Group structure and shareholders

Operational group structure of SoftwareOne Holding AG

The operating business of SoftwareOne is conducted through SoftwareOne Holding AG’s subsidiaries (operating legal entities). Detailed information on group companies is provided in Note 28 to the group financial statements. SoftwareOne Holding AG, the group’s ultimate parent company, is incorporated and domiciled in Switzerland with registered offices at Riedenmatt 4, 6370 Stans. The company is listed on the SIX Swiss Exchange under the ticker symbol ‘SWON’ (Swiss security number: 49645150, International Security Identification Number ‘ISIN’: CH0496451508) and reports in accordance with the IFRS Accounting Standards.

As at 31 December 2023, SoftwareOne held 4,462,167shares (corresponding to 2.81% of the company’s total share capital) in treasury. The market capitalisation of SoftwareOne as at 31 December 2023 amounted to CHF 2.5 billion.

The holding is organised into a two-tier structure with the BoD setting the strategic direction of SoftwareOne, appointing and overseeing key executives, approving major transactions and investments and ensuring proper financial reporting and controls. The structure of the BoD and the EB is discussed in more detail in sections Board of Directors and Executive Board. The operational management is delegated to the EB.

The group is organised into the two business lines Software & Cloud Marketplace and Software & Cloud Services, collectively Software & Cloud Solutions.

Shareholders

The disclosure notifications of significant shareholders and groups of shareholders holding 3% or more of the voting rights as at 31 December 2023:

Shareholder/group of shareholders

Shares held

% of voting rights

 

 

 

Dr. Daniel M. von Stockar- Scherer-Castell, Naxxar, Malta 1)

17,517,529

11.05 %

B. Curti Holding AG 1),2)

16,031,853

10.11 %

René Gilli, Emmetten, Switzerland 1)

12,449,637

7.85 %

UBS Fund Management 3)

8,022,013

5.06 %

Pictet Asset Management SA 4)

7,482,094

4.85 %

1) Messrs Curti, von Stockar and Gilli have entered into a shareholder agreement and form a group for purposes of Swiss disclosure rules and regulations, controlling 29 % of voting rights, as per the information posted on SIX Exchange. The representative of this group of shareholders is Dr. Beat Curti, Erlenbach, Switzerland.

2) B. Curti Holding AG, Sarnen, Switzerland, is the direct shareholder of the shares which are indirectly controlled by Dr. Beat Alex Curti, Erlenbach, Switzerland.

3) Based on the disclosure notification published on 12 March 2022.

4) Based on the disclosure notification published on 25 July 2023.

Individual notifications that were published during the year under review are available on the SIX Exchange Regulation webpage.

Cross-shareholdings

As at the date of publication of this Annual Report, the company is not aware of cross-shareholdings exceeding 5% of the capital or voting rights.

Capital structureIntroduction

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