AI Content Chat (Beta) logo

page 108 offer more details regarding the structure of the Group. All unlisted subsidiaries are wholly-owned, unless otherwise indicated in notes 3 and 4 to the statutory financial statements mentioned above. READ MORE 2021 Financial report ▸ page 40 1.2 Significant shareholders To the knowledge of the Company, the following shareholders were the only beneficial shareholders holding more than 3% of the share capital of Givaudan SA as at 31 December 2021 (or as at the date of their last notification under article 20 of the Stock Exchange Act): Significant shareholders 2021 in % Beneficial owners William H. Gates III and Melinda French Gates 13.86 BlackRock, Inc. 5.06 MFS Investment Management 4.99 READ THE NOTIFICATIONS www.ser-ag.com ▸ en ▸ Resources ▸ Notifications market participants ▸ Significant shareholders The Company has not entered into any shareholder agreements with any of its significant shareholders. 1.3 Cross-shareholdings The Company does not have any cross-shareholdings with any other company. 2. Capital structure 2.1 Capital on the disclosure deadline Ordinary share capital As at 31 December 2021, the Company’s ordinary share capital amounted to CHF  92,335,860 fully paid in and divided into 9,233,586 registered shares with a par value of CHF 10.00 each. The market capitalisation of the Company at 31 December 2021 was CHF 44,247,344,112. 2.2 Authorised and conditional capital in particular Authorised share capital The Company does not have any authorised share capital. Conditional share capital As per article 3b of the Company’s Articles of Incorporation, the Company’s share capital can be increased by: – issuing up to 463,215 shares (CHF 4,632,150) through the exercise of option or conversion rights granted in connection with bond issues of Givaudan SA or a Group company – issuing up to 161,820 shares (CHF 1,618,200) through the exercise of option rights granted to employees and/or the members of the Board of Directors of the Group – issuing up to 123,163 shares (CHF 1,231,630) through the exercise of warrants granted to the shareholders of Givaudan SA. The conditional share capital amounts to a maximum of CHF 7,481,980, which equates to 8.1% of the existing share capital. The subscription rights of the shareholders are excluded in cases a) and b) above. The Board of Directors is authorised to exclude the shareholders’ preferential right to subscribe to bonds if the purpose is to finance acquisitions or to issue convertible bonds or warrants on the international capital market. In that case, the bonds or warrants must be offered to the public at market conditions, the deadline for exercising option rights must be not more than six years and the deadline for exercising conversion rights must be not more than 15 years from the issue of the bond or warrants and the exercise or conversion price for new shares must be at a level corresponding at least to the market conditions at the time of issue. The acquisition of shares through the exercise of option or conversion rights and the transfer of such shares are subject to restrictions as described in section 2.4. DOWNLOAD www.givaudan.com ▸ Our company ▸ Corporate governance ▸ Rules and policies ▸ Articles of Incorporation Corporate governance Governance Report Compensation Report Consolidated Financial Report Statutory Financial Report Appendix 5 Givaudan — 2021 Governance, Compensation and Financial Report

GCF Report - Page 5 GCF Report Page 4 Page 6