27 Equity

Share capital

As approved by the shareholders at the General Meeting of Swiss Life Holding (SLH) on 6 May 2010, a reduction in the par value of CHF 2.40 per registered SLH share was effected in 2010 (2009: CHF 5 per registered share). The payout took place on 29 July 2010 and led to a reduction in the share capital of SLH of CHF 77 million (2009: CHF 160 million).

On 7 May 2009, the General Meeting of Shareholders authorised the Board of Directors to cancel the 3 003 500 SLH shares bought back through a second trading line as part of the share buyback programme. The reduction in share capital due to the share cancellation amounted to CHF 51 million.

No convertible bonds were converted in 2010 or in 2009.

As at 31 December 2010, the share capital of SLH consisted of 32 081 054 fully-paid shares with a par value of CHF 9.60 each. In exercising voting rights, no shareholder can collect more than 10% of the total share capital directly or indirectly in respect of own shares or shares they represent. As at 31 December 2009, SLH had 32 081 054 registered shares with a par value of CHF 12 per share. Conditional share capital was CHF 22 650 105.60 as at 31 December 2010 (2009: CHF 28 312 632.00).

Share premium

Share premium comprises additional paid-in capital in excess of the par value (net of transaction costs), gains/ losses on own equity instruments and equity compensation benefits.

Due to the reduction in the par value of CHF 2.40 per registered SLH share in 2010 (2009: CHF 5 per registered SLH share), an amount of CHF 0.4 million was credited to share premium in respect of treasury shares (2009: CHF 1 million).

In 2009, the reduction in share premium due to the cancellation of the SLH shares bought back through a second trading line amounted to CHF 635 million.

Number of shares

The following table shows the development of SLH shares issued and treasury shares held by the Swiss Life Group during the period:

Number of shares  
  2010 2009
 
Shares issued
 
Balance as at 1 January
  32 081 054 35 084 554
Cancellation of treasury shares
  –3 003 500
Balance as at end of period
  32 081 054 32 081 054
 
Treasury shares
 
Balance as at 1 January
  232 158 4 619 466
Purchases of treasury shares
  11 217 1 965 033
Sales of treasury shares
  –74 819 –3 348 841
Cancellation of treasury shares
  –3 003 500
Balance as at end of period
  168 556 232 158


Foreign currency translation differences

Foreign currency translation differences comprise the resulting differences arising on the translation of assets, liabilities, income and expenses of Group entities denominated in foreign currencies into Swiss francs.

Gains/losses recognised directly in equity

Gains/losses recognised directly in equity comprise fair value changes of available-for-sale investments, revaluation surpluses on the transfer of owner-occupied property to investment property and the effective portion of the gain or loss on hedging derivatives in qualifying cash flow hedges. These amounts are net of certain policyholder bonuses and other policyholder liabilities and deferred acquisition costs, deferred income taxes and non-controlling interests.

Amounts recognised directly in equity for the year 2010
In CHF million  
  Gains/losses recognised directly in equity


Notes 
Foreign currency
translation
differences

Financial assets
available for sale

Cash flow
hedges


Other


Total
Net balance as at 1 January
  –216 232 –273 –41
Gains/losses arising during the period
  –596 917 917
Hedging gains/losses arising during the period
9  44 2 2
Revaluation surplus on owner-occupied property transferred to investment property
17  3 3
Gains/losses transferred to the income statement
8  –321 232 –89
Effects of
 
policyholder participation
  –355 –133 –488
shadow accounting
  –62 36 –26
income tax
  –1 –35 0 –25 –60
disposals of subsidiaries
  0
foreign currency translation differences
  –7 –2 –9
non-controlling interests
  7 0 0 0
Net balance as at end of period
  –762 369 2 –162 209


Amounts recognised directly in equity for the year 2009
In CHF million  
  Gains/losses recognised directly in equity


Notes 
Foreign currency
translation
differences

Financial assets
available for sale

Cash flow
hedges


Other


Total
Net balance as at 1 January
  –195 –89 –356 –445
Gains/losses arising during the period
  –22 1 689 1 689
Share of gains/losses of associates
16  0 0
Gains/losses transferred to the income statement
8  –321 241 –80
Effects of
 
policyholder participation
  –933 –54 –987
shadow accounting
  12 –76 –64
income tax
  3 –125 –28 –153
disposals of subsidiaries
  1
foreign currency translation differences
  –1 –1
non-controlling interests
  –3 0 0 0
Net balance as at end of period
  –216 232 –273 –41


The gains/losses transferred to the income statement of CHF 232 million in 2010 (2009: CHF 241 million) shown in “Other” relate to financial assets reclassified to loans and receivables.

Retained earnings

Retained earnings comprise accumulated retained earnings of the Group entities which have not been distributed to the shareholders. The distribution of profit is subject to restrictions in the various jurisdictions where the Group entities are located.

The Group’s insurance subsidiaries are subject to regulatory restrictions on the amount of dividends, cash loans and advances which can be remitted to the Group. Certain foreign jurisdictions have restrictions that allow the payment of dividends but may cause a delay in their remittance. Dividends payable are not accrued until they have been ratified at the General Meeting.

 
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