Group Structure
Scope of consolidation
Sika AG, headquartered in Baar, canton Zug, is the only listed Sika company. The Sika AG bearer shares are listed on SIX Swiss Exchange under security no. 58797. In 2011 the Sika Group encompassed unlisted subsidiaries in 76 countries. In the scope of consolidation 130 companies are included. Companies
of which Sika holds less than 50% of shareholder votes are not consolidated. These are namely Sika Saudi Arabia LLC, the part GmbH joint venture in Germany as well as Addiment Italia S.r.l. Detailed information on Group companies can be found in the Annual Report 2011 on page 128 ff.
Group Management
The heads of the central services finance, operations as well as research and development are likewise members of Group Management, which consists of 14 members. All Group business is consolidated in Sika AG, the holding company, itself in turn under the supervision of the Board of Directors. The organizational
structures are presented in the Annual Report 2011 on pages 43 to 49 of
this Report.
Regional Management
Sika conducts its worldwide activities according to countries that have been classed into Regions with area-wide managerial functions. The heads of the Regions are members of Group Management. The regional and national management teams bear full profit and loss responsibility, and – based on the Group strategy – set country-specific growth and sustainability targets, and allocate resources.
Four Customer Groups
Sika has geared its internal organization toward four customer groups from the construction industry or from industrial manufacturing. These four customer groups are represented in Group Management as well as in the regional management teams and those of the individual countries. The relevant managers are responsible for the definition and launch of new products, the implementation of demonstrated best practices, and the product-line and pricing policies for Group products, i.e. those offered worldwide rather than only within a particular country.
Capital Structure
At December 31, 2011, capital stock totaled CHF 1 524 106.80. This was divided into 2 151 199 bearer shares, each with a nominal value of CHF 0.60, and 2 333 874 registered shares, each having a nominal value of CHF 0.10. All shares earn the same dividend, with payout adjusted according to nominal value. One share represents one vote. In addition, there is CHF 155 893.20 in contingent capital, unrestricted in time, comprising 259 822 bearer shares with a per-share nominal value of CHF 0.60.