit
plans
Share-
based
payment
transactions
Accrued
variable
compensati
on & MCP
Others
Total
Balance as of 1 January, net
Changes recognized in profit or loss
0.7
1.5
(4.9)
(0.3)
Changes recognized in equity
Changes recognized in other
comprehensive income
Exchange differences
Balance as of 31 December, net
(0.0)
2.2
(0.1)
(5.3)
(1.2)
0.4
1.2
(0.0)
0.4
43.8
3.0
1.5
48.4
61.1
(2.9)
(48.3)
0.5
10.4
(0.8)
46.0
(0.2)
49.7
101.0
50.1
(48.3)
1.2
(0.6)
103.4
Notes to the consolidated financial statements
2023 Annual Report
92
Financial investments
Taxable temporary differences arise between the tax bases of financial investments and their carrying
amounts in the consolidated financial statements (fair values with regard to the application of IFRS 9).
Other non-current assets
Taxable temporary differences arise between the tax bases of property, equipment, and right-of-use
assets as well as intangible assets and their carrying amounts in the consolidated financial statements.
Defined benefit plans
The Group recognizes deferred tax assets or liabilities as a result of applying IAS 19 (for further
information see note 2.3.2.).
Share-based payment transactions
Taxable temporary differences arise (in accordance with IAS 12.68A) from the recognition of share-
based payment expenses (see note 2.2.) in the applicable accounting period in accordance with IFRS 2,
while the tax deductions in relation to these expenses materialize in a different period; e.g. only when
the options and shares are exercised or vested. Typically, the measurement of tax deductions is based
on the share price at the date of exercise or vesting, or on the Management Fee EBIT for the financial
year of vesting.
Accrued variable compensation & MCP
Taxable temporary differences arise between the tax bases of remuneration-related accruals and
provisions and their carrying amounts in the consolidated financial statements.
Others
Others mainly include a one-time deferred tax impact resulting from the recognition of goodwill in the
tax books of one of the Group's entities in 2022. As of 31 December 2023, the Group has undistributed
earnings of CHF 67.4 million (31 December 2022: CHF 66.7 million) which, if paid out as dividends, would
be subject to tax in the hands of the recipient. For CHF 50.8 million (31 December 2022: CHF 50.2
million) of this temporary difference, deferred tax liabilities amounting to CHF 2.5 million were
recognized (31 December 2022: CHF 2.5 million). For the remaining temporary difference of CHF 16.6
million (31 December 2022: CHF 16.5 million), no further deferred tax liabilities were recognized as the
Group controls the dividend policy of the respective subsidiaries, i.e. the Group controls the timing of
reversal of the related taxable temporary differences, and considers it probable that the temporary
difference will not reverse in the foreseeable future. A full reversal of all remaining temporary
differences would result in estimated additional income tax expenses of CHF 1.3 million (31 December
2022: CHF 1.1 million).
Accounting policy: Income tax expense
Income tax expense for the period is comprised of current and deferred tax expense. Income tax expense is
recognized in profit or loss except to the extent that it relates to items recognized directly in equity.
Current income tax relates to the expected taxes payable on the taxable income for the period, using tax rates
enacted or substantially enacted at the reporting date, and any adjustments to taxes payable in respect of
previous periods.
Deferred income tax is recognized, using the balance sheet liability method, on temporary differences between
the tax basis of assets and liabilities and their carrying amounts included in the consolidated financial
statements. The following temporary differences are not considered in accounting for deferred taxes: the initial
recognition of goodwill, the initial recognition of assets or liabilities that affect neither accounting nor taxable
profit, and differences relating to investments in subsidiaries to the extent that their reversal is not probable in
the foreseeable future. Deferred income tax is determined using tax rates (and laws) that have been enacted or
substantially enacted as of the reporting date and are expected to apply when the related deferred income tax
asset is realized or the deferred income tax liability is settled.
Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be
available against which the temporary differences can be utilized.
5.6. Subsequent events
No events took place between 31 December 2023 and 15 March 2024 that would require material
adjustments to the amounts recognized in these consolidated financial statements.
2023 Annual Report
93
Report of the
auditors on the
consolidated
financial
statements
Report of the auditors on the consolidated financial statements
2023 Annual Report
94
Report of the auditors on the consolidated financial statements
2023 Annual Report
95
Report of the auditors on the consolidated financial statements
2023 Annual Report
96
Index to the
financial
statements of
Partners Group
Holding AG and
report of the
auditors
2023 Annual Report
97
98
99
101
108
109
Statement of profit or loss of
Partners Group Holding AG
Statement of financial position of
Partners Group Holding AG
Notes to the financial statements of
Partners Group Holding AG
Proposal by the Board of Directors of Partners Group
Holding AG for the appropriation of available earnings
Report of the auditors on the financial statements of
Partners Group Holding AG
2023 Annual Report
98
In millions of Swiss francs
Dividend income
Other finance income
Other service income
Other income
Total income
Third party services
General and administrative expenses
Travel and representation expenses
Finance expense
Profit before tax
Direct taxes
Profit for the period
Note
2.
3.
4.
2023
2022
958.3
106.9
0.0
0.1
998.6
76.2
0.2
2.5
1'065.3
1'077.5
(2.3)
(9.8)
(0.2)
(186.8)
866.2
(1.9)
(11.5)
(0.2)
(99.1)
964.8
866.2
964.8
Statement of
profit or loss of
Partners Group
Holding AG
Statement of
financial
position of
Partners Group
Holding AG
2023 Annual Report
99
In millions of Swiss francs as of 31 December
Note
2023
2022
Assets
Cash and cash equivalents
Other current receivables
Accrued income
Total current assets
Participations
Total non-current assets
Total assets
Liabilities and equity
Liabilities
Current interest-bearing liabilities
Other current liabilities
Total current liabilities
Non-current interest-bearing liabilities
Other non-current liabilities
Provisions
Total non-current liabilities
Total liabilities
5.
2.
6.
7.
8.
7.
9.
11.1
1'189.9
740.0
1'941.0
3'077.2
3'077.2
5'018.2
2'122.8
15.4
2'138.2
830.0
1.1
3.1
834.2
2'972.4
386.2
677.5
690.0
1'753.7
2'781.0
2'781.0
4'534.7
1'667.6
4.8
1'672.4
800.0
0.3
3.5
803.8
2'476.2
Statement of financial position of Partners Group Holding AG
2023 Annual Report
100
In millions of Swiss francs as of 31 December
Note
2023
2022
Equity
Share capital
Legal capital reserves
Legal reserves from capital contributions
Legal retained earnings
Legal reserves
Voluntary retained earnings
Results carried forward
Profit for the period
Treasury shares
Total equity
Total liabilities and equity
0.3
0.2
0.0
1'946.5
866.2
(767.4)
2'045.8
5'018.2
0.3
0.2
0.0
1'941.0
964.8
(847.8)
2'058.5
4'534.7
10.
Notes to
the financial
statements of
Partners Group
Holding AG
2023 Annual Report
101
1. Accounting principles
The financial statements have been established in accordance with the accounting, presentation and
valuation principles of the Swiss Code of Obligations.
Partners Group Holding AG ("the Company") is domiciled in Switzerland. The address of the Company’s
registered office is Zugerstrasse 57, 6341 Baar-Zug, Switzerland.
Receivables and liabilities
—
Receivables from and liabilities to subsidiaries are denominated in the local currency of the respective
subsidiary and are recognized on a net basis for each counterparty.
Participations
—
The Company applies the group valuation principle for the valuation of all its participations (see note 6.).
Treasury shares
—
Treasury shares are recognized at acquisition cost, deducted from equity at the time of acquisition and
presented separately within equity. In case of a disposal of treasury shares, the gain or loss is
recognized in the statement of profit or loss as other finance income or finance expense. The treasury
shares are valued at historic price.
2. Dividend income
The Company has elected to recognize CHF 740.0 million (2022: CHF 690.0 million) of dividend
income related to the 2023 available earnings of its subsidiary Partners Group AG in 2023. As this
dividend will not be paid until 2024, this amount has been recorded as accrued income.
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
102
3. Other finance income
6. Participations
In millions of Swiss francs
Interest income
Foreign exchange gains
Gain on treasury share transactions
Total other finance income
4. Finance expense
In millions of Swiss francs
Interest expense
Foreign exchange losses
Loss on treasury share transactions
Other finance expense
Total finance expense
5. Other current receivables
In millions of Swiss francs as of 31 December
Third parties
Subsidiaries
Total other current receivables
1 Branch office.
2023
2022
Participations as of 31 December
2023 2022
33.1
73.4
0.4
106.9
2023
(54.5)
(89.6)
(41.5)
(1.2)
(186.8)
2023
134.3
1'055.6
1'189.9
14.7
60.8
0.7
76.2
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
Partners Group (EU) GmbH
Munich
Germany
EUR
32
100%
100%
Partners Group (EU) GmbH, Paris
Branch1
Paris
France
Partners Group (Luxembourg) S.A.
Luxembourg
Luxembourg
EUR
1’350
100%
100%
2022
Partners Group (Luxembourg) S.A.,
Milan Branch1
Milan
Italy
(22.6)
(41.9)
(33.2)
(1.4)
(99.1)
2022
0.2
677.3
677.5
Partners Group (Singapore) Pte. Ltd.
Singapore
Singapore SGD
1’250
100%
100%
Partners Group (Singapore) Pte. Ltd.
Korea Branch1
Partners Group Private Markets
(Australia) Pty. Ltd.
Partners Group (Brazil) Investimentos
Ltda.
Seoul
South Korea
Sydney
Australia AUD
200
100%
100%
São Paulo
Brazil
BRL
795
100%
100%
Partners Group (Canada) Inc.
Halifax
Canada CAD
Partners Group Cayman Management
I Limited
Partners Group Cayman Management
II Limited
Partners Group Cayman Management
III Limited
Partners Group Cayman Management
IV Limited
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
0
0
0
0
0
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
103
Participations as of 31 December
2023 2022
Participations as of 31 December
2023 2022
Partners Group Cayman Management
V Limited2
Partners Group Cayman Management
Direct Equity V Limited
Partners Group Cayman Management
Direct Infra IV Limited
Partners Group Cayman Management
REO II Limited
Partners Group Cayman Management
Secondary VIII Limited3
Partners Group Cayman Client
Access Management I Limited4
Partners Group (Shanghai) Co.,
Limited
Partners Group Management
(Deutschland) GmbH
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
George Town Cayman Islands USD
0
0
0
0
0
0
100%
100%
100%
100%
100%
100%
100%
100%
100%
Shanghai
China CNY
12’363
100%
100%
Partners Group Finance CHF IC
Limited
Partners Group Finance EUR IC
Limited
Partners Group Finance GBP IC
Limited
Partners Group Finance SGD IC
Limited
Partners Group Finance USD IC
Limited
Partners Group Finance SLP (EUR)
L.P. Inc.5,6
Partners Group Management
(Guernsey) LLP5
St Peter Port
Guernsey CHF
St Peter Port
Guernsey
EUR
St Peter Port
Guernsey GBP
St Peter Port
Guernsey SGD
St Peter Port
Guernsey USD
0
0
0
0
0
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
St Peter Port
Guernsey
EUR
—
100%
St Peter Port
Guernsey GBP
0
100%
100%
Munich
Germany
EUR
25
100%
100%
Partners Group Management Limited
St Peter Port
Guernsey
EUR
3’640
100%
100%
Partners Group (Guernsey) Limited5
St Peter Port
Guernsey GBP
31’500
100%
100%
Partners Group Access Finance
Limited
Partners Group Client Access 10 MP
Management Limited
Partners Group Client Access
Management I Limited
St Peter Port
Guernsey USD
20
100%
100%
St Peter Port
Guernsey USD
0
100%
100%
St Peter Port
Guernsey
EUR
20
100%
100%
Partners Group Finance ICC Limited
St Peter Port
Guernsey CHF
0
100%
100%
Partners Group Management II
Limited
Partners Group Management III
Limited
Partners Group Management IV
Limited
Partners Group Management V
Limited
Partners Group Management VI
Limited
St Peter Port
Guernsey
EUR
7’270
100%
100%
St Peter Port
Guernsey
EUR
8’520
100%
100%
St Peter Port
Guernsey GBP
20
100%
100%
St Peter Port
Guernsey USD
13’820
100%
100%
St Peter Port
Guernsey
EUR
4’820
100%
100%
2 The company was incorporated on 25 August 2023.
3 The company was incorporated on 14 September 2023.
4 The company was incorporated on 10 August 2023.
5 The company is indirectly held by Partners Group Holding AG.
6 The company was incorporated on 21 December 2023.
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
104
Participations as of 31 December
2023 2022
Participations as of 31 December
2023 2022
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
St Peter Port
Guernsey USD
32’620
100%
100%
Partners Group (Hong Kong) Private
Limited8
Hong Kong
Hong Kong HKD
0
100%
St Peter Port
Guernsey
EUR
94’500
100%
100%
Partners Group (India) Private Limited
Mumbai
India
INR
29’615
100%
100%
St Peter Port
Guernsey
EUR
42’020
100%
100%
Partners Group Japan Kabushiki
Kaisha
Tokyo
Japan
JPY
10’000
100%
100%
St Peter Port
Guernsey USD
92’420
100%
100%
LGT Private Equity Advisers AG7
Vaduz
Liechtenstein CHF
—
40%
40%
St Peter Port
Guernsey USD
13’000
100%
100%
Partners Group Investment
Management S.à r.l.
Luxembourg
Luxembourg
EUR
12
100%
100%
St Peter Port
Guernsey
EUR
54’020
100%
100%
Partners Group Management I S.à r.l.
Luxembourg
Luxembourg
EUR
4’531
100%
100%
St Peter Port
Guernsey AUD
78’020
100%
100%
Partners Group Management II S.à r.l.
Luxembourg
Luxembourg
EUR
5’231
100%
100%
St Peter Port
Guernsey USD
16’020
100%
100%
Partners Group Management REO II
S.à r.l.
Luxembourg
Luxembourg
EUR
St Peter Port
Guernsey
EUR
20
100%
100%
Partners Group Management III S.à r.l.
Luxembourg
Luxembourg
EUR
Partners Group Management VII
Limited
Partners Group Management VIII
Limited
Partners Group Management IX
Limited
Partners Group Management X
Limited
Partners Group Management XI
Limited
Partners Group Management XII
Limited
Partners Group Management XIII
Limited
Partners Group Management XIV
Limited
Partners Group Management XV
Limited
Partners Group Private Equity
Performance Holding Limited
Pearl Holding Limited7
St Peter Port
Guernsey
EUR
St Peter Port
Guernsey
EUR
10
—
100%
100%
Partners Group Management Direct
Infra IV S.à r.l.
Luxembourg
Luxembourg
EUR
28%
28%
Partners Group Management IV S.à r.l.
Luxembourg
Luxembourg
EUR
Pearl Management Limited
St Peter Port
Guernsey
EUR
12’020
100%
100%
Partners Group Management Direct
Equity V S.à r.l.
Luxembourg
Luxembourg
EUR
Princess Management Limited
St Peter Port
Guernsey
EUR
3’000
100%
100%
Partners Group Management V S.à r.l.
Luxembourg
Luxembourg
EUR
7 For associated companies refer to note 4.2. of the consolidated financial statements in the Annual Report 2023.
8 The company was incorporated on 17 October 2023.
12
31
12
12
12
15
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
105
Participations as of 31 December
2023 2022
Participations as of 31 December
2023 2022
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
Registered
office
Country of
incorporation
Share Capital in
thousands
Ownership and voting
interest
Partners Group Management VI S.à r.l.
Luxembourg
Luxembourg
EUR
20
100%
100%
Partners Group Advisors (DIFC)
Limited
Dubai
UAE USD
300
100%
100%
Partners Group Management VII
S.à r.l.9
Partners Group Management
Secondary VIII S.à r.l.9
Luxembourg
Luxembourg
EUR
Luxembourg
Luxembourg
EUR
0
0
100%
100%
Partners Group (UK) Limited
London
UK GBP
569
100%
100%
Partners Group (UK) Management
Limited
London
UK GBP
20’527
100%
100%
Partners Group Orbit S.à r.l.
Luxembourg
Luxembourg
EUR
12
100%
100%
Partners Group (USA) Inc.
Delaware
USA USD
75
100%
100%
Partners Group Prime Services
Solutions (Philippines), Inc.
Taguig City,
Metro Manila
Philippines
PHP
13’734
100%
100%
Partners Group Management
(Scotland) Limited10
Partners Group Management (Scots)
LLP10
Partners Group Management (Scots)
II LLP10
Edinburgh
Scotland GBP
Edinburgh
Scotland GBP
Edinburgh
Scotland GBP
0
0
0
100%
100%
100%
100%
100%
100%
Partners Group AG
Baar-Zug
Switzerland CHF
200
100%
100%
Partners Group Treasury AG11
Baar-Zug
Switzerland CHF
100
100%
Partners Group Investment Services
AG
Partners Group Operator Investments
Holdings AG12
Baar-Zug
Switzerland CHF
100
100%
100%
Baar-Zug
Switzerland CHF
100
100%
Partners Group Property AG
Baar-Zug
Switzerland CHF
100
100%
100%
9 The company was incorporated on 18 September 2023.
10 The company is indirectly held by Partners Group Holding AG.
11 The company was incorporated on 1 February 2023.
12 The company was incorporated on 10 January 2023.
13 The company was incorporated on 26 October 2023.
Partners Group Colorado Propco,
LLC
Partners Group Finance SLP (USD),
LLC10,13
Partners Group US Investment
Services LLC10
Partners Group US Management CLO
LLC10
Partners Group US Management
LLC10
Partners Group US Management II
LLC10
Partners Group US Management III
LLC10
Delaware
USA USD
101’140
100%
100%
Delaware
USA USD
Delaware
USA USD
Delaware
USA USD
Delaware
USA USD
Delaware
USA USD
Delaware
USA USD
0
0
0
0
0
0
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
106
7. Interest-bearing liabilities
9. Provisions
In millions of Swiss francs as of 31 December
Third parties
Group companies
Total interest-bearing liabilities
Current interest-bearing liabilities
Non-current interest-bearing liabilities
Total interest-bearing liabilities
2023
1'370.0
1'582.8
2'952.8
2'122.8
830.0
2'952.8
2022
1'070.0
1'397.6
Provisions for compensation to board members
Option grants
2'467.6
Management carry program
1'667.6
800.0
2'467.6
Social security expenses on management carry program
Total provisions
10. Treasury shares
2.4
0.7
0.0
3.1
2.6
0.8
0.1
3.5
In millions of Swiss francs as of 31 December
2023
2022
The Company issued the following corporate bonds denominated in Swiss francs and listed on the SIX
Swiss Exchange:
ISIN
Date of issue
Face value in
millions of CHF
Coupon in %
Year of
maturity
Issue price
in %
Redemption
price in %
CH0361532895
7 June 2017
CH0419041287
21 June 2019
CH1293714346
26 September 2023
CH1293714353
26 September 2023
300.0
500.0
150.0
180.0
0.150%
0.400%
2.250%
2.400%
2024
100.052%
100.000%
2027
100.098%
100.000%
2028
100.528%
100.000%
2033
100.132%
100.000%
8. Other current liabilities
In millions of Swiss francs as of 31 December
2023
2022
Accrued audit expenses
Other accrued expenses
Tax liabilities
Other liabilities
Total other current liabilities
0.4
13.1
0.3
1.6
15.4
0.4
3.4
0.1
0.9
4.8
Balance as of 1 January 2022
Purchase of treasury shares
Disposal of treasury shares
Balance as of 31 December 2022
Purchase of treasury shares
Disposal of treasury shares
Balance as of 31 December 2023
Number of
shares
Weighted average
price in Swiss francs
Total value in millions
of Swiss francs
330'966
549'118
(89'895)
790'189
67'367
(137'839)
719'717
1'142.67
1'036.98
1'110.48
1'072.88
994.55
1'069.36
1'066.14
378.2
569.4
(99.8)
847.8
67.0
(147.4)
767.4
The Company had 1'133'230 (31 December 2022: 1'101'870) outstanding employee options and non-
vested shares (see also note 2.2. of the consolidated financial statements in the Annual Report 2023).
The treasury shares necessary to cover the granted non-vested shares have already been put aside in
separate escrow accounts in the name of the employees. Thus, the number of treasury shares is
already net of non-vested shares outstanding.
Notes to the financial statements of Partners Group Holding AG
2023 Annual Report
107
11. Share and option grants to members of the Board of
13. Shareholders above 5%
Directors and the Executive Team
As of 31 December 2023, the Company had received notification of four significant shareholders whose
voting rights exceed 5%.
2023
2022
Number of
instruments
Weighted
average price
in Swiss francs
Total value in
millions of
Swiss francs
Number of
instruments
Weighted
average price
in Swiss francs
Total value in
millions of
Swiss francs
Dr. Marcel Erni
Shareholders above 5% as of 31 December
Alfred Gantner together with family members14
795
1'116.50
112
1'116.50
49'878
187.47
0.9
0.1
9.4
841
925.00
0.8
Urs Wietlisbach
BlackRock, Inc.
15'085
925.00
14.0
14. Full-time employees
Board of Directors
Shares
Executive Team
Shares
Options
2023
5.02%
5.02%
5.07%
5.02%
2022
5.01%
5.01%
5.03%
5.02%
12. Commitments and contingent liabilities
The Company did not have any employees in the reporting year or in the previous year.
15. Subsequent events
In millions of Swiss francs as of 31 December
Guarantees for subsidiaries
2023
1'237.0
2022
1'237.0
No events took place between 31 December 2023 and 15 March 2024 that would require material
adjustments to the amounts recognized in these statutory financial statements.
The Company and certain subsidiaries maintain the following lines of credit as of 31 December 2023
(see note 3.5.3. (a) of the consolidated financial statements in the Annual Report 2023):
• CHF 622 million (31 December 2022: CHF 622 million)
• CHF 585 million (31 December 2022: CHF 585 million)
• CHF 30 million (31 December 2022: CHF 30 million)
The amounts drawn by subsidiaries are guaranteed by the Company.
As of 31 December 2023 there are CHF 240 million drawn (31 December 2022: CHF 270 million).
14 The shareholder group was formed in 2023 based on a shareholders' agreement with Alfred Gantner acting as representative of the shareholder group.
2023 Annual Report
108
In millions of Swiss francs as of 31 December
Profit for the period
Results carried forward
Total voluntary retained earnings available for appropriation
Proposal by the Board of Directors to the Annual General Meeting of shareholders
To be distributed to shareholders
To be carried forward
2023
866.2
1'946.5
2'812.7
(1'041.3)
1'771.4
Proposal by
the Board of
Directors of
Partners Group
Holding AG
for the
appropriation
of available
earnings
2023 Annual Report
109
Report of the
auditors on
the financial
statements of
Partners Group
Holding AG
Report of the auditors on the financial statements of Partners Group Holding AG
2023 Annual Report
110
Report of the auditors on the financial statements of Partners Group Holding AG
2023 Annual Report
111
Compensation
Report
Flora Zhao member of the Board of Directors and Chairwoman
of the Nomination & Compensation Committee
2023 Annual Report
112
Dear clients, business
partners, and fellow
shareholders,
We are pleased to present Partners Group's
Compensation Report for 2023. In this report,
the Nomination & Compensation Committee
("NCC") explains how the compensation for the
Executive Team and members of the Board of
Directors is aligned to the firm's investment and
financial performance as well as to key strategy
and environmental, social, and governance
("ESG") topics.
During the year, the strength of the firm's
integrated platform was highlighted by solid
client demand for its bespoke solutions which
translated into robust AuM growth.
Nevertheless, the period was also characterized
by lower transaction and exit volumes and
longer client conversion periods. This resulted in
Partners Group's Management Fee EBIT growth
and investment activity falling below its targeted
levels. These developments are reflected in this
year's compensation considerations with a 29%
year-on-year decrease to the Executive Team's
2023 long-term incentive ("LTI") pool.
Looking back, we thank you for your support at
the 2023 AGM of shareholders which resulted in
our Compensation Report receiving an 89%
approval rate. The NCC honors this feedback
and strives for consistency in its approach to
compensation, as we continue to make
improvements into the future.
Annual engagement with our shareholder's
stewardship teams remains a priority for us as
we see substantial value in these conversations.
Last year, we engaged with shareholders
representing over 15% of Partners Group's total
share capital. We also met with proxy advisors to
reflect on industry trends and gather further
perspectives. We appreciate the positive
feedback resulting from the changes we have
made over recent years to the Board and
Executive Team compensation frameworks.
In 2023, we addressed two main areas which
came up in our external engagement:
1. Enhance disclosure on Board attendance:
the NCC further increased disclosure on
Board attendance and provided additional
details in the firm's 2023 Corporate
Governance Report.
Compensation Report
2023 Annual Report
113
plan participants elect a longer measurement
period, higher performance thresholds will
apply. The overall length of the plan remains 14
years.
Reflecting on my second term as Chairwoman of
the NCC, I value my conversations with you and I
look forward to working together to ensure that
Partners Group continues to be a trusted
counterparty to our shareholders and
stakeholders.
On behalf of Partners Group and the NCC, I
would like to thank you for your continued trust
and support.
Yours sincerely,
Flora Zhao
Chairwoman of the Nomination & Compensation Committee
2. Increase the proportion of performance-
based LTI to ≥50%: the NCC has decided to
amend the Share Participation Plan ("SPP"),
representing 50% of an Executive Team
member's LTI allocation. Starting in 2023,
recipients were provided the choice to
receive their SPP allocation in the form of
either options or shares of Partners Group
Holding AG ("PGHN"). Prior to 2023, SPP was
automatically allocated in shares. With this
change, performance-based LTI can now
account for up to 100% of the total LTI grant.
We believe this will further strengthen the
long-term alignment of the Executive Team
with shareholders' interests.
In addition to the above, the NCC implemented a
technical change to the 2023 Management
Performance Plan ("MPP") which represents the
other 50% of the Executive Team's LTI
considerations. Starting in 2023, plan
participants have an additional two-year
optionality on when to transition from the first
performance condition (Management Fee EBIT
growth) to the second performance condition
(generation of performance fees). They can now
elect whether the first measurement period
ends in year five, six, or seven after grant. Prior to
2023, the transition ended strictly five years
after grant. For the avoidance of doubt, should
Compensation Report
2023 Annual Report
114
1. Pay for performance and
compensation governance
Our compensation philosophy is based on our
firm's values. We are committed to driving
forward our strategy of delivering sustainable
returns through a focus on transformational
investing, bespoke client solutions, and positive
stakeholder impact. At the same time, we strive
for attractive financial returns and a premium
valuation to honor the long-term trust of our
shareholders.
1.1. Principles
When making compensation decisions, the NCC
follows three guiding principles which apply to all
employees:
• Compensation follows contribution: we
have a unique business model and operate
as one global firm, albeit with differentiated
business lines and functions. The main
drivers for the variable compensation
elements in the firm's compensation
framework are related to individual and team
results, as well as to the firm's overall
achievements.
•
Equal opportunity and non-
discrimination: we are an equal opportunity
employer and do not discriminate against
employees on the basis of age, gender, race,
nationality, or any other basis that is
inconsistent with our guiding values. The firm
commits to a "pay for performance" and "fair
pay" policy and systematically conducts
equal pay analyses across our main
departments and regions assured by a third
party.
• Compensation is not a substitute:
compensation is an important pillar of
governance and leadership. It is, however, no
substitute for a caring culture, for non-
material ways of recognizing individual
achievements, and for helping in the
development of the firm's human capital.
1.2. Pay for performance
We fundamentally believe that our
compensation system should reflect our
emphasis on long-term value creation for clients
and shareholders. The NCC follows the general
corporate governance principle of "comply or
explain" when Partners Group's compensation
philosophy and principles deviate from what are
considered best practices. As our firm continues
to grow, we remain committed to delivering
sustainable performance across economic
cycles while focusing on what truly sets us apart:
•
Transformational investing: as an
investment firm, we seek to generate
attractive returns by capitalizing on thematic
growth trends and transforming attractive
businesses and assets into market leaders.
• Bespoke client solutions: as a client-
centric organization, we provide tailored
access to private markets and seek to
enhance returns through our portfolio
management capabilities.
• Stakeholder impact: as a responsible
investor, we realize potential in private
markets and seek to create sustainable
returns with a lasting, positive impact for all of
our stakeholders.
1.3. Compensation framework
of the Executive Team
The NCC strives for consistency in its approach
to compensation and continues to separate the
Executive Team's compensation into two types:
total base compensation and Long-Term
Incentives ("LTI").
Exhibit 1: Two types of Executive Team
compensation
1.3.1. Total base compensation
The total base compensation represents a
stable compensation component. It is
comprised of the cash base salary and the
deferred cash payment. Cash base salaries, and
by extension deferred cash payments, for
Executive Team members are set dependent on
an individual's function.
• Cash base salary and related benefits:
cash base salaries are paid on a monthly
basis and are reviewed annually. The primary
purpose of benefits, such as pension and
insurance plans, is to establish a level of
security for employees and their dependents
with regard to the major economic risks of
sickness, accident, disability, death, and
Total base compensation (cash-based)
LTI programs (equity-based)
Total compensation
Based on function and
responsibility
Not variable, equal to cash
base salary
Start LTI assessment based on last year's LTI pool
50% Quantitative
50% Qualitative
Results in adjustment factor
0.0x - 2.0x
Determines the LTI pool of year under review
Cash base salary &
related benefits
Deferred cash
payments
Share Participation
Plan (50% of LTI)
Management Performance Plan (50%
of LTI)
Granted either
in options or in shares
Step 1:
Management Fee
EBIT growth
Step 2:
Performance
fees generation
Compensation Report
2023 Annual Report
115
Based on the assessment of both quantitative
and qualitative achievements, a compensation
factor is determined, which is then multiplied by
the previous year's nominal LTI pool. The NCC
fundamentally believes that sustainable
business success can only be achieved over
many years by consistently taking the right
decision. Therefore, the nominal LTI pool
granted in the prior year serves as a basis to
calculate the nominal LTI pool of the current
year under review. The compensation factor is
capped at a maximum of 2.0x the previous
year's LTI pool on the upper end, preventing
excessive upside for LTI participants, and no
floor on the lower end, therefore ensuring no
guaranteed level of value or downside
protection.
For example, a compensation factor of 1.0x
means that the nominal LTI pool in the year
under review remains the same as in the
previous year (adjusted for the Executive
Team's new joiners or leavers). A rating below 1
signifies underachievement while a rating above
1 represents overperformance. In the most
severe case, a compensation factor of 0.0x
means that the nominal LTI pool would be equal
to zero.1
retirement. The level and scope of pension
and insurance benefits provided are
country-specific and influenced by local
market practice and regulations.
• Deferred cash payment: the fixed deferred
cash payment is awarded at year-end to
Executive Team members. It is not
considered a variable short-term incentive
and is intended to be stable and predictable.
The deferred cash payment is set at 100% of
the cash base salary. The NCC has the
flexibility to adjust the deferred cash payment
downwards (not upwards) in the rare case
that the firm or an individual Executive Team
member severely underperforms in the year
under review. As of 31 December 2023, no
adjustments have occurred.
1.3.2. Long Term Incentives (LTI)
At Partners Group, LTI encourage true
entrepreneurialism and a long-term perspective.
In order to assess the nominal LTI pool for the
year under review, we consider targets which
reemphasize the firm's commitment to "pay for
performance".
Quantitative targets assess the firm's financial
performance and investment development.
Qualitative targets consider whether the firm’s
strategy objectives (six strategic focus areas)
and ESG targets were met. We outline in Exhibit
2 each target that contributes to the
determination of the LTI in greater detail.
SureWerx
1 In such cases of significant underperformance, the subsequent year’s reference LTI pool would consequently also be zero. Should this occur, the NCC would reference an LTI pool in a year which is most comparable to the year under review, the NCC would disclose the reason and the LTI reference pool chosen.
Compensation Report
2023 Annual Report
116
Exhibit 2: Executive Team-level objectives
e
v
i
t
a
t
i
t
n
a
u
Q
% Investment
0
5
platform
%
0
5
Financials
• Achieve sustainable expansion and scale of investment capacity
• Create long-term value in portfolio assets
• Focus on continuous growth through client satisfaction and therefore AuM
advancement
• Balance cost growth vs revenue growth
Once the LTI pool of the current year under review is determined, it is split equally across our two LTI
plans: Share Participation Plan ("SPP") and Management Performance Plan ("MPP"). They aim to further
align the interest of plan participants with those of shareholders for the long term.
Exhibit 3: Key characteristics of SPP and MPP
• Deepen and expand thematic market insight in future growth sectors and
SPP
MPP
Transformational
investing
Scale investment
activity
Differentiate with
bespoke solutions
%
0
8
Grow client
base in US
i
s
a
e
r
a
s
u
c
o
f
c
g
e
t
a
r
t
s
x
s
s
p
u
o
r
G
s
r
e
n
t
r
a
P
i
'
e
v
i
t
a
t
i
l
a
u
Q
Organize
for scale
%
0
2
ESG
expand pipeline of target assets
• Drive institutional entrepreneurship at scale with portfolio asset boards at the
center of vision, strategy, and accountability
• Scale direct equity investments through growth of platform themes
• Continue to scale private debt and integrated business platforms by
becoming a premium solutions partner for our industry network
• Further build out our leading position as a global provider of private market
programs and tailored mandates for large institutional investors
• Expand offering of bespoke evergreen solutions for small institutional
investors and private individuals
bespoke solutions
• Grow incremental share of fundraising stemming from the US to be above
30%
Instrument
PGHN shares or options on PGHN2
Multi-component equity incentive scheme based
on operating performance and performance fee
generation
Philosophy
Promotes ownership mentality and drives
operational performance of the firm
Promotes profitable earnings growth and
investment performance
Dependent on instrument chosen:
Performance
condition
• Yes, if options are selected (payouts only
achievable through share price appreciation)
Yes, payouts only achievable through 1. minimum
growth of Management Fee EBIT achievement
over a period of up to seven years and 2.
generation of performance fees3
• Increase brand awareness and footprint in the US to win new clients with our
• No, if shares are selected
Develop next
generation teams
• Attract, retain, and develop diverse talent to realize full potential of private
markets on behalf of all stakeholders
• Promote leadership allowing for employee engagement with a culture of
Vesting4
innovation
• Better leverage technology to allow for scale and improved efficiency across
the platform
• Grow the business while realizing efficiencies of scale in our services
platform
Vests in years three (34%), four (33%) and five
(33%), and is contingent on continued
employment. It is subject to a minimum five-year
tenure in the respective committee, prior to which
there is a five-year cliff vesting. Options can only be
exercised once vested.
Vests linearly over a five-year period, subject to a
minimum five-year tenure in the respective
committee, prior to which there is a five-year cliff
vesting
Payout
In PGHN shares or cash, dependent on conversion
approach chosen by plan participant after vesting
In PGHN shares, between years six and fourteen
• Corporate level - create a positive and lasting impact for all stakeholders
• Portfolio asset level - build better and more sustainable assets and
businesses
Allocation
target5
50%
50%
2 SPP has been amended to allow recipients the choice between receiving their SPP allocation in the form of PGHN shares or alternatively as PGHN options. Disclosure on allocations can be found in the footnotes to Exhibit 16.
3 Starting with the 2023 MPP program, MPP recipients can elect to exercise their MPP right in years five, six, or seven.
4 For further information on vesting with regards to retirement please refer to section 2.6. of the Compensation Report.
5 For all Executive Team members, the NCC targets a 50% allocation to SPP and 50% to MPP. However, the total annual nominal allocation amount may vary from this target from one year to another, mainly due to rotating members of the Executive Team, retirement and or other cases where the full LTI allocation may not be needed.
Compensation Report
1.3.2.1. SPP
SPP encourages the Executive Team to create
shareholder value through a rising share price. It
not only fosters an ownership mentality but also
incentivizes Executive Team members to drive
the operational performance of the firm and
protect its reputation. In 2023, the NCC
amended the plan and provided all Executive
Team members the choice of receiving 50% of
their overall LTI in the form of either PGHN share
options (with strike set "at the money") or PGHN
shares. All Executive Team members who will
continue to retain their roles in 2024 elected to
receive PGHN share options. Choosing options
as opposed to shares increases the proportion
of performance-based LTI from 50% to 100%
for an individual and further strengthens the
long-term alignment with shareholders' interests
as the upside potential increases when
shareholders' value is created while also
providing the necessary downside risk (without
a share price increase, the intrinsic value of the
options is zero).
1.3.2.2. MPP
MPP reinforces a strong alignment of interests
with clients and stakeholders through two
independent conditions. Achieving only one
condition while not the other results in no
payout.
2023 Annual Report
117
Exhibit 4: Minimum Management Fee EBIT
growth of 2% required for MPP value creation
•
•
The first condition focuses on achieving
profitable earnings growth over a time
horizon of up to seven years. We measure
the achievements through the growth rate of
the firm's Management Fee EBIT.6 If the
growth rate exceeds a defined threshold,
plan participants can expect a future payout.
If the growth rate falls below the threshold,
no payout will occur. Plan participants are
therefore encouraged to meet the minimum
growth rate to lock in an intrinsic value of
their LTI. This intrinsic value can only be
realized through the second condition.
The second condition unlocks the intrinsic
value determined under the first condition. It
focuses on generating sustainable
investment returns over a time horizon of up
to 14 years and derives from active value
creation as well as the realization of
investment opportunities in underlying client
portfolios. The achievements are measured
through realized performance fees stemming
from a reference vintage year that is
benchmarked against the firm's base case
assumptions in the year when the LTI was
granted. This comparison (actual
performance fees realized vs. base case
assumption) results in a factor that can be
greater or less than one. For example, client
portfolios that generate greater than
expected returns have a factor greater than
one. The reverse holds true: if returns for
clients fall below certain return thresholds,
then the factor decreases below one. In the
worst-case scenario of insufficient value
creation, the factor equals zero. In this case,
the MPP component will not provide any
payouts to recipients.
Condition 1: profitable earnings growth =
Management Fee EBIT growth
—
To become eligible for a potential payout, the
firm's Management Fee EBIT must grow at a
defined minimum rate over the measurement
period (five to seven years)7. This rate is set with
both a floor rate, below which the payout will be
zero, and a cap rate, thus limiting the upside
potential. The floor and cap growth rates will be
disclosed each year by the NCC. For the 2023
MPP, the minimum annual growth rate did not
change compared to last year and was set at 2%
p.a. The cap was again set at an annual growth
rate of 15% p.a. as shown in Exhibit 4.
Example: a Management Fee EBIT growth rate
of 10% p.a. after the assessment period results
in a factor of the initial grant value of 4.1x. If the
initial grant value in 2023 was CHF 1.0 million,
then the intrinsic value of the MPP would be CHF
4.1 million. In any case, the intrinsic value of the
2023 MPP participation right cannot exceed
7.4x of the grant fair value which is applicable for
growth rates of 15% or higher (the cap).
6 The Management Fee EBIT is an alternative performance metric and is calculated as total EBIT defined by the International Financial Reporting Standards (IFRS) less recognized performance fee revenues adding back performance fee-related expenses. For a detailed definition please refer to the Key definitions and alternative performance metrics section of
the Annual Report 2023 (p. 32 & 33). Adjustments to the Management Fee EBIT calculation may occur should accounting or other adjustments , including but not limited to foreign exchange impacts, make the comparison between the start and end year inconsistent. For the assessment of the growth rate, inter-period adjustments to the Management Fee EBIT
will be performed to account for foreign exchange effects.
7 Starting with the 2023 MPP program, MPP recipients can elect to exercise their MPP right in years five, six, or seven.
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2023 Annual Report
118
Condition 2: Performance fee component
—
The generation of attractive returns on behalf of
our clients by capitalizing on thematic growth
trends and building attractive businesses into
market leaders remains a key growth driver. The
NCC therefore integrated this element into the
LTI consideration for Executive Team members
via the firm's performance fee generation.
Executive Team members can influence the
intrinsic value, which was determined in
condition 1, in terms of magnitude and timing of
the payout in condition 2. Both depend on the
returns generated in client portfolios over the
long term and are compared against the firm's
ex-ante defined model return targets from the
year when the LTI was granted. The difference
results in a factor that impacts the intrinsic value
either to the positive or to the negative.
Magnitude
—
The magnitude of the payout depends on the
actual performance fees generated from the
respective reference investment vintage.8 To
assess whether the payout is higher or lower
than the intrinsic value, the return targets set at
grant are compared against the actual
achievement on an annual basis. If 100% of the
targeted performance is achieved, the intrinsic
value from condition 1 will be paid out at 100% in
the form of Partners Group shares (number "1" in
Exhibit 6: Actual performance fee payout
Exhibit 5). The total payout can be higher than
the originally targeted nominal amount in the
case of investment performance above target
returns (number "2" in Exhibit 5), or lower than
the originally anticipated nominal amount in the
case of lower investment performance (number
"3" in Exhibit 5). In the worst-case scenario, the
amount can be zero, irrespective of the intrinsic
value determined under condition 1.
Exhibit 5: Actual MPP payout based on
underlying investment performance
Exhibit 7: MPP payout occurs as the
performance fees of the underlying investment
vintage materialize
Timing
—
The MPP payout occurs as the performance
fees of the underlying investment vintage
materialize, as illustrated in Exhibit 7. The payout
of the intrinsic value typically occurs over the
time period from 6 years to 14 years after the
MPP grant. The timing of the payouts is
dependent on the time that the performance
fees are earned and recognized.9 Any potential
future entitlements to plan participants, based
on performance fees received by the firm prior
to the assessment of condition 2, will be accrued
and paid out in subsequent years.10
To date, over the 13-year period from 2010 to
2023 actual payout has exceeded the ex-ante
defined return target, set at 100%, on two
occasions as displayed in Exhibit 6. While all
reference investment pools are expected to
continue to pay out performance fees over the
many years to come, they also demonstrate the
rigor of past target setting.
8 Investment period is defined as Q4 of the prior year until Q3 of the respective financial year under review.
9 The plan participants are paid out annually in a number of PGHN shares in the value of the payout. The price of the share is calculated based on the VWAP (volume-weighted average price) during the month prior to the payment date.
10 In case performance fees are received while the MPP plan still assesses its first performance condition (between year one and year five, six, or seven), then performance fees will be accrued and paid out at a later point in time.
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2023 Annual Report
119
1.4. Equal pay analysis
Exhibit 8: Partners Group's "We Pay Fair"
certificate
Partners Group is an equal opportunity
employer and complies with all applicable fair
employment practice laws. In order to provide
equal employment and advancement
opportunities to all individuals, Partners Group
commits to making all employment decisions
based on merit, qualifications, and abilities.
On an annual basis, the human resources team
performs an equal pay analysis, which has
shown no pay inequalities in recent years,
including 2023. The 2023 analysis was
performed using the assessment methodology
of the EDGE Certified Foundation.11 The
analysis, which was independently audited by
KPMG,12 was performed at a global level and
confirmed that Partners Group’s pay gap is
deemed insignificant.13
In addition, Partners Group complied with its
legal obligation to perform a separate Swiss
equal pay analysis under the requirements of the
Gender Equality Act and Ordinance and was
awarded the "We Pay Fair" certificate from the
Center of Diversity and Inclusion of the
University of St. Gallen last year. The firm
performed the separate Swiss equal pay
analysis again in 2023.
The analysis from the Center of Diversity and
Inclusion of the University of St. Gallen showed
no equal pay gap between male and female
employees. As a result, Partners Group was
awarded the certificate "We Pay Fair".
11 EDGE is a leading diversity and inclusion organization, offering a global standard with independent verification.
12 KPMG performed an audit on Partners Group's equal pay analysis for the five largest offices. In 2023, this included Partners Group offices located in the Philippines, Singapore, Switzerland, the United Kingdom, and the USA.
13 For a further breakdown please refer to the Corporate Sustainability Report which will be issued in April 2024.
Partners Group's US headquarters
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120
1.5. Non-financial income /
benefits disclosed according
to Art. 732 - 735d of the Code
of Obligations
strategy that requires more employees to meet
additional investment expectations from clients.
The view of our Board also reflects the opinion
of external shareholders who place a higher
value on a lean balance sheet strategy.
Art. 735 of the Code of Obligations requires
board members of listed companies to disclose
all benefits directly or indirectly provided to the
Executive Team and the Board of Directors,
even if not related to compensation. As such, in
relation to our firm-wide Employee Commitment
Plan ("ECP"), we disclose any preferred terms
granted to members of the Executive Team and
the Board for select investments in Partners
Group programs.
The firm has a history of investing in its own
investment programs alongside its clients
(typically around 1% of the program's size) with
its balance sheet.14 This aligns the interests of
clients with those of the firm and its employees.
For select direct investment programs, in line
with the expectations of our institutional clients,
the size of such investments increases beyond
the typical 1% of the program's size.
Given our strong liquidity position, Partners
Group could also fully fund these investments
alongside clients from its balance sheet.
However, the Board decided to overweight the
firm's lean balance sheet approach versus a
more pronounced usage of the balance sheet
for investment purposes and therefore favored a
Therefore, Partners Group's Board has
introduced the ECP to increase incentives for
employees to provide more substantial
commitments and also align an even greater
number of employees with clients. In line with
industry practice, Partners Group offers its
employees (including the Executive Team and
Partners Group's US headquarters
14 The firm does not generally earn any revenues on its own investments alongside clients as any fees levied are rebated.
the Board of Directors) similar preferential terms
and conditions to invest in its private markets
programs, offering such investments at no
management fees and no performance fees.
According to Art. 735 of the Code of Obligations,
these waived fees are subject to approval by
shareholders. The NCC discloses in this report
all such waived fees granted to the Executive
Team and members of the Board of Directors for
investments made alongside investors in the
firm's closed-ended investment programs (see
Exhibit 16 for the Executive Team and Exhibit 21
for the Board of Directors). The respective
revenues not generated due to the fees waived
for independent Board members amounted to
approximately CHF 7 thousand and represented
<0.001% of the firm's total revenue. The waived
fees are therefore deemed immaterial to
influence their independent judgment.
1.6. Bonus-malus system
The Board of Directors (with the board of
directors of any of Partners Group's legal
subsidiaries, where required) may decide to
reduce or fully forfeit unvested parts of the
performance entitlements and/or not to (fully)
pay amounts or deliver securities for vested
performance entitlements allocated under the
global long-term compensation plan, and/or to
recover all or part of the amounts or securities
that have been paid or delivered in the past in
connection with vested performance
entitlements ("claw-back") where the Board
determines, in its own reasonable discretion,
that the personal conduct of a Participant is
hostile to Partners Group Holding AG or any or
its subsidiaries, fraudulent or in material breach
of applicable laws, regulations or internal
policies and procedures (“misconduct”). For
purposes of this paragraph, material breach
occurs where a conduct poses a risk of serious
legal, financial, or reputational harm to Partners
Group Holding AG or any of its subsidiaries. In
2023, no action by the Board was taken in this
respect.
1.7. Compensation
governance
1.7.1. Legal framework
The Swiss Code of Obligations as well as the
Corporate Governance Guidelines of the SIX
Swiss Exchange require listed companies to
disclose information about the compensation of
members of the Board and Executive Team,
their equity participation in the firm, and any
loans made to them. This Annual Report fulfills
that requirement. In addition, this Annual Report
is in line with the principles of the Swiss Code of
Best Practice for Corporate Governance of the
Swiss Business Federation (economiesuisse).
Compensation Report
2023 Annual Report
121
1.7.2. Compensation decision-
making authorities
Compensation allocation is an important and
challenging governance and leadership task. As
such, Partners Group's Board assigns the NCC
with the task of carrying out a systematic
process on an annual basis. The Committee has
combined responsibilities for "nomination for
promotion" and "compensation" proposals, as
both are integral and closely interlinked. The
nomination process ensures that the
assessment and nomination of individuals are
based on their contribution to the firm's success
and on their potential for development, while the
compensation process ensures the respective
adjustments to compensation based on
functions, responsibilities, and performance.
Giving one committee responsibility for both the
nomination and compensation processes
ensures a seamless transition between a
professional's development and compensation.
The NCC fulfills the duties set out for it in the
firm's Articles of Association.15 In particular, the
Committee oversees the firm's compensation
structure to ensure adherence to Partners
Group's strategy and culture and to recognize
best practices. The approval authorities are
displayed in detail in Exhibit 9.
Exhibit 9: Approval authorities
Compensation pools
Budget/proposal
Timing
Approval
Timing
Board of Directors, Executive Team NCC
Group-level budget
NCC
Q4
Q3
Department-level budget
Chairman and CEO Q3
NCC approves
Shareholders' AGM
May
(following year)
Board of Directors
ratifies
Q4
Q4
Individual compensation
Proposal
Timing
Approval
Timing
Chairman of the Board of Directors
Chair of the NCC
Members of the Board of Directors16
Q4
Board of Directors
approves
Q4
CEO
NCC
Executive Team
Chairman and CEO
Senior Members of Management
Executive Team
Q4
Q4
NCC approves, Board
of Directors ratifies
Members of Management and other
professionals
Department Heads
Executive Team
approves
15 For the full Articles of Association please see: www.partnersgroup.com/articlesofassociation.
16 In the case of approving the chairperson's compensation and the additional fees for the Nomination & Compensation Committee (NCC) members, the Board member concerned does not participate in the recommendation involving his or her own compensation.
1.7.3. Committee members
Flora Zhao, Anne Lester, Gaelle Olivier, and Dr.
Martin Strobel are independent Board members.
The members were elected by shareholders for
a one-year term with the possibility of re-
election. As of 31 December 2023, the members
of the NCC were Flora Zhao (Chair), Anne
Lester, and Dr. Martin Strobel. According to the
independence criteria outlined in our Corporate
Governance Report (section 3.1.),
1.7.4. Committee meetings and
decisions taken
During the year, members of the NCC interact
with the Chairman, the CEO, and other members
of the Executive Team on a regular basis.
Throughout 2023, formal and informal meetings
were held with a large group of the firm's senior
leaders to discuss compensation budgets,
department bonus allocation plans, promotion
criteria, and other compensation-related topics.
Typically, the NCC interacts via several informal
meetings throughout the year and holds two
decision meetings in the second half of the year:
•
In its first decision meeting (Q3), the NCC
confirms the budget allocations for short-
term total cash compensation and LTIs (MPP
and SPP). During the meeting, the Committee
defines guidelines for the allocation of the
various compensation pools.
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2023 Annual Report
122
Cash base salary (a)
Deferred cash payment (b)
Total cash compensation
Executive Team
Dependent on function
Equal to cash base salary
USD 1'000
USD 1'000
•
In its second decision meeting (Q4), the
NCC approves the compensation proposal for
the Executive Team and proposes the
compensation for the CEO and Board
members. Compensation approval authorities
are outlined in Exhibit 9. Partner and Senior
Members of Management-level promotions
and compensation are ratified individually.
Function
CEO
Exhibit 10: Total base compensation
for Executive Team members in 2023
(in thousands)
2. Executive Team
Exhibit 11: LTI pool methodology for 2023
The NCC strives for consistency in its approach
to compensation and continues to separate the
compensation into two types: total base
compensation and long-term incentives.
Quantitative assessment (50%)
Financial performance (50%)
Investment development (50%)
2.1. Total base compensation
Quantitative assessment multiple
The total base compensation represents a
stable compensation component. It is
comprised of the cash base salary and the
deferred cash payment. Cash base salaries, and
by extension deferred cash payments, for
Executive Team members are set dependent on
an individual’s function. We outlined the NCC's
approach to the total base compensation for the
CEO and Executive Team members in Exhibit
10.
Qualitative assessment (50%)
Strategic objectives (80%)
ESG targets (20%)
Qualitative assessment multiple
LTI pool multiple 2023
2.2. Total LTI
Based on the overall performance assessment
of the firm's two equally weighted quantitative
and qualitative measures, the NCC suggested to
decrease the overall LTI pool in 2023 by 29% to
0.71x last year’s pool. Exhibit 11 shows the
calculation for this year's LTI pool. The
Executive Team was granted nominal LTI
amounting to CHF 19.0 million in 2023, adjusted
for leavers and new team members (2022: CHF
23.9 million). Half of the value was granted in
SPP and half in MPP. Exhibit 16 shows the total
full-year compensation of the Executive Team in
greater detail.
2.2.1. Quantitative measures (50%
weighting)
The 2023 performance evaluation based on the
two quantitative input components resulted in a
compensation factor of 0.28x. The assessment
was based on the financial performance and the
investment development outlined in greater
detail below.
USD 2'000
(a) + (b)
0.0x
0.56x
0.28x
1.17x
1.00x
1.13x
0.71x
Cash base salary and pension benefits: the
total cash base salary received by the Executive
Team amounted to CHF 5.0 million (2022: CHF
4.1 million). The increase in cash base salary is
due to normal salary and inflation adjustments
and includes the total cash base salary for Wolf-
Henning Scheider who was new to the
Executive Team in 2023.
Deferred cash payment: the total deferred
cash payments received by the Executive Team
amounted to CHF 5.0 million (2022: CHF 4.1
million). The increase in total deferred cash
payments was directly linked to the increase in
total cash base salaries.
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Financial performance (50% weighting)
Exhibit 12: Quantitative assessment 2023
—
Assessment: we assess financial performance
based on the year-on-year change in
Management Fee EBIT.
Result: the Management Fee EBIT17 considered
at the time by the NCC has decreased by 3%
(target 10%). The financial performance
therefore underperformed expectations and
resulted in a compensation factor of 0.0x.
Investment development (50% weighting)
—
Assessment: we assess investment
development based on the year-on-year change
in the performance fee-weighted investment
volume (based on standardized model return
targets as defined on the investment date,
adjusted for non-ordinary effects).
Result: the performance fee-weighted
investment volume decreased by 44%
compared to the prior year (target: equal to prior
year). The investment development therefore
underperformed expectations and resulted in a
compensation factor of 0.56x (rounded).
17 Management Fee EBIT Q3 2023 Last Twelve Months ("LTM").
2.2.2. Qualitative measures (50%
weighting)
The 2023 performance of the Executive Team,
based on qualitative measures, resulted in a
performance factor of 1.13x (2022: 1.16x). The
assessment is outlined in greater detail below. It
considered whether the firm made progress on
its six strategic focus areas (80% weighting of
1.17x factor) as well as ESG targets (20%
weighting on 1.00x factor).
Strategy implementation (80% weighting)
—
Assessment: the NCC assessed the
implementation of key strategic initiatives as
well as continued business and operational
excellence across the firm's platform and
businesses. In 2023, the focus was on furthering
the progress of the six strategic focus areas
which make up the strategic roadmap
implemented in 2021.
Result: taken together, the Executive Team
exceeded expectations, resulting in a
performance factor of 1.17x (2022: 1.25x). The
individual result was as follows:
•
Transformational investing (1.25x): the
firm made significant progress with its
transformational ownership review
meetings. As frequent reviews of the existing
portfolio are standard and essential, in 2023,
these reviews were further institutionalized
and provided investment teams guidance on
how to reinforce the key principles of the
firm's entrepreneurial governance
framework. This ultimately resulted in
different recommended action items across
Partners Group’s direct portfolio companies.
It was determined that under the leadership
of the Executive Team, these reviews
materially contributed to the continued
double-digit EBITDA growth in our direct
equity and infrastructure portfolios.
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124
• Scale investment activity (1.00x): the
emphasis on thematic sourcing together
with the build-out of the investment teams
and the firm's external networks led to the
further expansion of our investment pipeline
and capabilities. In turn, this expansion
contributed to establishing the foundation
for future scaling of investment capacity and
a buildup of our thematic pipeline across the
firm.
• Differentiate with bespoke solutions
(1.50x): Partners Group's innovative
bespoke client solutions were the largest
contributor to fundraising at USD 13.1 billion
(72% of assets raised). Within the scope of
bespoke client solutions, mandates (USD 8.3
billion raised) are separate accounts that
allow large institutional investors to achieve
their long-term target allocations and other
objectives for private markets. Evergreen
programs (USD 4.8 billion raised) in turn
have liquidity features that enable individual
investors to access private markets. 2023
was characterized by longer client
conversion periods and lower fundraising
across the industry. The Executive Team
outperformed the industry’s fundraising in
large part through the disproportional client
demand stemming from bespoke solutions.
• Grow client base in US (1.00x): during the
year, the US was a key component of the
firm's growth strategy and it will remain a
focus in future years. The Executive Team
continued to execute on its plan to increase
market share and brand awareness across
the country. In 2023, 22% of assets raised
were from the US. Progress made in 2023 to
expand market share in the US was
determined to be on track for the firm's 2025
goal to raise more than 30% of total assets
raised from the US.
• Develop next-generation teams (1.00x):
the Executive Team continued the extensive
review process launched in 2022 by
implementing employee development key
performance indicators and addressing
areas of improvement. In 2023, the
focused on a thorough assessment and
development plan for the firm's next
generation of leaders across its different
businesses.
• Organize for scale (1.25x): following a
period of strong growth in headcount and
various business units across the
organization, the Executive Team conducted
an in-depth review of its organizational set-
up. During the review, the Executive Team
identified pockets of complexity and
reviewed roles and functions in order to
remove process redundancies and
duplicities. The outcome of the review,
together with a raised bar on performance, is
on track to result in a 10%+ leaner
organization from 2023 levels (excluding
future growth). The implementation and
action stage will continue into 2024.
ESG targets (20% weighting)
—
Assessment: Partners Group has a strong
commitment to sustainability. Creating a lasting
positive impact is one of the core principles of
the firm's approach and thus it is crucial for it to
be one of the factors in the Executive Team's
overall performance assessment. In 2023, the
Executive Team was assessed on its
achievements and progress on the key targets
set for 2023.
throughout the year. The NCC assessed the
Executive Team to be in line with expectations,
resulting in a performance factor of 1.00x (2022:
0.80x). Additional details are highlighted below.
•
Environmental focus: at a corporate level,
Partners Group aims to achieve net zero for
the firm's Scope 1, Scope 2, and Scope 318
greenhouse gas ("GHG") emissions by 2030.
At a portfolio level, the firm aims to reduce
the GHG footprint of controlled private equity
and private infrastructure investments by
around 20% during its ownership and around
80% by 2035. In order to evaluate whether
the firm is on track to achieve these long-term
goals, the following achievements were
considered for 2023:
•
•
•
•
Established an internal carbon price of USD 50
per tCO2e
Co-financed a global portfolio of low-carbon
sustainable development projects to support
biodiversity and address our GHG emissions at
corporate level
Developed a 13-year Direct Air Capture ("DAC")
agreement to contribute to our goal of achieving
net zero
92% of our controlled private equity and private
infrastructure assets measured their GHG
footprint; 80% have their GHG footprint assured
after two years of ownership
DC III, Vienna
Executive Team met expectations as it
Result: the Executive Team worked on projects
to meet and progress on specific ESG targets
18 Corporate level Scope 3 emissions exclude Scope 3 emissions from "category 15: investments" (GHG Protocol), which are addressed at the portfolio level.
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125
In 2023, the Executive Team was evaluated as
being on track to achieve the firm's 2030 net
zero emissions, and separately the net zero
emission goals for controlled portfolio assets
based on the above achievements.
• Social focus: at a corporate level the firm
set a long-term, social focus, goal to become
an impact leader in corporate responsibility to
the benefit of its employees and by extension,
at a portfolio level, to implement this same
social focus across its portfolio assets. The
Executive Team had the following targets and
achievements during the year:
• More than 30% of our board appointments were
•
•
•
diverse, and more than 60% of new companies
had at least one diverse board appointment.
Verified equal pay for equal work with no
material deviations globally; achieved in 2023
Ensure 25 or more women are Partners,
Managing Directors, or Board members by
2025
Updated Diversity & Inclusion Strategy and
pursue targeted recruitment campaigns (across
our workforce and Board)
In 2023, the Executive Team continued to
improve the social framework at both a
corporate and portfolio level. Certain targets
including having 25 woman in Partner, Managing
Director, or Board member roles were
determined to be not fully on track.
• Governance focus: Partners Group aims to
achieve ownership excellence by becoming a
role model in entrepreneurial ownership and
governance at a corporate level. At a
portfolio level we aim to implement our
corporate, best practice initiatives across our
portfolio assets. Last year, the Executive
Team had a set of four governance-focused
targets:
•
•
•
•
Advancing the preparation for current and future
changes to ESG regulation and reporting
standards
Developing a Risk & Audit Committee and
agenda, including cyber security, for our
controlled assets
Implementing mandatory e-learning for all
employees and leaders covering compliance-
related topics
Establishing a global data protection framework
based on internationally recognized principles
The Executive Team made substantial progress
on the above targets and was determined to
have met expectations.
2.3. Compensation
disclosures
2.3.1. CEO compensation
David Layton, Partners and CEO of Partners
Group, receives his total base compensation in
USD. For the purpose of the below his
compensation is expressed in CHF.19 His full-
year 2023 total base compensation amounted
to CHF 1.80 million (2022: CHF 1.72 million), of
which CHF 0.90 million represents his base
salary and CHF 0.90 million represents the
deferred cash payment. The NCC increased his
total base compensation by 4.6% in CHF year-
over-year to reflect regular salary amendments
and adjust for inflation. The total base
compensation including other compensation,
such as pension benefits and social security
payments, amounted to CHF1.93 million (2022:
CHF 1.83 million).
David Layton's LTI grant decreased by 30% to
0.70x the previous year’s LTI grant, thus
amounting to CHF 5.1 million in 2023 (2022: CHF
7.3 million), in line with the average LTI pool
decrease of 29%. The grant amount was based
on the qualitative assessment as outlined in
Exhibit 2 as well as the quantitative assessment
of the firm. David Layton received 50% of the LTI
value in SPP and 50% in MPP.
2.3.2. Executive Team member
The highest paid Executive Team member in
2023 was the firm's CEO, David Layton.
2.4. Compensation caps
The granted nominal value of LTI is not to
exceed 5.0x20 the total base compensation of
an Executive Team member (cash base salary +
deferred cash payment). For 2023, the ratio
19 In order to illustrate the USD based compensation in CHF, the compensation was converted into CHF with the average exchange rate USD/CHF for the year 2023. Source: Bloomberg.
20 These ratios exclude any other benefits (social security and pension contributions) and show the varying compensation levels amongst individuals based on their function, achievements, and responsibility.
between the committee members' LTIs
compared to their total base compensation
ranged from 0.34x to 2.81x. This range therefore
falls below the compensation cap for the LTI and
does not exceed 5.0x the total base
compensation of an Executive Team member.
2.5. Minimum shareholding
guidelines
In 2021, the NCC introduced minimum
shareholding guidelines for all Executive Team
members. The minimum shareholding
requirement is based on a multiple of the
Executive Team member's cash base salary.
The CEO must hold a minimum of 6.0x the cash
base salary and Executive Team members must
hold a minimum of 3.0x their respective cash
base salary in Partners Group shares.
Members have a 5-year period to become
compliant with this requirement, starting from
2021 or the year of their appointment, whichever
is later. Once achieved, the shares must be held
throughout their tenure on the Executive Team.
The minimum shareholding requirement
encompasses shares granted under the firm’s
LTI plans as well as shares privately purchased
by Executive Team members outside of these
plans.
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126
Exhibit 13: 2023 Minimum Shareholding
Guidelines
Function
CEO
Executive Team
Multiple of base salary
6.0x
3.0x
Cash base salary
(in thousands)
Minimum shareholding
requirement
(in thousands)
USD 1'000
USD 6‘000
Example: CHF 500
Example: CHF 1'500
Of the Executive Team's eight members, six
members were found to be compliant with the
new minimum shareholding guidelines. All of
them have a tenure longer than five years in the
Executive Team. Kirsta Anderson and Wolf-
Henning Scheider were not compliant. Wolf-
Henning Scheider who joined the Executive
Team in 2023, has 5 years to become compliant.
Compliance with the minimum shareholding
guidelines will be evaluated and reported on an
annual basis. The shareholdings of Executive
Team members as of 31 December 2023 are
shown in Exhibit 15.
2.6. Vesting on retirement for
Executive Team and
executive members of the
Board
At the time of retirement, all LTI, including past
grants, for Executive Team members as well as
Executive Board members received during their
membership in the respective committee
(Executive Team or Board) shall be deemed to
have fully vested and become unrestricted,
provided that the linear vesting phase has
commenced, typically after a 5-year tenure in
the respective committee. The vesting relief is
subject to the following: the employee is
considered a good leaver, agrees to sign a non-
compete agreement and will have no new
principal employment in the private markets
industry, including but not limited to advisory
work or board roles for private market
managers. The NCC may use its discretion to
make further adjustments to the rules outlined
above on a case-by-case basis in order to
achieve an optimal outcome for the business
and the employee nearing retirement.
2.7. Executive Team loans
(audited)
Executive Team members may apply for loans
and fixed advances, subject to an internal review
and approval process. As of 31 December 2023,
no loans were outstanding to either current or
former Executive Team members or to a related
party of a current or former Executive Team
member.
2.8. Employee contracts
(audited)
firm's professionals with investment
performance and the firm's overall financial
success.
For the years 2014 until 2017, under the
Ordinance against Excessive Compensation in
listed joint stock companies ("OaEC") issued by
the Swiss Federal council, shareholders
expressed a binding vote on the MCP budgets of
the Board of Directors and Executive Team. As
of 31 December 2023, the actual payout to
current and former Executive Team members or
to executive members of the Board of Directors
has not exceeded the approved budgets for the
years 2014 through 2017.
2.10. Composition of
Executive Team as of
31 December 2023
Partners Group reviews its organizational
structure on an ongoing basis and implements
adjustments whenever necessary to support
and enable the continued successful growth of
its investment platform for the benefit of the
firm's clients and shareholders, while ensuring
continuity and stability in its core leadership
team.
In the event of the departure of an Executive
Team member, employee contracts do not have
special provisions such as severance payments,
"golden parachutes", reduced stock and/or
options and MPP vesting periods etc. in place.
Individual settlements will always be subject to
the review and approval of the NCC. Partners
Group did not make any such payments to
current Executive Team members in 2022. In
2023, in the absence of any additional cash
payments or exceptions an early vesting
exception was granted to a departing Executive
Team member for the shares awarded under
Partners Groups SPP. For avoidance of doubt,
no further exceptions were granted to current
Executive Team members during 2023.
2.9. Approved budgets of
predecessor compensation
programs and their payouts
(2014 - 2017)
In 2010, Partners Group launched a dedicated
performance fee-related compensation
program, the Management Carry Plan ("MCP"),
whereby a percentage of the potential future
performance fees from investments is allocated
to senior professionals as well as the Executive
Team. The MCP was designed as a long-term
incentive plan which aligns the rewards for the
Compensation Report
2023 Annual Report
127
Group in 2015 and is a member of the Private
Infrastructure and Global Investment
Committees. She is also a member of the Board
of Directors of the firm's portfolio companies
EOLO, atNorth, Lifelink, and CapeOmega. In her
new role, she will assume operational
responsibility for Partners Group's
infrastructure business, reporting to
Mr. Jenkner.
Exhibit 14: Composition of the 2023 Executive
Team and function of its members
Name
Joined Partners
Group in
Nationality Birth year
Position
David Layton
2005
American
1981
Chief Executive Officer
Kirsta Anderson
2020
American
1979
Chief People Officer
Sarah Brewer
2008
British
1983
Global Co-Head Client Solutions
Roberto Cagnati
2004 Swiss/Italian
1978 Chief Risk Officer, Head Portfolio Solutions
Juri Jenkner
2004
German
1975
Andreas Knecht
2009
Swiss
1969
Wolf-Henning Scheider
2022
German
1962
Co-Head of Investments and Head Private
Infrastructure
Chief Operating Officer, General Counsel,
and Head Corporate Operations
Co-Head of Investments and Head Private
Equity
Executive Team members until 30 June 2023
Hans Ploos van Amstel
2020
Dutch
1965
Chief Financial Officer, Head Group Finance
& Corporate Development
Marlis Morin
2003 Swiss/Italian
1970
Head Client Services
Kirsta Anderson, Partner and Chief People
Officer, transitioned into an Advisory Partner
function and rotated out of the Executive Team
on 31 January 2024. Ms. Anderson joined
Partners Group in 2020 to lead a cultural
transformation designed to support the firm's
continued growth and embed its HR Talent
strategy into the broader Executive Team
mandate. With the conclusion of the project, Ms.
Anderson will continue to provide advisory
services to Partners Group on employee
engagement-related topics as well as to
portfolio companies.
2.11. External Board mandates
(audited)
As of 31 December 2023, the following
Executive Team members conducted business
activities outside of Partners Group.
• Wolf-Henning Scheider: Member of the
Supervisory Board of Michelin Group (time
commitment of two days per quarter).
On 7 December 2023, Partners Group
announced three further changes to the
Executive Team. Juri Jenkner, Partner, took on
the newly created role of President of Partners
Group on 1 January 2024. In this role, Mr.
Jenkner will drive the execution of corporate
and business development initiatives, working
closely with the Chief Executive Officer and
Executive Chairman. He will remain a Global
Investment Committee member and Co-Head of
Investments, with overall responsibility for the
firm's Private Infrastructure, Private Real Estate,
and Private Debt businesses. Mr. Jenkner will
also act as Chair of Partners Group's Private
Infrastructure business.
Esther Peiner, Partner, became Head of Private
Infrastructure, and joined the Executive Team
on 1 January 2024. Ms. Peiner joined Partners
With Intelligence
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128
2.12. Share and option
holdings by members of the
Executive Team (audited)
All share and option holdings of individual
Executive Team members mentioned below are
as of 31 December 2023 and include holdings
from related parties.21
Exhibit 15: Share and option holdings by the Executive Team (31 December 2023 and 31 December 2022) (audited)
Number of shares Non-vested shares
Related party
share holding
Options
Number of shares Non-vested shares
Related party
share holding
2023
Executive Team
David Layton
Kirsta Anderson
Sarah Brewer
Roberto Cagnati
Juri Jenkner
Andreas Knecht
Wolf-Henning Scheider
10'691
533
2'919
1'663
12'051
9'128
332
7'552
2'670
2'229
4'725
3'609
12
100
20'969
35'182
25'252
8'935
13'335
9'335
Total Executive Team
37'317
20'785
112
113'008
Marlis Morin
Hans Ploos van Amstel
Total including former
Executive Team members22
37'317
20'785
112
113'008
21 "Related parties" are (i) their spouse or equivalent, (ii) their children (under 18 years of age), (iii) any legal entities that they own or otherwise control, and (iv) any legal or natural person who is acting as their fiduciary.
22 Former members until 30 June 2023.
2022
Options
7'500
30'180
18'850
17'000
12
100
112
73'530
112
73'530
7'309
38
1'791
1'586
8'808
9'806
29'338
18'161
1'337
48'836
8'786
383
2'761
2'306
5'523
4'256
24'015
1'838
1'707
27'560
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129
2.13. Executive Team compensation (audited)
Exhibit 16: Executive Team compensation for the full year 2023 (audited)
Exhibit 17: Executive Team compensation for the full year 2022 (audited)
In thousands of Swiss
francs
David Layton, Chief
Executive Officer
Total Executive
Team29
Former members of
the Executive Team30
Total Executive Team
incl. former members
Other23
Subtotal cash
compensation24 LTI (SPP)25 LTI (MPP)26
MCP27
Total28
Cash base
salary
Deferred cash
payment
Other31 Subtotal cash
compensation
LTI (SPP)
LTI (MPP)32
Total33,34
2023
In thousands of Swiss
francs
2022
Cash base
salary
Deferred
cash
payment
899
899
136
1'933
2'525
2'525
—
6'983
4'467
4'467
911
9'846
9'476
9'475
—
28'797
500
500
153
1'153
—
—
2'022
3'174
David Layton, Chief
Executive Officer and
Head Private Equity
Total Executive
Team
4'967
4'967
1'064
10'999
9'476
9'475
2'022
31'971
859
859
116
1'834
3'625
3'625
9'084
4'141
4'142
1'343
9'627
12'328
11'575
33'530
23 Other compensation includes payments by Partners Group for pension and other benefits such as social security payments.
24 At the AGM in May 2022, shareholders approved a revised maximum total short-term cash compensation budget of CHF 10.00 million for the Executive Team for the fiscal year 2023. The budget includes cash base salary, pensions, other benefits, as well as a deferred cash payment and excluded social security payments. The actual compensation, excluding
social security, received in 2023 for the Executive Team amounted to CHF 10.22 million, including a newly appointed Executive Team member who joined during the fiscal year 2023. In accordance with Art. 37 of Partners Group's Articles of Association, if new members of the executive management are appointed and take up their position with the firm after the
annual shareholders’ meeting has approved the maximal total compensation to the members of the executive management for the fiscal year concerned, these newly appointed members of the executive management may be paid an additional amount for compensation periods that had already been approved by the shareholders’ meeting. This additional
amount may, in aggregate for all newly appointed members of the executive management, not exceed 40% of the total compensation to the members of the executive management already approved by the shareholders’ meeting. With this taken into consideration, the amount awarded to Executive Team during 2023 did not exceed the short-term
compensation approved by shareholders at the AGM in May 2022.
25 In 2023, SPP recipients were given the choice between receiving their SPP grant in the form of shares or options. Of the total 2023 SPP grant of CHF 9'476 thousand, CHF 9'351 thousand (99%) was granted in the form of options (49'878 options) and CHF 123 thousand in the form of shares (112 shares) . For further information please refer to note 2.2. of the
notes to the consolidated financial statements.
26 The valuation of MPP is outlined in the notes to the consolidated financial statement for the year 2023 (note 2.2.4. of the notes to the consolidated financial statements).
27 Figures above are presented for illustrative purposes only to increase transparency. Actual values depend on the future performance of the investments attributable to the investment year 2023. The carry pool allocation above assumed an expected payout range from CHF 0 to CHF 3'033 thousand and used CHF 2’022 thousand as a base scenario for
illustrative purposes. Amounts disclosed use average daily foreign exchange rates (i.e. CHF/USD). In 2010, Partners Group launched a dedicated performance fee-related compensation program, the Management Carry Plan (MCP), whereby a percentage of the potential future performance fees from investments is allocated to senior professionals for the firm.
The MCP was designed as a long-term incentive plan which aligns the rewards for the firm’s professionals with investment performance and the firm’s overall financial success. It is not a share-based incentive plan.
28 Figures above exclude non-financial income (waived fees) for investments made alongside investors in Partners Group’s investment programs under the firm’s Employee Commitment Program (see section 1.5. of this report). Including these accrued but not yet paid items the total compensation for the entire Executive Team amounts to CHF 32'077 thousand,
including CHF 106 thousand of waived fees. The total compensation of David Layton amounts to CHF 7'011 thousand, including CHF 28 thousand of waived fees.
29 Executive Team member's cash base salary, deferred cash payments, and other compensation are prorated for their time on the Executive Team. LTIs are shown for the full year.
30 Hans Ploos van Amstel, CFO and Marlis Morin, Head of Client Services: members until 30 June 2023.
31 Other compensation includes payments by Partners Group for pension and other benefits such as social security payments.
32 The valuation of Management Performance Plan (MPP) is outlined in the notes to the consolidated financial statement for the year 2022 (note 4.3.2. to the 2022 consolidated financial statements).
33 Figures above exclude non-financial income (waived fees) for investments made alongside investors in Partners Group’s investment programs under the firm’s Employee Commitment Program (see section 1.4. of the 2022 Compensation Report). Including these accrued but not yet paid items the total compensation for the entire Executive Team amounts to
CHF 33'621 thousand, including CHF 91 thousand of waived fees. The total compensation of David Layton amounts to CHF 9'113 thousand, including CHF 29 thousand of waived fees.
34 At the AGM in May 2021, shareholders approved a revised maximum total short-term cash compensation budget of CHF 9.00 million for the Executive Team for the fiscal year 2022. The budget
includes cash base salary, pensions, other benefits and a deferred cash payment and excluded social security payments. The actual compensation, excluding social security in the amount of CHF 991 thousand, received in 2022 was in aggregate below the approved compensation budget.
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130
3. Board of Directors
contribution, and time allocated to their Board
mandates.
Partners Group's Board of Directors is entrusted
with the ultimate responsibility for Partners
Group's strategy and development. The Board
applies the same "entrepreneurial governance"
approach to its own firm as Partners Group
applies to its portfolio companies.
The Board consists of four executive Board
members - the Executive Chairman and the
three founders - and four independent Board
members. None of the directors of the Board
have line management functions. Through the
Board's committees, Board members contribute
to investment as well as client-related activities
and corporate development initiatives. The
Chairman also oversees the Executive Team in
leading the operations and execution of the
strategy.
The Executive Chairman typically invests three
to five days a week towards his mandate. The
founders dedicate approximately two to three
days a week to Partners Group's Board
activities. Independent Board members usually
devote one to two days a week to their Board
mandates. The substantial time commitment of
Partners Group's Board is the foundation of a
successful governance geared towards
enabling proactive value creation. The Board
sets the compensation for its members at a level
that reflects individual responsibility,
3.1. Compensation guidelines
The compensation of the executive members of
the Board of Directors was set as follows: the
cash base salary is fixed at CHF 0.30 million p.a.
LTI allocation changes for the executive
members of the Board follow those of the
Executive Team and decreased by 29% to 0.71x
the amount granted in 2022. At Board
committee level, each executive member of the
Board of Directors has additional responsibilities
through his or her membership in the respective
sub-committees (a detailed explanation can be
found in the Corporate Governance Report).
Due to their significant shareholding in the firm,
executive members of the Board were granted
100% of their LTI in MPP.
For the compensation of independent Board
members, the NCC applied the module-based
compensation framework as outlined in Exhibit
18. The compensation is fundamentally
determined by the delegated individual
mandates and committee appointments, the
time allocation a Board member dedicates to
their respective duties, and any additional
contribution made by the members to the firm's
business through their committee mandates.
Independent Board members are each paid
50% in cash and 50% in restricted shares35
delivered in one installment during the
respective board period. Independent Board
members do not receive LTI or pension benefits.
Exhibit 18: Compensation framework:
independent Board members
Description
Compensation (in CHF)
Board
membership
Regular Board work, including offsites; client AGM and other Board-related
work
Member: 100'000
RAC
Chair: official RAC meetings and several other, mainly internal meetings and
travel, including the preparation of meeting materials; regular calls; and
Partners Group team interaction
Member: additional Board meetings, including preparation of meeting
materials; other additional meetings; regular calls; and team interaction
Chair: +150'000
Member: +100'000
NCC, OOC36
Additional Board meetings, including the preparation of meeting materials;
other additional meetings; regular calls; and team interaction
Chair: +100'000
Member: +50'000
IOC, COC,
CDC37
Additional Board meetings, including the preparation of meeting materials;
other additional meetings; regular calls; and team interaction
CRT38
Larger
subsidiary
PG board
Ad hoc Board
committee
work
Waived fees
Additional Board meetings, including the preparation of meeting materials;
other additional meetings; regular calls; and team interaction
Board meetings, including standard board work, offsites; client AGM; and
other Board-related work
As required, additional Board committee work may be performed on an ad
hoc basis. These specially created committees focus on value creation and
other PG-related initiatives. These ad hoc committees will be disclosed in
the Corporate Governance Report should they be formed in the year under
review.
Dependent on time
allocation.
Guideline: for each
additional ~10% time
allocation +100’000
Consistent with industry standards, independent Board members may also
invest into Partners Group's investment programs on a no-management-fee
and no-performance-fee basis. Waived fees claimed are shown further in
the full-year 2023 Board compensation table.
Chair: chaired by
executive member
Member: +100’000
Chair: chaired by
executive member
Member: +50’000
Member: +50’000
35 Restricted shares have a five-year selling restriction as long as Independent Board members serve on the Board of Partners Group Holding AG. Should they not be re-elected the selling restriction will be reduced to one year.
36 The Operational Oversight Committee (OOC) is led by an Independent Board member.
37 The Investment Oversight Committee (IOC), Client Oversight Committee (COC), Corporate Development Committee (CDC), and Operational Oversight Committee (OOC) are not expected to be led by Independent Board members.
38 The Crisis Response Team (CRT) is not expected to be led by Independent Board members.
Compensation Report
2023 Annual Report
131
3.2. Executive Chairman of
the Board
The Chairman's role requires a substantial time
commitment and significant involvement. Under
the leadership of the Executive Chairman,
Steffen Meister, the Board shapes the strategy
of the firm and exercises ultimate supervision
over management, among other duties. As chair
of the Investment Oversight Committee, the
Executive Chairman drives forward investment
strategy and oversight. He is also actively
involved in the advancement of client-related
projects as a member of the Client Oversight
Committee. Mr. Meister is also Chair of the
Corporate Development Committee, where he
steers strategic projects, business
development, and corporate development
initiatives. At the core, he is responsible for the
growth of the next generation of leaders,
together with the Executive Team, to whom he
acts as a coach and sounding board. The
Executive Chairman takes an active role in
representing the firm vis-à-vis regulators, key
shareholders, investors, and other important
external stakeholders.
The Executive Chairman is paid an annual base
Board fee of CHF 0.30 million (2022: CHF 0.30
million). He received the same LTI compensation
factor as the overall Executive Team (0.71x) and
was granted LTIs amounting to CHF 1.60 million
(2022: CHF 2.25 million). This brings his total
compensation to CHF 2.0 million (2022: CHF 2.6
million), including pension benefits as outlined in
Exhibit 21.
3.3. Executive members of the
Board
There are three additional executive members
of the Board of Directors, Dr. Marcel Erni, Alfred
Gantner, and Urs Wietlisbach, who are the
founding partners of the firm. Each of them plays
an important role in supporting the firm's
business and corporate strategy via their
respective Board committees (see Corporate
Partners Group's US headquarters
Governance Report). None of the executive
members of the Board mentioned above have
line management functions.
The NCC assesses their contribution to each
Board-level committee throughout the year. Dr.
Marcel Erni and Messrs. Alfred Gantner and Urs
Wietlisbach were each awarded an annual base
Board fee of CHF 0.30 million (2022: CHF 0.30
million). With regard to their LTI allocation, each
member was awarded an LTI grant of CHF 1.07
million (2022: CHF 1.50 million), entirely granted
in MPP. This represents the same compensation
factor (0.71x) as the overall Executive Team and
the Executive Chairman of the Board and brings
the total compensation of Dr. Marcel Erni to CHF
1.4 million (2022: CHF 1.86 million), Alfred
Gantner to CHF 1.4 million (2022: CHF 1.86
million), and Urs Wietlisbach to CHF 1.4 million
(2022: CHF 1.86 million), including pension
benefits and waived fees, as outlined in Exhibit
21.
3.4. Independent members of
the Board
The independent Board members who focused
on Board- and committee-related mandates at
Partners Group are Anne Lester, Gaëlle Olivier,
Dr. Martin Strobel, and Flora Zhao.
Independent Board members spend a
significant amount of time contributing to
several strategic board-level initiatives. They
have many formal and informal interactions with
management and employees across the firm on
an extensive range of matters and projects (e.g.
vital strategic growth projects, key client-related
matters, legal, compliance, audit, promotion
considerations, leadership development,
operational excellence, etc.). Select
independent Board members hold board seats
in Partners Group's lead/joint-lead portfolio
companies (see detailed overview in Partners
Group's Corporate Governance Report 2023).
In 2023 there were two notable changes to the
roster of independent members of the Board.
Joseph P. Landy stepped down from the Board;
his retirement was made effective on 24 May
2023. Gaëlle Olivier was appointed to the Board
at the Annual General Meeting of Shareholders
on 24 May 2023.
Independent Board members were
compensated in accordance with their Board
roles and time commitment to their respective
mandates.
• Anne Lester was paid an annual base Board
fee of CHF 0.10 million. She additionally
received CHF 0.10 million for being a
member of the Risk & Audit Committee, CHF
0.10 million for being a member of the Client
Oversight Committee, and CHF 0.05 million
for being a member of the NCC. This brings
her total compensation to CHF 0.35 million,
including other compensation.
• Gaelle Olivier was paid a base Board fee of
CHF 0.10 million. She additionally received
Compensation Report
2023 Annual Report
132
CHF 0.10 million for being a member of the
Risk & Audit Committee and CHF 0.10 million
for being the chair of the Operational
Oversight Committee. This brings her total
compensation to CHF 0.32 million, including
other compensation.
• Dr. Martin Strobel acted as Vice Chairman
and Lead Independent Director and was
paid an annual base Board fee of CHF 0.10
million. Martin Strobel chaired the Risk &
Audit Committee and received a fee of CHF
0.15 million. He additionally received CHF
0.10 million for being a member of the
Corporate Development Committee, CHF
0.05 million for being a member of the NCC,
CHF 0.05 million for his role on the
Operational Oversight Committee, CHF 0.05
million for his membership on the Crisis
Response Team, and CHF 0.05 million for his
work on the local board of Partners Group's
UK entity. In addition to his committee work,
Martin Strobel received CHF 0.10 million for
his work on the appointment of a new
auditor, which required an extraordinary time
commitment outside his scope as Chair of
the RAC. This brings his total compensation
to CHF 0.69 million, including other
compensation.
Flora Zhao was paid an annual base Board
fee of CHF 0.10 million. She additionally
received CHF 0.10 million for chairing the
NCC and CHF 0.10 million for being a member
of the Investment Oversight Committee. In
•
addition, Ms. Zhao received CHF 0.05 million
for her role on the Singapore Board, for which
she performed work in 2023 ad interim ahead
of her official appointment effective 22
September 2023. This brings her total
compensation to CHF 0.37 million, including
other compensation.
3.5. Loans to the Board
(audited)
Members of the Board may apply for loans and
fixed advances, subject to an internal review and
approval process. Loans are made on
substantially the same terms as those granted to
other employees. As of 31 December 2023, no
loans were outstanding to either current or
former Board members or to a related party of a
current or former Board member (31 December
2022: no loans were outstanding).
3.6. Board contracts (audited)
Contracts with members of the Board do not
have special provisions, such as severance
payments, "golden parachutes", reduced stock
and/or options and MPP vesting periods etc. in
place in case of the departure of a Board
member. Partners Group did not make any such
payments to current members of the Board in
2022 and 2023.
3.7. Share and option holdings
by members of the Board of
Directors (audited)
All share and option holdings of individual
members of the Board of Directors and holdings
from related parties39 mentioned below are as
of 31 December 2023.
Exhibit 19: Share and option holdings by
members of the Board of Directors
Board of Directors
Steffen Meister,
Executive Chairman
Dr. Martin Strobel,
Vice Chairman
Dr. Marcel Erni
Alfred Gantner
Anne Lester
Gaëlle Olivier
Flora Zhao
Total Board of
Directors
Joseph P. Landy40
Total including
former Board of
Directors members
351'775
923
1'339'694
1'339'689
347
135
320
4'386'177
39 "Related parties" are (i) their spouse or equivalent, (ii) their children (under 18 years of age), (iii) any legal entities that they own or otherwise control, and (iv) any legal or natural person who is acting as their fiduciary.
40 Former member as of 24 May 2023.
Urs Wietlisbach
1'353'294
1'197
Number of
shares
Non-vested
shares
Related party
share holding
2023
Options
Number of
shares
Non-vested
shares
Related party
share holding
350'675
2022
Options
4'570
631
4'570
1'338'959
1'338'959
190
1'342'699
163
1'197
1'197
4'570
4'372'276
1'197
4'570
271
4'386'177
1'197
4'570
4'372'547
1'197
4'570
Compensation Report
2023 Annual Report
133
3.8. External Board mandates (audited)
As of 31 December 2023, the following members of the Board of Directors have other relevant Board
mandates or Board mandates at Partners Group's portfolio companies.
Exhibit 20: External Board mandates for members of the Board of Directors (31 December 2023)
Member of the Board of Directors
Other relevant
mandates
Board mandates at Partners Group
portfolio companies
Steffen Meister, Executive Chairman
Crossiety AG (Co-founder and
Chairman), FAIRTIQ AG, ETH
Foundation's Board of Trustees
Hearthside Food Solutions
Dr. Martin Strobel, Vice Chairman
Aviva plc, msg life AG
Dr. Marcel Erni
PG3 AG Family Office
AMMEGA, Telepass
Alfred Gantner
PG3 AG Family Office
Confluent Health, Esentia Energy
Systems, Climeworks AG, Breitling SA
(Chairman)
Anne Lester
Gaëlle Olivier
Urs Wietlisbach
Flora Zhao
Smart USA
CED Europe, SPVIE, Galytix
Version 1
Blue Earth Capital (Chairman), Blue
Earth Foundation, Entrepreneur
Partners AG, PG3 AG Family Office
Temasek International Pte Ltd. (Senior
Advisor), Pavilion Energy Ltd, Greenext
Holdings Pte Ltd., Greenext India Pvt
Ltd
KR Group (Board observer)
Partners Group's US headquarters
Compensation Report
2023 Annual Report
134
3.9. Board compensation (audited)
Exhibit 21: Board compensation for the full year 2023 (audited)
Exhibit 22: Board compensation for the full year 2022 (audited)
In thousands of Swiss francs
2023
In thousands of Swiss francs
2022
Subtotal
cash and share
compensation
MPP48
Total49,50
356
2'250
2'606
1'500
1'500
535
362
359
301
351
535
1'862
1'859
301
351
363
1'500
1'863
321
321
Cash
Shares47
Other
300
250
300
300
150
175
300
150
—
251
—
—
151
176
—
151
56
34
62
59
—
—
63
20
Steffen Meister, Executive Chairman
Dr. Martin Strobel, Vice Chairman
Dr. Marcel Erni
Alfred Gantner
Anne Lester
Gaëlle Olivier45
Urs Wietlisbach
Flora Zhao
Total Board of Directors
Joseph P. Landy46
Total Board of Directors incl. former
members
Cash
Shares
Other41
Subtotal
cash and share
compensation42
300
325
300
300
175
150
300
175
2'025
59
—
326
—
—
175
151
—
175
827
60
53
41
59
59
—
18
59
23
313
—
MPP43
1'600
—
1'065
1'065
—
—
1'065
—
Total44
1'953
692
1'424
1'424
350
319
1'424
373
Steffen Meister, Executive Chairman
Dr. Martin Strobel, Vice Chairman
Dr. Marcel Erni
Alfred Gantner
Joseph P. Landy
Anne Lester
Urs Wietlisbach
Flora Zhao
353
692
359
359
350
319
359
373
3'165
4'795
7'960
Total Board of Directors
119
—
119
Grace del Rosario-Castaño51
1'925
50
728
50
295
8
2'948
6'750
9'698
108
108
2'084
888
313
3'285
4'795
8'080
Total Board of Directors incl. former
members
1'975
778
304
3'056
6'750
9'806
41 Other compensation: includes payments by Partners Group for pension and other benefits. In particular, the following Board members received pension benefits: Dr. Marcel Erni, Alfred Gantner, Steffen Meister, and Urs Wietlisbach. The remaining payments to the following members of the Board exclusively represent social security costs in relation to their
other compensation: Joseph P. Landy, Anne Lester, Gaëlle Olivier, Dr. Martin Strobel, and Flora Zhao.
42 At the AGM in May 2023, shareholders approved the maximum total short-term cash compensation budget of CHF 3.50 million for the Board of Directors until the next ordinary annual shareholders' meeting in 2024. The budget includes cash base salary, shares in the value of the respective fees, pensions and other benefits and excludes social security
payments. The actual compensation, excluding social security in the amount of CHF 216 thousand, received in 2023 was in aggregate below the approved compensation budget.
43 The valuation of MPP is outlined in the notes to the consolidated financial statement for the year 2023 (note 2.2.4. of the notes to the consolidated financial statements).
44 Figures above exclude non-financial income (waived fees) for investments made alongside investors in Partners Group's investment programs under the firm's Employee Commitment Program (see section 1.5. of this report). Including these accrued but not yet paid items the total compensation for the entire Board of Directors amounts to CHF24'343
thousand, including CHF 16'263 thousand for waived fees. For those who had waived fees, the total technical non-financial income stemming from waived fees received by the Board of Directors are listed below:
• Steffen Meister: CHF 100 thousand
• Dr. Marcel Erni: CHF 3'603 thousand
• Alfred Gantner: CHF6'067 thousand
• Anne Lester: CHF 1 thousand
• Dr. Martin Strobel: CHF 6 thousand
• Urs Wietlisbach: CHF 6'486 thousand
45 Board member effective from the Annual General Meeting of shareholders on 24 May 2023.
46 Board member until the Annual General Meeting of shareholders on 24 May 2023. Cash, share, and other compensation is prorated for the time served on the Board during the respective fiscal year.
47 Other compensation: includes payments by Partners Group for pension and other benefits. In particular, the following Board members received pension benefits: Dr. Marcel Erni, Alfred Gantner, Steffen Meister, and Urs Wietlisbach. The remaining payments to the following members of the Board exclusively represent social security costs in relation to their
other compensation: Grace del Rosario-Castano, Joseph P. Landy, Anne Lester, Dr. Martin Strobel, and Flora Zhao.
48 The valuation of MPP is outlined in the notes to the consolidated financial statement for the year 2022 (note 4.3.2. to the 2022 consolidated financial statements).
49 Figures above exclude non-financial income (waived fees) for investments made alongside investors in Partners Group's investment programs under the firm's Employee Commitment Program (see section 1.4. of the 2022 Compensation Report). Including these accrued but not yet paid items the total compensation for the entire Board of Directors amounts
to CHF23'076 thousand, including CHF 13'270 thousand for waived fees. For those who had waived fees, the total technical non-financial income stemming from waived fees received by the Board of Directors are listed below:
• Steffen Meister: CHF 97 thousand
• Dr. Marcel Erni: CHF 4'118 thousand
• Alfred Gantner: CHF4'569 thousand
• Anne Lester: CHF 1 thousand
• Grace del Rosario-Castaño: CHF 1 thousand
• Dr. Martin Strobel: CHF 6 thousand
• Urs Wietlisbach: CHF 4'478 thousand
50 At the AGM in May 2022, shareholders approved the maximum total short-term cash compensation budget of CHF 3.50 million for the Board of Directors until the next ordinary annual shareholders' meeting in 2023. The budget includes cash base salary, shares in the value of the respective fees, pensions and other benefits and excludes social security
payments. The actual compensation, excluding social security in the amount of CHF 157 thousand, received in 2022 was in aggregate below the approved compensation budget.
51 Board member until 25 May 2022.
Compensation Report
2023 Annual Report
135
Compensation Report
2023 Annual Report
136
Corporate
Governance
Report
2023 Annual Report
137
Partners Group is committed to effective
corporate governance for the benefit of its
shareholders, clients, employees, and other
stakeholders with the core principles of
entrepreneurial governance, accountability, and
transparency. Partners Group has entities in
various jurisdictions regulated by, including but
not limited to, the Swiss Financial Market
Supervisory Authority, the US Securities and
Exchange Commission, the United Kingdom
Financial Conduct Authority, the Monetary
Authority of Singapore, the Luxembourg
Commission de Surveillance du Secteur
Financier, and the German Bundesanstalt für
Finanzdienstleistungsaufsicht. Partners Group's
governance ensures compliance with all rules
and regulations issued by the regulators in the
jurisdictions in which each of its entities
operates. Partners Group writes its Corporate
Governance Report according to the 'Directive
on Information relating to Corporate
Governance (including its annex)' issued by the
SIX Exchange Regulation and also takes into
account the 'Swiss Code of Best Practice for
Corporate Governance' issued by
economiesuisse.
Any references and weblinks to the articles of
association of Partners Group Holding AG in this
Corporate Governance Report are to the
English version of the articles of association.
Please note that the official, binding version of
the articles of association of Partners Group
Holding AG is in German only and the English
version is an unofficial translation thereof. The
official German version is also available on the
website of Partners Group under
www.partnersgroup.com/
articlesofassociation_DE.
The Corporate Governance Report contains
information on the following:
1.
2.
3.
4.
5.
6.
7.
8.
9.
Group structure and shareholders
Capital structure
Board of Directors
Executive Team
Compensation, shareholdings, and loans
Shareholders’ participation rights
Changes of control and defense measures
Auditors
Information policy
10. Quiet periods
11.
Non-applicability/negative disclosure
Corporate Governance Report
2023 Annual Report
138
Partners Group legal group structure
In this Corporate Governance Report,
references to 'Partners Group,' the 'firm,' the
'company,' the 'entity,' 'we,' 'us,' and 'our' are to
Partners Group Holding AG together with its
consolidated subsidiaries, unless the context
requires otherwise. Furthermore, the board of
directors of Partners Group Holding AG shall be
referred to as the 'Board' or 'Board of Directors'.
1
2
3
4
5
Formed for the purpose of purchasing, construction, maintenance, or management of land and property (non-investment-related)
Formed for the purpose of providing invoice handling, cash management, cost recharging, and other related administrative services
Formed for the purpose of purchasing and holding predominantly minority investments in real estate operating companies
Formed for the purpose of providing treasury services, namely cash pooling and cash management
Managed by Partners Group (Guernsey) Limited, its General Partner
Source: Partners Group, as of 31 December 2023. The purpose of the chart above is to provide an overview of the group structure of Partners Group Holding AG and its subsidiaries/affiliates. The ownership percentages reflected in the
chart are meant for illustrative purposes and are rounded.
Corporate Governance Report
2023 Annual Report
139
1. Group structure and
shareholders
1.1. Group structure
1.1.1. Description
Partners Group operates through majority or
wholly owned direct or indirect subsidiaries in
Switzerland, the United States, Luxembourg,
Germany, the United Kingdom, Guernsey,
Singapore, and other jurisdictions. The chart on
the previous page provides an overview of the
legal group structure as of 31 December 2023,
whereas the chart below provides an illustration
of the operational group structure as of 31
December 2023. The composition of the
Executive Team changed throughout 2023 with
all changes effectively completed as of 31
January 2024. Refer to section 4.1 for further
details on Executive Team changes. For more
details on segment reporting please refer to
note 1.2. of the consolidated financial statements
for the years ended 31 December 2023 and
2022 in the Annual Report 2023.
Operational group structure (as of 31
December 2023)
1.1.2. Listed companies belonging to
the Group
1.1.3. Non-listed companies
belonging to the Group
Partners Group Holding AG is a stock
corporation incorporated under Swiss law with
its registered office and headquarters at
Zugerstrasse 57, 6341 Baar-Zug. The shares of
Partners Group are listed pursuant to the
International Reporting Standard on the SIX
Swiss Exchange AG under the valor number
2460882 and ISIN CH0024608827. The
market capitalization of the company as of 31
December 2023 was CHF 32.4 billion. All other
group companies are privately held.
For detailed information on the non-listed
subsidiaries of Partners Group Holding AG,
including names, country of incorporation,
registered office, share capital, and ownership
interests, please see note 6. of the financial
statements of Partners Group Holding AG for
the years ended 31 December 2023 and 2022 in
the Annual Report 2023.
1.2. Significant shareholders
Partners Group Holding AG has the following
significant shareholders within the meaning of
Art. 120 para. 1 of the Financial Market
Infrastructure Act (FinMIA) holding over 3% of
the shares and voting rights of Partners Group
Holding AG as of 31 December 2023.
Significant shareholders (In %; as of
31 December 2023):
Urs Wietlisbach, Schindellegi, Switzerland
Marcel Erni, Zug, Switzerland
Alfred Gantner, Meggen, Switzerland, together
with family members1
BlackRock, Inc., New York (NY), USA (Mother
Company)
5.07%
5.02%
5.02%
5.02%
As of 31 December 2023, Partners Group held
719'717 treasury shares, corresponding to 2.70%
of the total share capital.
All disclosure notifications according to Art. 120
et seqq. of the Financial Market Infrastructure
Act, pertaining to shareholdings in Partners
Group Holding AG, can be found on the SIX
Exchange Regulation homepage: https://
www.ser-ag.com/en/resources/notifications-
market-participants/significant-
shareholders.html#/.
1 The group is based on a shareholders agreement with Alfred Gantner acting as representative of the group. Further details on the group members can be found on the SIX Exchange Regulation webpage: https://www.ser-ag.com/en/resources/notifications-market-participants/significant-shareholders.html#/shareholder-details/TBNCU00018
Corporate Governance Report
2023 Annual Report
140
1.3. Cross-shareholdings
Partners Group has no cross-shareholdings of
5% or more with another company or group of
companies.
2. Capital structure
2.1. Capital
The issued nominal share capital of Partners
Group Holding AG amounts to CHF 267’000,
divided into 26’700’000 fully paid-in registered
shares with a nominal value of CHF 0.01 each.
2.2. Capital band and
conditional share capital
As of 31 December 2023, Partners Group
Holding AG had no capital band (Kapitalband).
Prior to 1 January 2023 (and the abolition of the
authorized capital (genehmigtes Kapital) under
Swiss law), Partners Group Holding AG did not
have any outstanding authorized capital. The
introduction of a capital band would have to be
approved by the general meeting of
shareholders with a qualified quorum of two-
thirds of the votes represented at such meeting
and a majority of the nominal value of shares
represented at such meetings.
As of 31 December 2023, the following
conditional share capital (bedingtes Kapital) is
available to Partners Group’s Board of Directors:
a maximum amount of CHF 40’050 through the
issuance of no more than 4’005’000 registered
shares, with restricted transferability, that are to
be fully paid-in and that have a nominal value of
CHF 0.01 each.
The right to subscribe to new shares as part of
the conditional share capital increase is granted
to members of the Board of Directors and
employees of Partners Group through the
exercise of option rights (the 'Beneficiaries').
Subscription and preemptive rights of
shareholders are excluded for this conditional
capital increase in favor of the Beneficiaries. The
Board of Directors will determine all details of
the terms of issue, such as the amount of issue,
date of dividend entitlement, and kind of
contribution, and will establish the related equity
investment plan. The acquisition of the
registered shares by exercising the option rights
and the further transfer of the shares are subject
to the transfer restrictions set forth in section
2.6 below. See also Art. 3a of the articles of
association (available at
www.partnersgroup.com/
articlesofassociation).
2.3. Changes in capital
No changes in share capital have occurred
during the last three years.
2.4. Shares and participation
certificates
Partners Group has not issued (non-voting)
participation certificates
(Partizipationsscheine).
Partners Group has issued 26’700’000 fully
paid-in registered shares with a nominal value of
CHF 0.01 each in accordance with our articles of
association (available at www.partnersgroup.co
m/articlesofassociation). The shares have been
issued in the form of intermediated securities
(Bucheffekten). Shareholders do not have the
right to ask for printing, emission, or delivery of
share certificates. Shareholders may, however,
request at any time that Partners Group issues
an attestation of their stock holding.
All shares have equal rights. With the exception
of the treasury shares held by the company,
each share carries one vote at shareholders’
meetings. Voting rights and certain other non-
economic rights attached to the shares,
including the right to call and to attend
shareholders’ meetings, may be exercised only
after a shareholder has been registered in the
share register of Partners Group as a
shareholder with voting rights. Each share is
entitled to dividend payments, the amount of
which is determined based on the nominal value
of each such share. For details regarding
shareholders' subscription rights (and exclusion
of subscription rights) please refer to Art. 8 of
our articles of association (available at
www.partnersgroup.com/
articlesofassociation).
2.5. Dividend-right certificates
Partners Group has not issued any dividend-
right certificates (Genussscheine).
2.6. Limitation on
transferability, and nominee
registration
Transferees of shares will, upon request, be
recorded in the share register as shareholders
with voting rights if they declare explicitly that (i)
they have purchased these shares in their own
name and for their own account, (ii) no
agreements exist regarding the redemption or
the return of these shares, and (iii) they bear the
economic risk associated with the shares. The
Board of Directors may grant exceptions to this
rule in relation to the trading of shares, for
example the recording of persons holding
shares in the name of third parties ('Nominees').
Nominees may be entered in the share register
with voting rights for a maximum of 5% of the
total nominal share capital entered in the
commercial register and may be allowed to
exceed this limit if they disclose the names,
addresses and shareholdings of the persons on
account of whom they are holding 0.5% or more
of the share capital entered in the commercial
register. The Board of Directors concludes
Corporate Governance Report
2023 Annual Report
141
agreements with such Nominees in relation to
disclosure requirements, representation of
shares, and exercise of voting rights.
2.7. Bonds, convertible bonds,
and options
In addition, the Board of Directors may decline a
request for registration as shareholder in the
share register with voting rights in the share
register or the establishment of a usufruct if the
transferee would have at its disposal more than
10% of the total nominal share capital of
Partners Group Holding AG. If shares have been
acquired due to inheritance or matrimonial
property law, the transferee may not be
declined.
If the registration of a transferee has been made
based on false representations of the
transferee, it may be deleted from the share
register once the transferee has been provided
with the opportunity to be heard.
Amendments to the applicable transfer
restrictions regime require shareholder
approval with a quorum of at least two-thirds of
the represented votes and the absolute majority
of the represented nominal share capital.
During the financial year 2023, no exceptions to
the limitations on transferability and nominee
registration were granted.
For more details, please see Art. 6 of our articles
of association (available at
www.partnersgroup.com/
articlesofassociation).
A summary of all bonds outstanding as of 31
December 2023 is listed below.
In June 2017, Partners Group issued a corporate
bond, raising CHF 300 million through a fixed-
rate senior unsecured CHF-denominated issue
(ISIN: CH0361532895). The bond was issued
with a seven-year term and a coupon of 0.15%
and matures on 7 June 2024.
In June 2019, Partners Group issued another
corporate bond, raising CHF 500 million through
a fixed-rate senior unsecured CHF-
denominated issue (ISIN: CH0419041287). The
bond was issued with an eight-year term and a
coupon of 0.40% and matures on 21 June 2027.
In September 2023, Partners Group further
issued two corporate bonds. The firm raised
CHF 150 million through a first fixed-rate senior
unsecured CHF-denominated bond (ISIN:
CH1293714346). The bond was issued with a
five-year tenor, a coupon of 2.25%, and matures
on 26 September 2028. The firm raised a further
CHF 180 million through a first fixed-rate senior
unsecured CHF-denominated bond (ISIN:
CH1293714353). The bond was issued with a
ten-year tenor, a coupon of 2.40%, and matures
on 26 September 2033. Please see note 3.2.2.
of the consolidated financial statements in the
Annual Report 2023 for comprehensive
information on the bonds issued by the firm.
Since 30 June 2000, Partners Group has
established regular share and option programs
that entitle management personnel and a large
number of employees to purchase and/or hold
shares in the entity. The options can be settled
either by the issuance of shares out of
conditional share capital or by the delivery of
existing shares (treasury shares). Please see
note 2.2. of the consolidated financial
statements in the Annual Report 2023 for
comprehensive information on the share and
option program of the firm.
Partners Group currently has no convertible
bonds outstanding and has not issued any
further convertible bonds or options.
3. Board of Directors
Partners Group’s Board Governance
—
Partners Group’s Board of Directors is
entrusted with the ultimate responsibility for
Partners Group’s strategy and development.
The Board applies the same 'entrepreneurial
governance' approach to its own firm as
Partners Group applies to its portfolio
companies.
Partners Group defines the 'entrepreneurial
governance' approach by the concept that
governance must be based on strategy and the
objective of creating and sustaining a winning
business model. Boards and management
teams must be set up from the outset to achieve
this strategy and vision. The ability of each
Board member, individually and as part of a
combined team, to actively contribute to
defining and driving forward strategy and
achieving business objectives is a critically-
defining element of 'entrepreneurial
governance'.
The Board consists of four executive Board
members — the Executive Chairman and the
three founders — and four independent Board
members. None of the Board members have line
management functions. Through the Board’s
committees, Board members contribute to
investment- as well as client-related activities
and operationally-focused initiatives. The
Chairman also oversees the Executive Team in
leading the operations and in executing the
strategy.
The Executive Chairman typically invests 3-5
days a week towards his mandate. The founders
dedicate approximately 2-3 days a week to
Partners Group’s Board activities. Independent
Board members devote 1-2 days a week to their
Board mandates. The substantial time
commitment of Partners Group’s Board is the
foundation of a successful governance model
geared towards enabling proactive value
creation.
Corporate Governance Report
2023 Annual Report
142
As of 31 December 2023, the Board of Directors
consists of eight members. All members were
elected at the annual general meeting of
shareholders ('Annual General Meeting') 2023
for a one-year tenure with the possibility of re-
election.
3.1. Members of the Board of
Directors
All members of the Board of Directors of
Partners Group Holding AG are also members of
the Board of Directors ('the Board') of Partners
Group AG, a 100% subsidiary of Partners Group
Holding AG. Select members of the Board of
Directors of Partners Group Holding AG are also
members of the Board of Directors of other
operating entities of the group.
The following provides information on the
independence criteria for members of the Board
of Directors and on the professional history and
education of each such member, including other
significant activities in governing and
supervisory bodies of important financial
organizations, institutions, and foundations
under private and public law, permanent
management and consultancy functions for
important Swiss and foreign interest groups,
official functions and political posts.
Independence statement for members of
the Board
—
Best practice in corporate governance calls for
the independence of selected Board members
as an important element of its quality and
integrity. However, codes of best practice,
regulators, and proxy advisors tend to use
different criteria and no globally accepted
standard has yet emerged. Having reviewed a
series of possible criteria from different sources,
ranging from financial market authorities,
various stock exchanges and codes of best
practice to foundations and independent asset
managers with a focus on sustainable corporate
development, Partners Group recognizes
differences in the definition of Board member
independence. Partners Group follows the
general corporate governance principle of
'comply or explain' and therefore applies the
following criteria to evaluate the independence
of its Board members.
First and foremost, when searching for an
external independent member of the Board,
Partners Group looks for accomplished,
distinctive, and competent personalities who are
respected based on their achievements.
Moreover, they are selected based on their
ability to contribute relevant professional skills,
commit substantial capacity and add to the
diversity of the Board in terms of background
and unbiased perspectives. In our view, these
selection criteria represent the essence of true
independence.
In addition, Partners Group applies several
formal criteria for Board member independence.
Independent members of the Board may not:
•
•
•
have a line management function (i.e.
positions with substantial decision-making
authority) for Partners Group, or any of its
affiliates, currently or in the three years prior
to their appointment;
be employed or otherwise affiliated with our
statutory auditors, currently or in the three
years prior to their appointment;
once appointed to the Board, have an overall
tenure of more than ten years.
Partners Group also applies the following
additional criteria to independent Board
members, whereby the materiality of such
criteria is evaluated on a case-by-case basis:
•
•
limited financial dependence on Partners
Group in terms of employment, income, and
shareholding relative to their individual
overall situation; and
no material direct or indirect business
relationship with Partners Group or any of its
affiliates (except as an investor in Partners
Group products).
As a result of this evaluation process (which is
reviewed annually) we consider the following
current Board members as independent: Dr.
Martin Strobel (Lead Independent Director),
Anne Lester, Gaëlle Olivier, and Flora Zhao. The
total number of independent Board members
amounted to four as of 31 December 2023.
None of the independent Board members, nor
any of their close family members, have ever
been members of the senior executive
management of Partners Group, nor of any of its
subsidiaries, nor do they have any significant
business connections with either Partners
Group or one of its subsidiaries. None of the
independent Board members exercises any
official functions or hold a political post, nor do
they have any permanent management/
consultancy functions for significant domestic
and foreign interest groups.
Lead Independent Director
—
Dr. Martin Strobel is the firm’s Lead Independent
Director. The Lead Independent Director is an
independent Board member with the main
mandate to coordinate and align the views of
independent Board members in case of
fundamental disagreements and conflicts with
non-independent, executive Board members.
The Lead Independent Director is elected by the
Board for a term of office of typically one year.
Re-election is possible.
Corporate Governance Report
2023 Annual Report
143
Professional background and
education of each member of
the Board of Directors,
including their responsibilities
and other activities and
functions2
Steffen Meister, Chairman
Dr. Marcel Erni
Alfred Gantner
Steffen Meister is a Partner of the firm and Executive
Chairman of the Board of Directors of Partners Group
Holding AG, based in Zug. He is also the Chairman of
the Corporate Development Committee, Chairman of
the Investment Oversight Committee, and a member of
the Client Oversight Committee and Operations
Oversight Committee. Steffen Meister has been with
Partners Group since 2000 and served as Delegate of
the Board from 2013 to 2018 and as Chief Executive
Officer from 2005 to 2013. Prior to joining Partners
Group, he worked at Credit Suisse Financial Products
and had part-time assignments at Swiss Reinsurance
Co. and the Department of Mathematics of the Swiss
Federal Institute of Technology (ETH) in Zurich. Mr.
Meister holds a Master’s degree in Mathematics from
the Swiss Federal Institute of Technology (ETH),
Switzerland.
• Other relevant mandates: Crossiety AG (Co-
Founder and Chairman), FAIRTIQ AG, ETH
Foundation's Board of Trustees
•
Board mandates at Partners Group’s portfolio
companies: Hearthside Food Solutions
Dr. Marcel Erni co-founded Partners Group in 1996. He
is an executive member of Partners Group Holding
AG’s Board of Directors, based in Zug. He is also a
member of the Corporate Development Committee,
the Investment Oversight Committee and the
Thematic Relative Value Committee. Previously, Dr.
Marcel Erni served as the Chief Investment Officer of
Partners Group until June 2017. Prior to founding
Partners Group, he worked at Goldman Sachs & Co.
and McKinsey & Co. Mr. Erni holds an MBA from the
University of Chicago Booth School of Business, Illinois
and a PhD in Finance and Banking from the University
of St. Gallen (HSG), Switzerland.
• Other relevant mandates: PG3 AG
•
Board mandates at Partners Group’s portfolio
companies: AMMEGA, Telepass
Alfred Gantner co-founded Partners Group in 1996. He
is a an executive member of Partners Group Holding
AG’s Board of Directors, based in Zug. He is also a
member of the Corporate Development Committee
and the Investment Oversight Committee. Previously,
Alfred Gantner served as Chief Executive Officer of
Partners Group from 1996 to 2005 and subsequently
as Executive Chairman from 2005 to 2014. He was
also Chairman of Partners Group’s Global Investment
Committee from 2011 until June 2017. Furthermore, he
has served as a board member at various Partners
Group portfolio companies such as Universal Security,
VAT, USIC, and PCI Pharma Services. Prior to founding
Partners Group, he worked at Goldman Sachs & Co.
Mr. Gantner holds an MBA from the Brigham Young
University Marriott School of Management in Utah,
USA.
• Other relevant mandates: PG3 AG
•
Board mandates at Partners Group’s portfolio
companies: Confluent Health, Esentia Energy
Systems, Climeworks AG, Breitling SA (Chairman)
2 Partners Group representatives are a member of the board of a Partners Group portfolio company or a number of special purpose vehicles established in connection with the respective investment.
Corporate Governance Report
2023 Annual Report
144
Anne Lester
Gaëlle Olivier
Dr. Martin Strobel
Urs Wietlisbach
Anne Lester is an independent member of the Board of
Directors of Partners Group Holding AG. She is a
member of the Client Oversight Committee, the Risk &
Audit Committee, and the Nomination & Compensation
Committee. Anne Lester has over 30 years of
experience in senior leadership roles at JP Morgan
Asset Management, most recently serving from 2015
to 2020 as Managing Director, Portfolio Manager, and
Head of Retirement Solutions in the Multi-Asset
Solutions division where she launched JP Morgan's
SmartRetirement Target Date franchise. She also
founded the Aspen Leadership Forum on Retirement
Savings in conjunction with AARP and holds three
patents for the design of a dynamic withdrawal
investment process and for the evaluation of target
date funds. Ms. Lester holds a Bachelor's degree in
Politics from Princeton University, New Jersey, USA
and a Master's degree in International Relations from
the Johns Hopkins University School of Advanced
International Studies, Washington, DC, USA. As of 1
January 2024, she also serves on the Board of
Partners Group's US entity.
• Other relevant mandates: Smart USA
Gaëlle Olivier is an independent member of the Board
of Directors of Partners Group Holding AG. She is the
Chairwoman of the Operations Oversight Committee
and a member of the Risk & Audit Committee. Gaëlle
Olivier has over 30 years of experience in financial
services. After a first career in the financial derivatives
industry, she joined AXA Group in 1998, where she held
several senior executive roles over the next 21 years,
ten of which were spent in Asia. In 2016, she was
appointed CEO of AXA Group's Property & Casualty
business, and a member of the AXA Group
Management Committee. In 2020, Gaëlle Olivier joined
Société Générale as Chief Executive Officer of Asia
Pacific activities and then held the role of Group
Deputy General Manager and Chief Operating Officer
until the end of 2022. Gaëlle Olivier holds a diploma
from ENSAE in France where she majored in
Economics and also holds a diploma from École
Polytechnique, a leading French engineering school,
where she majored in Chemistry and Economics.
• Other relevant mandates: CED Europe, SpVie,
Galytix
• Board mandates at Partners Group portfolio
companies: Version 1
Dr. Martin Strobel is the Vice Chairman and Lead
Independent Director of the Board of Directors of
Partners Group Holding AG. He is the Chairman of the
Risk & Audit Committee and a member of the
Corporate Development Committee, the Nomination &
Compensation Committee, and the Operations
Oversight Committee. He also serves on the Board of
Partners Group's UK entity. Dr. Martin Strobel began
his career as a consultant at The Boston Consulting
Group. He subsequently joined the Swiss insurer
Baloise Group to oversee technology, before
ultimately spending seven years of his 17-year tenure
there as Group CEO. After leaving Baloise Group in
April 2016, Dr. Martin Strobel spent almost three years
as an operating partner at private equity firm Advent
International. Mr. Strobel's background is in technology
and he gained a PhD in Business Computer Science
from the Otto-Friedrich-Universität Bamberg.
• Other relevant mandates: Aviva plc, msg life AG
Urs Wietlisbach co-founded Partners Group in 1996.
He is a an executive member of Partners Group
Holding AG’s Board of Directors, based in Zug. He is
also the Chairman of the Client Oversight Committee
and a member of the Corporate Development
Committee. Prior to founding Partners Group, Urs
Wietlisbach worked at Goldman Sachs & Co. and
Credit Suisse. Mr. Wietlisbach holds a Master’s degree
in Business Administration from the University of St.
Gallen (HSG), Switzerland.
• Other relevant mandates: Blue Earth Capital
(Chairman), Blue Earth Foundation, Entrepreneur
Partners AG, PG3 AG
•
Board mandates at Partners Group’s portfolio
companies: KR Group (Board observer)
Corporate Governance Report
2023 Annual Report
145
Flora Zhao
Flora Zhao is an independent member of the Board of
Directors of Partners Group Holding AG. She is the
Chairwoman of the Nomination & Compensation
Committee and a member of the Investment Oversight
Committee. She has over 30 years of executive
experience with global Fortune 500 companies across
the energy infrastructure value chain in Asia.
Previously, she was President of Gas Asia at BP where
she was responsible for the gas and liquefied natural
gas business in the eastern hemisphere from 2010 to
2018. Prior to that, Flora was a Managing Director at
AES Corporation, a NYSE-listed global power
company comprising power generation, distribution,
and alternative energy businesses. She began her
career at the Construction Bank of China. Flora Zhao
holds a Bachelor's degree in Engineering from
Zhejiang University, China and a Master's degree in
Construction Management from the University of
Maryland, College Park, USA. She also completed the
Senior Executive Program at the University of Virginia,
Darden School of Business, USA. As of September
2023, she also serves on the Board of Partners
Group's Singapore entity.
• Other relevant mandates: Temasek International
Pte Ltd (Senior Advisor), Pavilion Energy Ltd,
Greenext Holdings Pte Ltd, Greenext India Pvt Ltd
Corporate Governance Report
2023 Annual Report
146
Organizational changes to the Board of
Directors
—
On 9 March 2023, Partners Group announced
amendments, including a retirement and a
nomination, regarding the composition of its
Board of Directors and related committees,
which were proposed and accepted at the
Annual General Meeting on 24 May 2023. Gaëlle
Olivier was elected as a new member of the
Board while Joseph P. Landy retired from the
Board.
Gaëlle Olivier's first appointment was to the Risk
& Audit Committee where she currently serves
as an independent director. She was further
appointed as the Chairwoman of the newly
formed Operations Oversight Committee which
held its first meeting in November 2023.
Joseph P. Landy retired from the Board after the
May AGM for personal reasons. He served on
the Board from 2021, including assignments as a
member of the Risk & Audit Committee and the
Investment Oversight Committee. For further
details on Joseph P. Landy (professional
background, education, etc.), please refer to
page 163, in Section 3.1 Members of the Board of
Directors, of the Corporate Governance Report
2022, included in the Annual Report 2022
(available at www.partnersgroup.com/
annualreport2022).
3.2. Other activities and
vested interests
Please see note 3.1 above.
3.3. Number of permitted
activities
In accordance with Art. 626 para. 2 item 1 Swiss
Code of Obligations and Art. 25 of the articles of
association (available at
www.partnersgroup.com/
articlesofassociation), each Board member may
assume a maximum of nine additional mandates
in companies that pursue an economic purpose,
which includes a maximum of three additional
mandates in listed companies. The following
mandates are exempt from this limitation:
mandates in legal entities controlled by Partners
Group Holding AG; mandates that are carried
out on behalf of, or as directed by, the company
or any of its controlled companies in legal
entities that are not part of the group, whereby
each Board member may hold a maximum of ten
such mandates; mandates in associations, non-
profit organizations, foundations, trusts, and
employee pension foundations, whereby each
Board member may hold a maximum of ten such
mandates; and mandates in legal entities serving
the sole purpose of managing their own private
assets, whereby each Board member may hold a
maximum of ten such mandates.
3.4. Elections and terms of
office, succession planning,
qualifications, and diversity
Elections and terms of office
—
The Board of Directors must consist of at least
three members. All members, including the
Chairman of the Board of Directors, are to be
elected individually at the shareholders’
meeting, for a term of one year in accordance
with the Swiss Code of Obligations. Re-election
is possible. The tenure for independent Board
members is limited to a maximum of ten years.
There are no rules in the articles of association
(available at www.partnersgroup.com/
articlesofassociation) that differ from the
statutory legal provisions with regard to the
appointment of the Chairman, the members of
the Nomination & Compensation Committee,
and the independent proxy.
Succession planning
—
Succession planning is of significant importance
to the Board of Directors. The Nomination &
Compensation Committee supports the
Chairman of the Board in the review and
assessment of newly appointed directors. The
Nomination & Compensation Committee
together with the Chairman of the Board will
oversee the development of a diverse
succession pipeline for the Board. They
regularly analyze its composition to confirm that
its members’ qualifications, skills, and
experience correspond to the Board’s needs
and requirements. The Board of Directors
initiates the evaluation of potential new Board
members in a timely manner with the aim of
continuing to ensure its members have the
desired qualifications and experience, as well as
to further diversify and renew its composition.
The Board of Directors nominates candidates
for Board membership for election at the Annual
General Meeting, ensuring that the Board
retains an adequate size and well-balanced
composition. All Board appointments and
succession plans are based on merit and
objective criteria, in the context of the skills,
experience, independence, and knowledge
which the Board requires to be effective.
Qualifications
—
The Board of Directors needs to secure the
necessary qualifications, skills, and diversity to
perform all required responsibilities. The Board
must assemble among its members the balance
of managerial expertise and knowledge from
different fields required for the fulfillment of its
oversight responsibility as well as for sound,
independent decision-making in line with the
needs of the business. The Board defines the
selection criteria against which candidates for
Board membership are assessed. The
requirements that potential Board members
have to meet in terms of knowledge in various
Corporate Governance Report
2023 Annual Report
147
key areas and the industry are constantly
increasing. The Board design leans towards the
strategic value drivers and needs of the
organization.
Membership on the Board of Directors requires
skills or knowledge of matters such as private
markets know-how, investment management,
risk management, and/or operational
experience (through line or general
management roles that include profit or loss
responsibility) as well as leadership and
decision-making experience in large, complex
institutions or having had broad international
exposure.
Diversity of perspectives and experience
—
A central pillar of our diversity policy is our
conviction that diversity of perspectives and
experience will ultimately lead to better results
by the Board of Directors. As we have spelled
out in our diversity policy, Partners Group
recognizes and embraces the benefits of having
a Board that is adequately staffed with diverse
and accretive skills to drive strategy and support
value creation initiatives. A truly diverse Board
will include and make good use of differences in
the technical know-how, regional and industry
experience, social and ethnic background, race,
gender, as well as other distinctions between
directors, such as cognitive and personal
strengths (the “PG Board Diversity”).
The Nomination & Compensation Committee will
discuss and agree annually on measurable
objectives for achieving the PG Board Diversity
mentioned above and recommend them to the
Board for adoption. At any given time, the Board
may seek to improve one or more aspects of the
objectives of the PG Board Diversity.
Based on the PG Board Diversity objectives, the
Board has established a target of ensuring that
the proportion of newly elected independent
directors is comprised of at least 50% of under-
represented groups on a three-year rolling-
basis. While this target is maintained going
forward, the Board recognizes that periods of
change in the Board composition may result in
temporary periods when this balance is not
achieved.
Partners Group’s Board Diversity Policy is
available to download on the website at
www.partnersgroup.com/policiesanddirectives.
3.5. Internal organizational
structure
The Board of Directors has adopted written
internal organizational regulations for the
management of the company and of its
subsidiaries pursuant to Art. 716b of the Swiss
Code of Obligations, the rules of the SIX
Exchange Regulation, the company’s articles of
association (available at
www.partnersgroup.com/articlesofassociation)
and the Swiss Federal Act on Collective
Investment Schemes.
The Board of Directors has ultimate
responsibility for the strategy and development
of Partners Group. Please see page 143, 144, and
145 for the Board composition as well as section
3.1. for information on the allocation of tasks
within the Board of Directors.
The Board of Directors meets as often as
business requires, but no less than four times a
year as set forth in the company’s Rules of
Organization and of Operations (the 'ROO';
Organisationsreglement); in 2023, four formal
meetings were held (2022: five), which lasted
approximately four and a half hours on average.
The meetings of the Board of Directors were
also attended by relevant participants who hold
key functions or responsibilities within the
company, such as members of the Executive
Team. The formal meetings were
complemented by regular informal interactions
with management and employees across the
firm.
The Board of Directors can deliberate only when
the majority of its members are present.
Resolutions are adopted with the majority of the
votes of the members present. In the event of a
tie, the Chairman casts the deciding vote.
Resolutions by circular letter require the
absolute majority of all members of the Board of
Directors unless higher quorums are provided
by applicable provisions.
The Board of Directors has established further
committees to promulgate and monitor related
directives and policies: the Risk & Audit
Committee, the Nomination & Compensation
Committee, the Client Oversight Committee, the
Operations Oversight Committee, and the
Investment Oversight Committee. Each
committee advises the Board of Directors on the
matters specified below, often with the
assistance of the Executive Team and others
involved in the management of Partners Group.
The members and Chairs of these committees
are determined by the Board of Directors, apart
from the members of the Nomination &
Compensation Committee, who are elected
individually at the Annual General Meeting for a
term of one year in accordance with the Swiss
Code of Obligations. Please see the table at the
end of this section for the composition of these
committees.
Meetings can be called by each committee
member or by the Chairperson. In order for
resolutions or motions to be validly taken or
made, the majority of the committee members
must attend the meeting (in person or, if need be,
via phone/video conference). All resolutions or
motions must be passed unanimously,
otherwise the business activities will be re-
assigned to the Board. Quorums and motions
may also be passed by circular resolutions.
Corporate Governance Report
2023 Annual Report
148
Board member tenure, diversity, expertise and committee membership & attendance
Steffen Meister
Marcel Erni
Alfred Gantner
Anne Lester
Gaëlle Olivier3
Martin Strobel
Urs Wietlisbach
Flora Zhao
Joseph P. Landy4
Tenure & role
Joined Board in
Independent / Executive
Diversity
Gender
Birth year
Nationality
20135
Chairman &
Executive
Male
1970
Swiss
1997
1997
2022
2023
2019
1997
2022
2021
Executive
Executive
Independent
Independent
Vice Chairman &
Independent
Executive
Independent
Independent
Male
1965
Swiss
Male
1968
Swiss
Female
1964
Female
1971
Male
1966
Male
1961
Female
1965
Male
1961
American
French
Swiss/German
Swiss
Singaporean
American
Expertise
prior to current
Board assignment6
Private markets industry know-how
C-level experience
Risk management
Broad international exposure
Investment experience
Operations
Technology/Cybersecurity
HR/Compensation
x
x
x
x
x
x
x
Chairmanship of Board committee
Board, IOC
Membership &
attendance
Board
Risk & Audit Committee
Nomination & Compensation Committee
Operations Oversight Committee
Investment Oversight Committee
Client Oversight Committee
4/4
n/a
n/a
1/1
4/4
7/7
x
x
x
x
x
-
2/4
n/a
n/a
n/a
1/4
n/a
x
x
x
x
x
x
x
-
4/4
n/a
n/a
n/a
2/4
n/a
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
x
OOC
RAC
COC
NCC
2/2
4/4
n/a
1/1
n/a
n/a
4/4
7/7
2/2
1/1
n/a
n/a
4/4
n/a
n/a
n/a
n/a
6/7
4/4
n/a
2/2
n/a
4/4
n/a
x
x
x
x
-
4/4
7/7
2/2
n/a
n/a
6/7
Meeting attendance record
100%
38%7
75%
95%
100%
100%
91%
100%
x
x
x
x
x
x
x
-
2/2
1/3
n/a
n/a
2/2
n/a
71%
3 Gaëlle Olivier joined the Board after the 24 May 2023 AGM. Her Board committee assignments include the Risk & Audit Committee and the Operations Oversight Committee.
4 Joseph P. Landy retired from the Board after the 24 May 2023 AGM for personal reasons. He served on the Board from 2021, including assignments as a member of the Risk & Audit Committee and the Investment Oversight Committee.
5 Steffen Meister also served on the Board from 2001 to 2005.
6 Experience is taken into account when the Board member is considered to have five years of experience. Exception for international exposure and investment experience where Board member must have ten years of experience.
7 Dr. Marcel Erni attended fewer than 75% of the Board meetings in 2023. As an executive Board member, Dr. Erni remained heavily engaged in shaping Partners Group's investment strategy and contributing to the Board and committee meetings and dedicated three days per week working for the firm. See page 151 for further details.
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149
Risk & Audit Committee ('RAC')
—
The RAC is in charge of ensuring the diligent
performance of internal and external auditing as
well as financial controlling, in addition to
performing other tasks related to risk
management such as (i) finance risk oversight,
(ii) operational risk oversight, and (iii) regulatory,
legal and conduct risk oversight. In particular,
the RAC (i) approves internal audit’s
organization and tasks, (ii) orders the
performance of specific audits, (iii) oversees the
quality of the internal and external auditing, (iv)
ensures the execution of the external audit, (v)
makes recommendations to the Board of
Directors regarding the nomination of external
auditors to be appointed by the shareholders,
(vi) reviews the financial statements and
approves the half-year financial reports, (vii)
monitors the financial review processes, and
(viii) ensures the review of the management and
internal control processes. Furthermore, the
RAC oversees the company’s information
security strategy. At least once a year, the RAC
is informed by senior management on
information security and cyber security topics
within and outside the firm. The role of the RAC
is primarily supervisory and its decision-making
authority is limited to those areas which are
ancillary to its supervisory role (see also section
3.7.1.2). Subject to limitations provided under the
law and the articles of association (available at
www.partnersgroup.com/
articlesofassociation), the RAC is presided over
by an independent Board member.
Until 24 May 2023, the members of the
committee were Dr. Martin Strobel (Chair),
Joseph P. Landy, and Anne Lester. As of the
Annual General Meeting, the members of the
RAC are Dr. Martin Strobel (Chair), Anne Lester,
and Gaëlle Olivier. The RAC held seven formal
meetings in 2023 (2022: nine), which lasted
approximately three hours on average. The
firm's external auditors attended seven
meetings of the RAC in 2023. The meetings of
the RAC may also be attended by other (non-
voting) participants, such as other members of
the Board of Directors or relevant non-members
of the Board of Directors who hold key functions
or responsibilities within the firm. The formal
meetings were complemented by regular and
considerable informal interactions with
management and employees across the firm on
regulatory, legal, conduct and audit-related
matters or projects.
Nomination & Compensation Committee
('NCC')
—
The NCC advises and supports the Board of
Directors in particular with regard to the
determination of the compensation system and
principles. The NCC also supports the Chairman
with regard to the nomination of members of the
Board of Directors and the promotion of
executive officers of the company or its
controlled companies, as applicable. It assesses
the compensation proposals for the company or
its controlled companies with regard to
compliance with the determined principles. It
also prepares the Compensation Report (to be
approved by the Board of Directors) and the
motions on the Board of Directors’ and
executive management’s compensation to be
submitted to the shareholders’ meeting. The
Board of Directors may assign further tasks,
responsibilities, and powers in compensation
and nomination matters to the NCC. Subject to
limitations provided under the law and the
articles of association (available at
www.partnersgroup.com/
articlesofassociation), the NCC is presided over
by an independent Board member.
The members of the NCC are Flora Zhao (Chair),
Anne Lester, and Dr. Martin Strobel. The NCC
held two formal meetings in 2023 (2022: two),
which lasted approximately three to three and a
half hours each, to discuss the annual
compensation for the Board of Directors and the
Executive Team as well as to confirm the overall
compensation policy. The meetings of the NCC
were also attended by other (non-voting)
participants, such as other members of the
Board of Directors and relevant non-members
of the Board of Directors who hold key functions
or responsibilities within the firm. The formal
meetings were complemented by regular and
considerable informal interactions with
management and employees across the firm on
promotion considerations and leadership
development projects.
Client Oversight Committee ('COC')
—
The COC advises and supports the Board and
the Executive Team in major client related
initiatives as well as the development of new
client segments and regions of the Group. The
COC coordinates global marketing and (key)
client activities, drives strategic fundraising
initiatives, and identifies new key product and
fundraising themes. In addition, it oversees the
coverage of the firm’s key client prospects, the
global consultant network, the firm’s global
public relations strategy as well as its advisory
network.
The members of the COC are Urs Wietlisbach
(Chair), Anne Lester, and Steffen Meister.
Furthermore, Stefan Näf, Partners Group
Chairman of Clients, is a non-voting member of
the committee. The COC held seven formal
meetings in 2023 (2022: seven), which lasted
approximately two hours on average. The
meetings of the COC were also attended by
other (non-voting) participants, such as other
members of the Board of Directors and relevant
non-members of the Board of Directors who
hold key functions or responsibilities within the
firm. The formal meetings were complemented
by regular and considerable informal
interactions with management and employees
across the firm on key client-related matters or
projects.
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2023 Annual Report
150
Operations Oversight Committee ('OOC')
—
The OOC advises and supports the Board of
Directors and the Executive Team in major
projects and operationally-focused topics. It
conducts strategic assessments (including
design, setup, and potential pitfalls of key
projects) and reviews and supports execution
by responsible bodies within agreed
parameters.
The members of the OOC are Gaëlle Olivier
(Chair), Steffen Meister, and Martin Strobel. The
OOC was established in the second half of the
reporting year and held its first formal meeting in
2023, which lasted two hours. Going forward,
the chairperson may invite additional
participants to its meetings, who do not need to
be members of the Board of Directors.
Investment Oversight Committee ('IOC')
—
The IOC provides advice and support to the
Board of Directors, the management, and the
Investment Committees on the assessment of
quality and consistency of investment decision-
making processes, the investment performance
achieved, the realization of the projected
appreciation on individual investments, and the
investment risks incurred. It defines global
quality standards and measurement methods
and proposes any measures that may be
required. Furthermore, it oversees the
implementation of ESG initiatives and tracking of
ESG performance for our direct lead assets. The
IOC has appointed Dr. Marcel Erni and Alfred
Gantner as voting members in the Global
Investment Committee ('GIC') of Partners Group
AG. The two IOC voting members have the right
to cast a total of one vote on a particular
transaction. Furthermore, the representatives
have the right to veto an investment decision
taken by the GIC. In the event of a veto, the
investment is no longer pursued.
The members of the IOC are Steffen Meister
(Chair), Dr. Marcel Erni, Alfred Gantner, and
Flora Zhao. Furthermore, Stephan Schäli,
Partners Group’s Chief Investment Officer
('CIO'), is a non-voting member of the
committee. The IOC held four meetings in 2023
(2022: four), which lasted approximately three
hours each. The meetings of the IOC were also
attended by other non-voting members of the
Board of Directors and relevant non-members
of the Board of Directors who hold key functions
or responsibilities within the firm. The formal
meetings were complemented by regular and
considerable informal interactions with
management and employees across the firm on
key investment-related matters or projects.
In addition to the formal committee meetings of
Board of Directors, executive Board members
and the Vice-Chairman of the Board hold regular
informal interactions with select Executive
Team members through the Corporate
Development Committee ('CDC'). The CDC's
role as a formal Board Committee was
discontinued in 2022 and now serves as a forum
through which the Chairman, executive Board
members, and the Vice-Chairman interact with
select Executive Team members with the
purpose of providing advice and mentoring to
the Executive Team on topics of strategic
importance to the firm. Other Board and
Executive Team members can attend in
accordance with the nature of the topics at hand
and the meetings occur on an ad-hoc basis,
typically monthly, and last on average two hours.
Formal meeting attendance
—
The members of the Board are encouraged to
attend all meetings of the Board and the
committees on which they serve. The formal
meetings are also complemented by regular
informal interactions with management and
employees across the firm. In 2023, aggregate
attendance levels amounted to 89% and seven
out of eight Board members attended 75% or
more of the meetings, a threshold viewed as
best practice by shareholders and proxy
advisors.
Dr. Marcel Erni attended fewer than 75% of the
Board meetings in 2023. As an Executive Board
member, Dr. Erni remained heavily engaged in
shaping Partners Group's investment strategy.
He focused on establishing entrepreneurial
governance throughout the firm's portfolio
companies and spent approximately 3 days per
week working on topics related to the firm's
investment committees. In 2023, Dr. Erni
provided feedback on all Board meeting agenda
items prior to the respective Board or committee
meetings which were discussed and taken into
account by the respective meeting attendees.
For 2024, no scheduling conflicts are foreseen
allowing for solid attendance at Board and
Board Committee meetings.
Self-assessment
—
The Board of Directors conducts an annual self-
evaluation across several dimensions. This goes
beyond assessing the efficiency and
effectiveness of its statutory duties and
supervisory tasks. The assessment also takes
into consideration the Board’s contribution to
Partners Group’s growth by evaluating its
impact on investment activities, strategic
projects, human capital management, business,
and corporate development initiatives, as well as
the development of client-related initiatives.
Thereby, the firm’s open, transparent, and
critical Board culture – characterized by an
entrepreneurial spirit and preparedness to
challenge, where appropriate – focuses on
areas in which the Board or Executive Team
believe that the Board or any of its Committees
could further improve.
The self-assessment is in the form of an informal
group meeting where Board members assess
skills and experience, preparation, attendance,
accountability, communication, and contribution
to strategic planning. Overall, the process is
comprehensive and provides each Board
Corporate Governance Report
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151
member with the ability to receive and provide
feedback on the workings of the Board and to
define takeaways to be incorporated in the goals
for the upcoming year. The 2023 assessment
took place following the November 2023 Board
meeting.
The Board self-assessment typically starts with
a review of organizational aspects such as the
structure of sub-committees, external, and
internal communications as well as shareholder
activities. The self-assessment subsequently
focuses on goals to support the firm's strategic
pillars in accordance with the respective Board
Committee's area of responsibility.
In 2023, the Investment Oversight Committee
further improved the board governance review
process for the firm's portfolio companies and
provided support to additionally strengthen the
development of the thematic pipeline and to
enhance the portfolio company performance
monitoring.
The Client Oversight Committee recognized
successes with initiating the launch of several
new open-ended programs. The COC further
acknowledged efforts in the coaching of the
planning and strategy process for the wealth
management initiative and the direct
involvement with the development of several
new major client mandates. Lastly, the COC
discussed the expansion of various regional
strategies.
With the formation of the Operations Oversight
Committee, the Board addressed the desire of
the organization for a centralized authority to
oversee strategic projects concerning the firm's
operations. This committee aims to better
facilitate the dialogue between Executive Team
and Board members and to reduce the number
of individual steering committees. It also
established the objective of preparing the firm
for the future by broadening the use and
adoption of artificial intelligence across the
firm's different business functions.
3.6. Definition of areas of
responsibility
The Board of Directors has delegated the day-
to-day management of Partners Group to the
Executive Team unless provided otherwise by
law, the articles of association (available at
www.partnersgroup.com/articlesofassociation)
or as described below. The Board of Directors
has the right to issue specific rules for this
purpose and to form the respective committees
to determine the principles of the business
policy, the risk policy of the various business
sectors, and the authority and responsibilities of
each of the company’s bodies. The positions of
Chairman of the Board of Directors and of the
Chief Executive Officer are held by separate
people, thus ensuring a system of internal
checks and balances and an independence of
the Board of Directors from the day-to-day
management of the company.
Apart from the inalienable and non-transferable
functions mentioned in the law (Art. 716a Swiss
Code of Obligations) and in the articles of
association (available at
www.partnersgroup.com/
articlesofassociation), the Board of Directors
has a number of additional duties and powers,
namely resolutions regarding essential features
of the group’s organization, all transactions in
connection with real estate (outside of
investment activities), resolutions regarding the
acceptance and renewal of loans/credit
facilities and issuance of guarantees and
sureties (subject to certain thresholds),
resolutions regarding the initiation of and
withdrawal from legal proceedings and
settlement agreements (subject to certain
thresholds), the establishment of employment
conditions and resolutions on employment and
termination (subject to certain thresholds), all
activities pertaining to the share register,
acceptance and handling of audit reports
(internal audit and external audit) and budgets,
and the periodic review of the internal
organization. Responsibilities delegated to the
Executive Team of Partners Group are set forth
in the company’s ROO.
Based on the ROO, the delegated
responsibilities to the Executive Team are
generally the following:
guidelines, competencies, individual
resolutions, and restrictions imposed by
the Board;
Conclusion of transactions subject to
regulations, guidelines, competencies,
individual resolutions, and restrictions
imposed by the Board of Directors;
Establishing subsidiaries and founding
new Group companies (branches);
Developing and issuing directives, policies
and job descriptions for employees to the
extent that such tasks are not reserved for
the Board of Directors;
Employment and termination of
employees;
Initiating legal actions and concluding
settlements up to CHF million p.a. (CHF
500'000 per individual case);
Organization, management, and
implementation of accounting, financial
planning, and reporting, including
preparation of the company’s
management report and annual financial
statements for the attention of the Board
of Directors;
Preparation of the financial plan (budget)
for approval by the Board;
Execution of the Board of Directors’
resolutions;
2.
3.
4.
5.
6.
7.
8.
9.
1.
Direct management as well as continual
monitoring of business activities within the
scope of, and in line with, the regulations,
10. Organizing, assisting, and coordinating the
employment benefit plans;
11.
Organizing insurance management;
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152
12. Organizing risk management as well as
13.
14.
15.
implementing and monitoring the internal
control system and compliance;
Informing the senior management of
relevant resolutions made by the Board of
Directors and the Executive Team;
Proposals for all transactions that have to
be submitted to the Board of Directors;
Exercising the company’s shareholder
rights as a shareholder within group
companies, including the entitlement to
vote on the composition of the members of
management, accepting the annual
financial statements, and matters related
to this.
3.7. Information and control
instruments vis-à-vis the
senior management
The Board of Directors is kept informed of the
activities of the Executive Team through a
number of information and control instruments.
The Executive Team and respective operating
officers with line management functions are in a
regular dialogue with the Chairman of the Board
regarding the general course of business, the
financial situation of the company, and any
developments or events of importance to the
company and its business. In the event of
extraordinary incidents or developments, the
Executive Team notifies the Chairman of the
Board without delay.
Partners Group's risk governance structure8
organization. Partners Group has put in place a
risk governance structure comprising the
following elements and related responsibilities:
Board of Directors
Risk control & audit
Investment risk control
Risk & Audit Committee
Investment Oversight Committee
Financial Risk Oversight
Operational Risk Oversight
Regulatory, Legal, and
Conduct Risk Oversight
Investment Risk Oversight
Internal and External Audit
Executive Team
CEO & CFO
Business Department
Heads & Specialists1)
CEO, CFO &
General Counsel
Financial Risk Management
Operational Risk Management
Regulatory, Legal and
Conduct Risk Management
Investment Committees,
Investment Business Department
Heads & Investment Specialists 2)
Investment Risk Management
processes regarding ongoing risk management
and audit are in place. It advises and evaluates
the effectiveness of group-wide financial
reporting, group-wide internal control systems,
and general risk monitoring. It maintains
continuous independent communication with
the external auditors.
3.7.1.3. Investment Oversight Committee
The IOC advises and supports the Board on
investment risk management and the oversight
of investment and value creation processes
(including efforts to prevent severe setbacks to
Partners Group’s track record and reputation).
The IOC’s responsibilities are described in
further detail in section 3.5 above.
Risk assessment and risk reporting by the Chief Risk Officer
3.7.1.4. Crisis Response Team
The Executive Team submits decisions beyond
the scope of ordinary management or decisions
that carry major implications to the relevant
Board Committee or Board of Directors,
including (but not limited to) decisions
specifically reserved for the Chairman, the
relevant Board Committee, or Board of
Directors.
3.7.1. Risk governance
Partners Group identifies, assesses, manages,
and monitors risks on an aggregate basis for
relevant business activities across the
3.7.1.1. Board
The Board of Directors of Partners Group
Holding AG is responsible for stipulating risk
management and governance principles in line
with its obligations under applicable laws.
3.7.1.2. Risk & Audit Committee
The RAC advises and supports the Board in the
area of audit and risk control, as described in
further detail in section 3.5 above. The RAC has
the responsibility to review the risk profile of
Partners Group and to ensure that appropriate
The Crisis Response Team ('CRT') is a
governing body of the company responsible for
ensuring appropriate organization,
communication, and decision-making during a
crisis. It consists of the Chairperson, the
Chairman of the RAC, two other members of the
Board (as determined by the Board), and the
members of the Executive Team. Upon the
request of the Chairperson, additional persons
with expertise and experience in relation to the
specific crisis can be nominated as ad-hoc
members with voting right (solely Board
members) and/or as non-voting advisors to the
CRT.
8 1) Specialists include Chief Technology Officer, Chief Information Security Officer, etc. 2) Investment Specialists include Chief Investment Officer, Chairman Global Investment Committee, etc.
Corporate Governance Report
2023 Annual Report
153
3.7.1.5. Group Internal Audit
3.7.1.8. Chief Risk Officer
3.8. Risk culture
Group Internal Audit ('GIA') provides
independent, risk-based and objective
assurance, advice and insight, and contributes
to the continuous improvement of the
organization. GIA is independent and reports to
the Chairman of the RAC. GIA works closely with
both the Chairman of the RAC, the Chairman of
the Board, and the Executive Team. The
purpose, scope, authorities, responsibilities,
tasks, and priorities of GIA are regularly
discussed with and approved by the RAC, and
the scope covers the entire organization.
3.7.1.6. Executive Team
The ongoing management of financial,
operational, regulatory, legal, and conduct risk
as well as investment risk management of
Partners Group’s activities is delegated to the
Executive Team of Partners Group Holding
('Executive Team').
The Executive Team reports periodically on the
effectiveness of Partners Group’s risk
management to the Risk & Audit Committee.
3.7.1.7. Investment Committees
The ongoing risk management of Partners
Group’s investment activities is delegated by the
Executive Team to the Investment Committees
as further defined in the Investment Policy
Private Markets.
To support the risk governance bodies set out
above, the Executive Team appoints the Chief
Risk Officer ('CRO'). The CRO’s responsibilities
are as follows:
• Collecting, consolidating, and assessing risk
information from within the organization to
enable the Executive Team to steer the
company to operate within the predefined
risk tolerances and the RAC to review
Partners Group’s risk profile;
• Overseeing and steering the execution of
Partners Group’s risk management process
by monitoring Partners Group’s risk profile,
defining, and procuring the implementation
of adequate systems and methods for risk
supervision, and adjusting such systems and
methods to new business lines and products;
and
Supervising and reporting on the adequacy
and effectiveness of Partners Group’s risk
management setup.
•
The CRO regularly reports to the Executive
Team and the RAC. The CRO has a direct
reporting line to the CEO. The CRO has
unrestricted access to information, locations,
and documents within the scope of its function.
The CRO is supported in his duties by the
Deputy CRO. The Deputy CRO reports to the
Executive Team and the RAC on an as-needed
basis.
Partners Group has a strong risk culture in line
with the purpose and values of the firm as
articulated in the Partners Group Charter. At the
core of Partners Group’s risk culture are the
following elements:
• Good judgment: Partners Group
encourages staff to think about the wider
implications and impact when making
decisions ('connect the dots').
• Compliance culture: Partners Group
fosters a culture of compliance to protect its
reputation as a responsible investment
manager.
• Speaking up: Partners Group fosters a
culture where all staff feel comfortable to
pro-actively speak up about concerns, even
if they relate to their own mistakes, and
highlight things that are believed to be
wrong, as further set out in the Speak-up
Directive.
• Ownership and accountability: Partners
Group expects its staff to take on ownership
('own your business') of their business and
related risks. Individual ownership and
accountability are reinforced through the
Three Lines of Defense model.
• Anticipations: Partners Group expects all
staff to keep abreast of all possible changes
and emerging risks in their respective areas of
ownership and evolve processes and
controls accordingly.
3.9. Risk management
approach
Partners Group’s risk management approach
consists of three key elements: A robust risk
governance framework, a strong and broadly
embedded risk culture, and a comprehensive
risk management process based on a risk
taxonomy tailored to Partners Group’s business
and risk profile.
3.9.1. Enterprise Risk Taxonomy
In order to ensure adequate coverage of
relevant risks, Partners Group operates an
Enterprise Risk Taxonomy ('ERT') which
represents a hierarchical categorization of
relevant risks.
The ERT is organized along the four following
Risk Themes:
•
Finance risks: risks related to our balance
sheet and income statement (e.g.
profitability and liquidity).
• Operational risks: risks related to internal
processes and operations (e.g. currency
hedging, models, service providers,
international marketing, and technology).
• Regulatory, legal, and conduct risks: risks
related to non-adherence to regulations,
laws or internal policies (e.g. market abuse,
data privacy, and money laundering).
Investment risks: risks related to our
investment process and platform (e.g.
•
Corporate Governance Report
2023 Annual Report
154
investment due diligence, ESG, portfolio
management, and semi-liquid products).
A key aspect of the ERT is the definition of Risk
Claims articulating the level and type of risks
Partners Group Risk Framework
Board of Directors
Risk Themes
Risk Categories
Risk Areas
Risk / Controls
Identification &
Assignment
Measurement &
Assessment
Reporting
Enterprise
Risk
Taxonomy
Culture
In the ERT, as illustrated on the right hand-side
of the page, overarching Risk Themes are
decomposed into more specific Risk Categories
and Risk Areas which facilitate risk management
at a more granular level. The lowest level of the
ERT relates to risks and related controls as
covered by Partners Group's Operational and
Financial Internal Control System, which is
described in the Operational Internal Control
System Directive.
Partners Group’s ERT ensures alignment
between the Board, the RAC, the Executive
Team, and individual Risk Category, Risk Area
and Risk/Control Owners, clear assignment of
risk ownership and validation functions as well
as consistency in risk categorization across the
firm.
Under the lead of the CRO, the ERT is reviewed
annually to ensure that it remains up to date.
Partners Group is willing to take in order to
achieve its strategic objectives. Risk Claims
shape the requisite controls and dictate risk
behaviors. Risk Claims for identified Risk
Themes are:
•
Finance risks: we support the development
of our platform and strive for stable revenues
while keeping a strong but light balance
sheet able to sustain difficult market
environments.
• Operational risks: we achieve operational
excellence and therefore have low tolerance
for costly or otherwise consequential
operational errors and incidents.
• Regulatory, legal, and conduct risks: we
protect our reputation as a responsible
investment manager and therefore have
zero tolerance for regulatory and legal fines,
misconduct and resulting financial losses.
Investment risks: we are a recognized
industry leader in investment management
•
and target systemic outperformance for our
clients while keeping low tolerance for overall
negative developments in single investment
programs.
collaborate and communicate effectively on an
ongoing basis.
Enterprise Risk Taxonomy
A second key aspect of the ERT is the clear
definition of individual ownership and
accountability.
•
•
Each Risk Category, Risk Area, and
individual risk is assigned to an individual
owner who is assigned a pre-defined set of
duties and responsibilities (see section
3.9.2).
In addition to risk ownership, the ERT also
sets out validation ownership. Risks are
assessed for their materiality (low, medium,
high) by considering their likelihood and
potential impact across various dimensions.
Typically, risks with high materiality are
assigned a validation function by the
Executive Team and/or the Board which is
assigned a pre-defined set of duties and
responsibilities (see section 3.9.2).
Partners Group reinforces individual ownership
and accountability through the Three Lines of
Defense model to support effective risk
management. The model defines a clear
segregation of duties (and related roles and
responsibilities as further defined in this
Directive) between risk ownership ('line 1'), risk
oversight and validation ('line 1b' and 'line 2'), and
independent assurance ('line 3'). The model
further requests the different 'lines' to
3.9.2. Roles and responsibilities
Risk Category Owners are typically Executive
Team members or Focus Group members.
Responsibilities include:
•
Ensuring that Partners Group operates
within the set Risk Claim for the assigned
Risk Category;
• Determining the Risk Areas and setting Risk
Claims;
• Assigning Risk Area Owners; and
• Assessing reports provided by these Risk
Area Owners and implementing corrective
measures where required.
Risk Category Owners periodically report on the
effectiveness of risk management and controls
Corporate Governance Report
2023 Annual Report
155
to the Executive Team and the Board as part of
the annual risk report by the CRO. Furthermore,
Risk Category Owners provide ad-hoc reporting
in case of material breaches of Risk Claims and
irregularities in line with the Quality Assurance
Directive.
Risk Area Owners are typically Business Unit
Heads or Cell Leaders. Responsibilities include:
•
•
Ensuring that Partners Group operates
within the set Risk Claim for the assigned
Risk Area;
Identifying risks and determining risk
descriptions and Key Risk Indicators;
• Designing, documenting, implementing, and
assigning processes and controls to mitigate
these risks following Operational Excellence
principles;
Taking corrective measures in case Risk
Claims are (at risk of) being breached; and
Staying abreast of internal and external
changes and other factors based on horizon
scanning.
•
•
Risk Area Owners periodically report on the
effectiveness of risk management and controls
to the Risk Category Owner as defined between
Risk Area Owner and Risk Category Owner.
Furthermore, Risk Area Owners provide ad-hoc
reporting in case of material breaches of Risk
Claims and irregularities to the Risk Category
Owner for further discussion on the course of
action.
Risk/Control Owners are typically part of the
operating/ business teams and are responsible
for the day-to-day management of risks and
corresponding controls.
• Assessing quality of corrective measures
taken in case of breach of Risk Claims; and
• Reviewing if identified gaps and/or areas for
improvement are implemented.
Validation Owners typically validate reporting
issued by Risk Owners. In addition, Validation
Owners issue ad-hoc alerts in case they
become aware of material breaches of Risk
Claims and irregularities where these are not
reported and addressed by the respective Risk
Owner.
3.9.3. Identification and designation
The identification of risks and the assessment of
their impact is an ongoing process to ensure all
material risks are known, well understood,
clearly assigned, and pro-actively managed
based on defined standards. The identification
of risks is assigned to the respective Risk
Category Owner and Risk Area Owner,
respectively, as further discussed above.
Upon the identification of a risk, the respective
Risk Category Owner assigns ownership and
approves the related Risk Claim.
Responsibilities include, as further outlined in
the Operational Internal Control System
Directive:
• Operating defined processes and controls
following Operational Excellence principles
to ensure identified risks are effectively
managed;
• Making suggestions on how to increase
effectiveness of controls;
• Alerting Risk Area Owner of issues, (risk of)
breaches, and other irregularities; and
• Reporting on effectiveness of risk
management and controls to Risk Area
Owners.
Validation Owners are typically employees in
Risk Management, Compliance, Corporate
Legal, and other specialized functions. In select
cases Validation Owners are part of operating
business teams with a different reporting line
('line 1b'). They ensure the effectiveness of risk
management and controls as operated by Risk
Owners. Their responsibilities include:
•
Testing the effectiveness of processes and
controls (design and operational
effectiveness testing), following a risk-based
approach using measures such as spot
checks or periodic reviews;
3.9.4. Risk measurement and
management
Risk measurement and management is the
ongoing process involving both the respective
Risk Owner and Validation Owner, where
available, to ensure risks are monitored against
defined Key Risk Indicators and managed in
accordance with defined Risk Claims.
Where necessary, corrective measures (and
escalation) are proactively taken in a timely
manner under the lead of the respective Risk
Owner.
3.9.5. Stress testing
To help assess business resilience, financial, or
other consequential impact and the adequacy of
the risk management practice, stress testing is
periodically conducted. Key tools include:
• Scenario analysis: Risk Owners assess if
defined Risk Claims withstand external
shocks, such as global economic downturns,
or power outages and cyber attacks.
Fire drills: Test of the effectiveness of
decision-making, operations, and controls
across various Risk Areas in the context of a
specific mock threat.
•
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The CRO is responsible for coordinating stress
testing. The Executive Team reviews the result
and mandates corrective measures as and
where appropriate. The RAC is informed on the
conclusions of stress testing activities and
corrective measures taken.
3.9.6. Risk reporting
Risk reporting enables the Risk Owners, the
Executive Team, the RAC, and the Board to
make informed decisions, as appropriate, by
providing insightful analysis on the effectiveness
of risk management and related controls based
on accurate and timely data.
Risk data aggregation and reporting are defined,
mandated and overseen by the CRO with the
support of the respective Risk Owners. In areas
where validation functions have been defined,
these are expected to review the accuracy of
the respective reporting, as appropriate.
On an annual basis, the CRO provides the
Executive Team and the Board with an annual
risk report discussing – inter alia – the key risk
management activities of the respective
calendar year, a risk assessment based on the
ERT (specifically indicating where defined Risk
Claims were not adhered to and corrective
measures taken/planned to be taken), the result
of stress testing, and an outlook on emerging
risks and related activities (horizon scanning).
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4. Executive Team
The table below shows the composition of the Executive Team and the roles of the Executive Team members as of 31 December 2023 (unless indicated differently):
Name
David Layton
Kirsta Anderson9
Sarah Brewer
Roberto Cagnati
Juri Jenkner
Andreas Knecht
Wolf-Henning Scheider
Joined Partners
Group in
Nationality
Birth year
Pillar
(Co)-Leadership
Title/Position
2005
2020
2008
American
American
British
1981
1979
Chief Executive Officer
Chief People Officer, Head Human Resources
1983 Clients
Co-Head Client Solutions
2004
Swiss/Italian
1978 Clients
Chief Risk Officer, Head Portfolio Solutions
2004
2009
2023
German
Swiss
German
1975 Investments
Head Private Infrastructure10
1969
Chief Operating Officer, Co-General Counsel, and Co-Head Legal & Compliance
1962 Investments
Head Private Equity
Executive Team members until 30 June 2023
Hans Ploos van Amstel
Marlis Morin
2020
Dutch
2003
Swiss/Italian
1965
1970
Chief Financial Officer, Head Group Finance & Corporate Development11
Head Client Services12
Executive Team member since 1 January 2024
Joris Gröflin
Esther Peiner
2024 Swiss/Dutch
1977 Finance
Chief Financial Officer13
2015
German
1980
Head Private Infrastructure
4.1. Members of the Executive Team
As also outlined in section 3.6 above, the Board of Directors has delegated the operational management of the company to the extent as permissible by law and the articles of association (available at
www.partnersgroup.com/articlesofassociation) to the Executive Team. The Executive Team manages day-to-day investment and client activities as well as the firm-wide and cross-departmental aspects, such as
human resources, compliance with legal and regulatory requirements, and salary steering.
9 On 31 January 2024, Kirsta Anderson rotated out of the Executive Team into the role of Advisory Partner role. See page 161 for further details.
10 On 1 January 2024, Juri Jenkner rotated out of his role as Head of Private Infrastructure to assume the newly created role role of President.
11 See page 161 for further details.
12 See page 161 for further details.
13 See page 161 for further details.
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158
Professional background and
education of each member of
the Executive Team, including
other activities and functions14
David Layton
Kirsta Anderson
Sarah Brewer
Partner, Chief Executive Officer
Partner, Chief People Officer
Partner, Co-Head Client Solutions
He is the Chief Executive Officer of Partners Group,
based in the firm’s Americas headquarters in Denver,
Colorado. He leads the Executive Team, the Global
Executive Board, and is a member of the Global
Investment Committee. David principally divides his
time between Partners Group's Americas
headquarters in Colorado, USA, and Partners Group's
global headquarters in Zug, Switzerland. He was
previously the Head of Partners Group’s Private Equity
business department and has represented the firm on
the Board of Directors of several of the firm’s portfolio
companies, including Universal Services of America,
Nobel Learning Communities, MicroPoise
Measurement Systems, Cabot Credit Management,
Pacific Bells, and Strategic Partners. David has been
with Partners Group since 2005 and holds a
Bachelor’s degree in Finance from Brigham Young
University's Marriott School of Management, USA.
Until 31 January 2024, she was Partners Group’s Chief
People Officer and Global Head of the Human
Resources business department, based in Zug and
London. She was a member of the Executive Team, the
Global Executive Board, and was also the Co-Chair of
the firm’s Diversity & Inclusion Committee. Prior to
joining Partners Group, she worked at Korn Ferry from
2004 to 2020 where she progressed to the position of
Senior Partner, building and leading their global Culture
Transformation practice. Previously, she led global
client relationships in the telecoms and financial
services sectors and advanced the firm’s talent
management practice. She holds a Master’s degree in
Philosophy of Science from Stanford University,
California, USA, and a Bachelor’s degree in Philosophy
and Sociology from New York University, USA. On 31
January 2024, she rotated out of the Executive Team
into the role of Advisory Partner. See page 161 for
further details.
She is Co-Head of the Client Solutions business
department and Head of Client Solutions for the UK,
based in London. She co-leads Partners Group's
Clients Pillar, is a member of the Executive Team, and
the Global Executive Board. She has been with
Partners Group since 2008. Prior to joining Partners
Group, she worked at Bloomberg LP. She holds a
Bachelor's degree in Philosophy, Politics, and
Economics from the University of Oxford, UK.
14 All titles are reflective of the Executive Team members’ roles and titles as of 31 December 2023.
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Roberto Cagnati
Juri Jenkner
Andreas Knecht
Wolf-Henning Scheider
Partner, Chief Risk Officer, Head Portfolio Solutions
Partner, Head Private Infrastructure
Partner, Chief Operating Officer, Co-General Counsel,
and Co-Head Legal & Compliance
Partner, Head Private Equity
He is Partners Group’s Chief Risk Officer and Head of
the Portfolio Solutions business department, based in
Zug. He co-leads the firm's Clients Pillar, is a member of
the Executive Team, the Global Portfolio Committee,
the Global Executive Board as well as Deputy
Chairman of the Private Markets Relative Value
Committee. He has been with Partners Group since
2004. Prior to joining Partners Group, he worked at
Deutsche Bank Asset Management and Credit Suisse
Private Banking in the alternative investment space. He
holds a Master’s degree in Economics with a
specialization in Statistics and Financial Markets from
the University of Konstanz, Germany.
Until 31 December 2023, he was Co-Head of
Investments and Head of the Private Infrastructure
business department, based in Zug. He co-leads
Partners Group's Investments Pillar and is a member of
the Executive Team and the Global Executive Board.
He is also a member of the Global Investment
Committee, the Private Markets Relative Value
Committee, and the Corporate Development
Committee. Previously, he served as Co-Head of the
Private Debt business department and Head of the
European Private Debt business unit. He has been with
Partners Group since 2004. Prior to joining Partners
Group, he worked at Privatbankiers Merck Finck & Co.
He holds a Master's degree in Finance from the
Lorange Institute of Business Zurich, Switzerland. He is
also a Certified European Financial Analyst. On 1
January 2024, he rotated out of the Head of Private
Infrastructure role to assume the newly created role of
President while remaining Co-Head of Investments. He
will also act as Chair of the Partners Group's Private
Infrastructure business.
He is the Chief Operating Officer and Co-General
Counsel of Partners Group, based in Zug. He leads the
firm's Operations Pillar, is Co-Head of the Legal &
Compliance business department, and is a member of
the Executive Team and the Global Executive Board.
He has been with Partners Group since 2009. Prior to
joining Partners Group, he worked as an attorney at a
number of different law firms, including Niederer Kraft
& Frey, advising corporate clients in M&A and financing
matters, and as co-lead at Man Group's Continental
Europe legal team. He holds a Master’s degree in Law
from the University of Zurich, Switzerland and an LLM
from New York University, USA. He is admitted to the
Swiss bar.
Wolf-Henning Scheider is Co-Head of Investments and
Head of the Private Equity business department, based
in Zug. He co-leads Partners Group's Investments
Pillar, is the Head of the Private Equity Technology
business unit and is a member of the Executive Team,
the Global Executive Board, the Private Markets
Relative Value Committee, and the Thematic Relative
Value Committee. Prior to joining Partners Group, he
worked at ZF Group from 2018 to 2023, a global
technology company, as the Chairman of the Board of
Management and CEO, and was also responsible for
Research & Development and Sales. He also worked at
MAHLE Group from 2015 to 2018 where he served as
Chairman of the Management Board and CEO, as well
as at Robert Bosch GmbH, where he held various roles
amongst others such as the CEO of the Car Multimedia
Division and the Gasoline Systems Divisions.
Afterwards, he was appointed as Member of the Board
of Management and later on took over the overall
responsibility for the activities of the Automotive
Group. He holds degrees in Business Administration
from Saarland University, Germany and RWTH Aachen
University, Germany.
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Organizational changes to senior
management
—
Partners Group reviews its organizational
structure on an ongoing basis and implements
adjustments whenever necessary to support
and enable the continued successful growth of
its investment platform for the benefit of the
firm’s clients and shareholders, while ensuring
continuity and stability in its core leadership
team.
Continuing with this approach, the firm
announced on 12 July 2022 the hiring of Wolf-
Henning Scheider as Partner and Head of
Private Equity. Mr. Scheider joined Partners
Group in January 2023 and subsequently joined
the firm's Executive Team on 9 March 2023.
On 24 May 2023, the firm also announced the
transition of Hans Ploos van Amstel from the
Chief Financial Officer role into an Advisory
Partner function with effect as of 30 June 2023.
Mr. Ploos van Amstel joined Partners Group in
2020 with the mandate to modernize the firm's
finance function after a period of significant
growth. Following the completion of his
assignment, he transitioned to the role of
Advisory Partner. In his new role, Mr. Ploos van
Amstel provides consultancy services to
Partners Group and select portfolio companies.
For further details on Hans Ploos van Amstel
(professional background, education, etc.)
please refer to page 180, within Section 4.1
Members of the Executive Team, of the
Corporate Governance Report 2022, included
in the Annual Report 2022 (available at
www.partnersgroup.com/annualreport2022).
The firm furthermore announced on 24 May
2023 that Marlis Morin would transition out of
the Executive Team and the day-to-day
management of Client Services with effect as of
30 June 2023 but would remain a Partner of the
firm. Ms. Morin has spent a total of 20 years to
date with Partners Group in several leadership
roles. Since 2014, she has been responsible for a
period of growth and successful transformation
for Client Services. Ms. Morin also launched
Partners Group's Manila office in 2016, creating
a services and operations hub to complement its
Singapore office. For further details on Marlis
Morin (professional background, education,
etc.) please refer to page 180, in section 4.1
Members of the Executive Team, of the
Corporate Governance Report 2022 (available
at www.partnersgroup.com/annualreport2022).
On 30 June 2023, Partners Group announced
the appointment of Joris Gröflin as Partner and
Chief Financial Officer and member of the
Executive Team. Mr. Gröflin joined Partners
Group on 1 January 2024 taking over
responsibility from Manuel Ottinger and Philip
Sauer, who co-led the function ad interim. Mr.
Gröflin brings more than 20 years of experience,
primarily across a variety of finance functions at
leading Swiss industry groups. Previously, Mr.
Gröflin was CFO and a member of the Executive
Board at Axpo Holding AG. Prior to that, he held
management roles at Rieter Holding AG, serving
as CFO and as a member of the Group
Executive Committee. Earlier on in his career,
Mr. Gröflin worked in various roles at Kearney.
On 7 December 2023, Partners Group
announced three further changes to the
Executive Team. Juri Jenkner, Partner, took on
the newly created role of President of Partners
Group on 1 January 2024. In this role, Mr.
Jenkner will drive the execution of corporate
and business development initiatives, working
closely with the Chief Executive Officer and
Executive Chairman. He will remain a Global
Investment Committee member and Co-Head of
Investments, with overall responsibility for the
firm's infrastructure, real estate, and private
credit businesses. Mr. Jenkner will also act as
Chair of Partners Group's Private Infrastructure
business.
Esther Peiner, Partner, became Head of Private
Infrastructure, and joined the Executive Team
on 1 January 2024. Ms. Peiner joined Partners
Group in 2015 and is a member of the Private
Infrastructure and Global Investment
Committees. She is a member of the Board of
Directors of the firm's portfolio companies
EOLO, atNorth, Lifelink, and CapeOmega. In her
new role, she will assume operational
responsibility for Partners Group's
infrastructure business, reporting into Mr.
Jenkner.
Kirsta Anderson, Partner and Chief People
Officer, transitioned into an Advisory Partner
function and rotated out of the Executive Team
on 31 January 2024. Ms. Anderson joined
Partners Group in 2020 to lead a cultural
transformation designed to support the firm's
continued growth and embed its HR Talent
strategy into the broader Executive Team
mandate. With the conclusion of the project, Ms.
Anderson will continue to provide advisory
services to Partners Group on employee
engagement-related topics as well as to
portfolio companies.
There are no additional changes to the
composition of the Executive Team.
4.2. Other activities and
vested interests
Other activities outside of Partners Group, if any,
of members of the Executive Team are listed in
section 4.1 for each respective member. None of
the members of the Executive Team hold
permanent management or consultancy
functions for important Swiss or foreign interest
groups, and none of the members have official
functions or hold political posts. None of the
members of the Executive Team have carried
out tasks for Partners Group prior to joining the
firm.
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161
4.3. Number of mandates
pursuant to the Swiss Code of
Obligations
In accordance with Art. 626 para. 2 item 1 Swiss
Code of Obligations and Art. 29 of the articles of
association (available at
www.partnersgroup.com/
articlesofassociation), each member of the
Executive Team may assume a maximum of five
additional mandates in companies that pursue
an economic purpose, which includes a
maximum of three additional mandates in listed
companies. For the definition of the term
'mandates' and for mandates exempt from this
limitation, see section 3.3 above.
4.4. Management contracts
Partners Group has not entered into any
management contracts with third parties for the
exercise of executive management functions.
4.5. Global Executive Board
The Executive Team is supported by a global
leadership team comprising Partners and
Managing Directors as well as senior managerial
employees of different departments/units and
regions across the firm’s offices in Denver, New
York, London, Singapore, Manila, and Sydney, as
well as its headquarters in Zug, Switzerland.
Internally referred to as Global Executive Board,
the team works closely with the firm’s Executive
Team on a consulting basis without decision
authority. Executive Team members are also
members of the extended Global Executive
Board.
5. Compensation,
shareholdings, and loans
5.1. Principles, content, and
method of determining the
compensation
Pursuant to Art. 734 and 734b of the Swiss Code
of Obligations, all compensation paid in 2023 to
the members of the Board of Directors and the
Executive Team, and the outstanding loans, if
any, granted to the members of the Board of
Directors and the Executive Team, are disclosed
in the Compensation Report 2023. In the
Compensation Report 2023, the firm outlines its
compensation principles, components, and
method. The Compensation Report can be
found in the Annual Report 2023 or on the firm’s
website available at: www.partnersgroup.com/
financialreports.
The shareholders individually approve, each
year at the Annual General Meeting, the motions
of the Board of Directors with regard to: (i) the
maximum total short-term compensation for the
Board of Directors for the period until the next
ordinary annual shareholders’ meeting; (ii) the
maximum total long-term compensation for the
Board of Directors for the preceding term of
office; (iii) the maximum total Technical Non-
Financial Income for the Board of Directors for
the preceding term of office; (iv) the maximum
total short-term compensation for the Executive
Team for the following fiscal year; (v) the
maximum total long-term compensation for the
Executive Team for the preceding fiscal year,
and (vi) the maximum total Technical Non-
Financial Income for the Executive Team for the
preceding fiscal year.
For further details on the compensation
approval, general compensation principles, and
the form of compensation please refer to
Articles 35-37 of the articles of association
(available at www.partnersgroup.com/
articlesofassociation), as well as the
Compensation Report.
5.2. Loans
Members of the Board of Directors and
Executive Team may apply for loans and fixed
advances, subject to an internal review and
approval process. Such loans are made on
substantially the same terms as those granted to
other employees, including interest rates and
collateral.
Pursuant to Art. 735c Swiss Code of
Obligations, the principal amount of loans and
credits for members of the Board of Directors
and the executive management must be fixed in
the articles of association in order to allow the
company to grant such loans and credits to
members of the Board of Directors and the
Executive Team. Art. 27 and Art. 31 of Partners
Group’s articles of association (available at
www.partnersgroup.com/articlesofassociation)
state that the members of the Board of Directors
and Executive Team may be granted loans,
credits, and provided collateral up to certain
limits at arm’s length conditions.
There were no loans outstanding as of 31
December 2023 for the Board of Directors and
the Executive Team (refer to sections 2.7 and
3.5 in the compensation report).
6. Shareholders’
participation
6.1. Voting rights and
representation measures
With the exception of the treasury shares held
by the company, each share entitles the
shareholder to one vote. The shareholders who
are entitled to attend shareholders’ meetings
and to exercise voting rights are those recorded
with voting rights in the share register as of a
qualifying date prior to the shareholders’
meeting set by the Board of Directors.
Registration in the share register with the
attached voting rights is restricted by the limits
on transferability and nominee registration as
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2023 Annual Report
162
set forth in section 2.6. All registered
shareholders are invited to attend shareholders’
meetings. If they do not wish to attend,
shareholders may be represented at the
shareholders’ meeting either (i) by a legal
representative who needs not be a shareholder
or (ii) an independent proxy. The Board of
Directors issues further rules in relation to
attendance and representation at shareholders’
meetings, including the electronic issuance of
proxies and instructions to the independent
proxy.
6.2. Quorums
The following resolutions of the shareholders’
meeting require at least two-thirds of the
represented votes and the absolute majority of
the represented nominal share value (see Art. 18
of the articles of association, available at
www.partnersgroup.com/
articlesofassociation):
•
•
the cases listed in Art. 704 para. 1 of the
Swiss Code of Obligations, and
the reversal or amendment of the transfer
restrictions (see section 2.6 for details in
relation to such restrictions).
In addition, the law provides for a qualified
majority for other resolutions, such as a merger
or demerger.
6.3. Convocation of the
general meeting of
shareholders
The Annual General Meeting takes place within
six months of the close of the financial year.
Shareholders receive an invitation to each
general meeting of shareholders (Annual
General Meeting and extraordinary general
meeting, if any) including detailed descriptions
of the items to be discussed and the motions of
the Board of Directors no later than 20 days
before the date of the respective general
meeting. In 2024, the annual general meeting of
shareholders is scheduled for 22 May.
For further details on the process for the
convocation of general meetings (which does
defer from the statutory rules) please refer to
Art. 13 and 14 of the articles of association
available at www.partnersgroup.com/
articlesofassociation).
The shareholders' meeting is called by the
Board of Directors or, where required, by the
auditors, the liquidators, or the representative
bondholders. Shareholders representing at
least 5% of the share capital or the votes may at
any time request that a shareholders’ meeting
be called. The request must be submitted in
writing at least 45 days ahead of the meeting by
stating the items on the agenda and the motions
to be introduced by the shareholders.
6.4. Inclusion of items on
the agenda
7. Changes of control and
defense measures
Shareholders representing at least 0.5% of the
share capital or the votes may request that an
item or the inclusion of motions relating to items
be placed on the agenda at a shareholders’
meeting, provided such request is received by
the Board of Directors in writing no later than 45
days prior to the meeting by stating the items on
the agenda and the motions to be introduced by
the shareholders. Shareholders may submit a
brief statement of reasons together with the
request for the inclusion of an item on the
agenda or the motion. These must be included in
the notice of the shareholders' meeting.
6.5. Entries in the share
register
The general rules for registration as a
shareholder apply as described in sections 2.4
and 2.6. The qualifying date for the registration
of shares is defined by the Board of Directors for
every shareholders' meeting.
7.1. Opting-out
Partners Group has elected to opt out of the rule
that an investor acquiring 33 1/3 % of all voting
rights has to submit a public offer for all
outstanding shares (so called opting-out).
7.2. Clauses on change of
control
The contracts with the members of the Board of
Directors and the Executive Team do not
contain any change of control clauses.
In particular, no protection measures, such as
•
•
•
•
•
•
severance payments in the event of a
takeover ('golden parachutes');
special provisions on the cancellation of
contractual arrangements;
agreements concerning special notice
periods or longer-term contracts where they
exceed 12 months (in line with the Swiss
Code of Obligations);
the waiver of lock-up periods (e.g. no options
that can be exercised with immediate effect);
shorter vesting periods/accelerated vesting;
and/or
additional contributions to pension funds
Corporate Governance Report
2023 Annual Report
163
exist that protect the above-mentioned persons
by certain contractual conditions against the
consequences of takeovers.
8. Auditors
8.1. Duration of mandate and
term of office
The consolidated financial statements and the
statutory accounts of Partners Group Holding
AG are audited by KPMG AG. The statutory and
group auditors are elected for a one-year period
at the annual general meeting of shareholders
and were re-elected at the Annual General
Meeting 2023. KPMG AG was first elected
statutory and group auditor on 21 November
2001. The lead auditor, Thomas Dorst, has been
in charge of the mandate since 10 May 2017 and
is subject to a seven-year rotation interval.
8.2. Auditing fees
In the financial year 2023, KPMG AG and other
KPMG companies received a total of CHF 2.1
million (2022: CHF 2.0 million) for audit services.
8.3. Additional fees
auditors were also involved in evaluating findings
on risk factors and processes.
In addition, KPMG AG and other KPMG
companies received CHF 0.1 million (2022: CHF
0.1 million) in fees for consulting services (tax,
regulatory, and IFRS) rendered to Partners
Group and its subsidiaries in the financial year
2023.
8.4. Oversight of the external
auditors
The Board of Directors is responsible for the
acceptance and processing of the reports from
the statutory and group auditors. In doing so, the
Board of Directors is supported by the Risk &
Audit Committee, which periodically interacts
with and monitors the qualification,
independence, and performance of the external
auditors.
Based on the constant dialogue with KPMG AG
and its annual presentation to the Board of
Directors evaluating all audit findings, the Risk &
Audit Committee conducts its assessment. This
assessment further includes oral and written
statements made by KPMG AG throughout the
year concerning individual aspects or factual
issues in connection with accounting matters
and the audit. During the 2023 financial year, the
external auditors participated in seven meetings
of the Risk & Audit Committee in order to discuss
audit processes as well as regulatory guidelines
and monitoring. Among others, the external
Key factors in assigning the external audit
mandate to KPMG AG were:
• Detailed audit budget proposal containing
expected hours and the relevant hourly rate;
• Comprehensive debriefing after completion
of audit, during which suggestions for
improvement are discussed from both sides;
• Quality of service provided;
•
•
•
International expertise in regard to audit and
accounting;
Independence and reputation of the audit
firm;
Industry knowledge and qualifications;
• Competitive fees.
The Risk & Audit Committee reviews and
assesses the auditor’s performance on an
annual basis. The Risk & Audit Committee also
verifies that any additional services of the
auditors not relating to the audit services are
provided within the independence requirements
pursuant to Swiss law. The reports and
presentations made by external auditors, the
discussions in the meetings, and the expertise
form the basis for the assessment of the
external auditors' performance and the fees
paid for the audit services provided. In this
context and in the spirit of upholding good
corporate governance, Partners Group
periodically conducts appraisals of the audit
mandate, in which budget issues, in particular,
are reviewed to ensure audit fees are kept at a
competitive level in the best interests of
shareholders.
Please also refer to section 3.5 concerning the
Risk & Audit Committee.
8.5. Proposal for a new auditor
starting in 2025
In 2022, Partners Group launched a Request for
Proposal process to select a new auditor for the
firm which concluded at the end of 2023. The
Risk & Audit Committee has been actively
engaged throughout the process, and has run a
competitive, transparent, and fair tender
process to select the new auditor. The Board
and Risk & Audit Committee have decided to
propose PricewaterhouseCoopers AG to the
shareholders at the 2025 AGM for voting and
ratification. The new auditor will be responsible
auditor starting with the fiscal year 2025.
9. Information policy
As a company with its shares listed on the SIX
Swiss Exchange AG, Partners Group is
committed to pursuing an open, transparent,
and consistent communication strategy vis-à-vis
its shareholders as well as the financial
community.
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164
Key dates for 2024 are as follows:
Event
Announcement of AuM as of 31 December 2023
Publication of Financial Results as of 31 December 2023
Annual General Meeting of shareholders
Ex-dividend date
Dividend record date
Dividend payment date
Announcement of AuM as of 30 June 2024
Date
11 January 2024
19 March 2024
22 May 2024
24 May 2024
27 May 2024
28 May 2024
11 July 2024
Publication of Interim Financial Results & Report as of 30 June 2024
3 September 2024
Partners Group’s Interim and Annual Reports
are available for download on the website at
www.partnersgroup.com/financialreports.
The Company's publication gazette is the Swiss
Official Gazette of Commerce (Schweizerisches
Handelsamtblatt). The Board of Directors may
designate additional publications. Convocation
of shareholders' meetings and notifications to
shareholders may also be made in writing by
letter or by email to the addresses recorded in
the share register.
Partners Group also distributes all current news
via regular press releases and price sensitive
information via ad-hoc announcements. All
published press releases and ad-hoc
announcements are available on the website at
www.partnersgroup.com/pressreleases.
To receive all information automatically upon
publication via email, shareholders and other
interested parties may subscribe to press
releases and ad-hoc announcements at
www.partnersgroup.com/subscribe.
Partners Group’s Compensation Report
outlining the 2023 compensation for the Board
of Directors and Executive Team can be found
on the Partners Group website at
www.partnersgroup.com/financialreports or in
the 2023 Annual Report.
For all investor inquiries Philip Sauer can be
reached as follows:
Philip Sauer
Zugerstrasse 57
6341 Baar-Zug
Switzerland
T: +41 41 784 66 60
Email: shareholders@partnersgroup.com
Headquarters:
Zugerstrasse 57
6341 Baar-Zug
Switzerland
www.partnersgroup.com
10. Quiet periods
In line with Partners Group’s Personal Account
Dealing Directive (issued by the Executive
Team), Partners Group imposes upon its
employees market conduct rules related to
personal securities transactions: e.g. disclosure,
pre-approval, and trading restriction
requirements. These rules are designed to
protect Partners Group and its employees.
Partners Group allows its employees to transact
in 'PGH Securities' defined as: Partners Group
Holding AG listed shares and options written on
Partners Group Holding AG listed shares and
listed debt instruments issued by Partners
Group Holding AG or any subsidiary.
All Partners Group’s employees are only allowed
to transact in PGH Securities during two order
windows per calendar year (each an 'Order
Window') following the public announcement of
Partners Group Holding AG financial results.
In addition, independent Board members of
Partners Group Holding AG are also only
allowed to transact in PGH Securities during the
same two Order Windows.
Order Windows take place after annual financial
results and interim financial results are
communicated, on the following dates for 2024:
Public announcement
Order Window
Annual financial results
20 March - 25 May
Interim financial results
4 September - 18
November
While all orders must be placed within an Order
Window, the term of an order can run beyond, i.e.
execution of the order can take place until six
months after the end of the Order Window. Any
orders not executed within this timeframe
automatically expire. After an Order Window
closes, no adjustments to orders are permitted,
including terminating the order.
During the reporting 2023 year, all decisions
made by Partners Group employees in regards
to PGH Securities were made within the
prescribed Order Windows (i.e. no exceptions
were granted).
The Chairman or the Vice Chairman of the Board
together with the General Counsel or his deputy
have the authority to amend or terminate an
Order Window.
Corporate Governance Report
2023 Annual Report
165
If Partners Group’s employees are in the
possession of price sensitive, non-public
information in respect to PGH Securities due to
the work they do, they will be added to an insider
list, prohibiting them from trading in PGH
Securities.
11. Non-applicability/
negative disclosure
It is expressly noted that any information not
contained or mentioned herein is non-applicable
or its omission is to be construed as a negative
declaration (as provided for in the SIX Exchange
Regulation Corporate Governance Directive
and the Commentary thereto).
2023 Annual Report
166
Contacts
Shareholder relations contact
shareholders@partnersgroup.com
Media relations contact
media@partnersgroup.com
www.partnersgroup.com/en/linkedin/
www.partnersgroup.com
Zug
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