Von Roll Annual Report 2012 E

12
Annual Report We Enable Energy

Annual Report
We Enable Energy
12
Von Roll Holding AG with registered office in CH - 4226 Breitenbach (canton Solo-
thurn) and a further business address in CH - 8804 Au / Wädenswil, Steinacher-
strasse 101, has been listed on the SIX Swiss Exchange (Symbol: ROL, Security
number: 324.535, ISIN: CH0003245351) since 11 August 1987.
We Enable Energy
The previous page is made of mica.
This sheet silicate is the main raw material used in the manufacture of electrical and thermal insulation materials.
It has excellent thermal, chemical and electrical properties and remains unique and irreplaceable even today.
Von Roll in 2012 5
Letter to shareholders 5
Business development 7
Global presence 12
Von Roll Insulation 14
Von Roll Composites 16
Von Roll Technologies 18
The Von Roll share 20
Corporate Governance 21
Group structure and shareholders 21
Capital structure 22
Board of Directors 23
Executive Management 28
Remuneration, profit-sharing and loans 29
Participatory rights of shareholders 30
Change of control and defence measures 30
Auditor 31
Information policy 31
Financial reporting 33
Consolidated financial statements
Consolidated statement of comprehensive income 34
Consolidated statement of financial position 35
Consolidated cash flow statement 36
Consolidated statement of changes in equity 37
Notes to the consolidated financial statements 39
Auditor’s Report 83
Report on the consolidated financial statements
Financial statements of Von Roll Holding AG

Income statement 85
Balance sheet 86
Notes to the statutory financial statements 87
Proposal for the use of accumulated profits 91
Auditor’s Report 92
Report on the statutory financial statements
Glossaries 94
Key figures
in 1,000 CHF 2012 2011
Order intake 505,133 559,596
Net sales 497,064 543,262
EBIT – 50,110 6,635
Net income – 64,529 132
Cash flow from operating activities 1,589 – 19,679
Capital expenditures 23,413 17,969
Equity 221,773 293,606
Equity ratio 44% 60%
Number of employees (FTE) 2,727 2,881
Key figures per share

in 1,000 CHF 2012 2011
EBIT 1 – 0.28 0.04

Cash flow from operating activities 2 0.01 – 0.11
Equity 3 1.25 1.65
Number of issued shares 184,778,889 184,778,889
Share price (high/low) 3.37/1.70 5.23/2.50
Share price (end of period) 2.03 2.56
Market capitalisation (in CHF 1,000) 375,101 473,034
1
EBIT/weighted average number of shares outstanding
2
Cash flow from operating activities/weighted average number of shares outstanding
3
Consolidated equity/weighted average number of shares outstanding
Share of total sales Net sales by region
in CHF 1,000 2012 2011
Asia 22.3 % EMEA * 259,205 280,576

America 126,850 141,129
EMEA* 52.2 %
Asia 111,009 121,557
America 25.5 %
Total 497,064 543,262
Share of total sales Net sales by segment

2011
in CHF 1,000 2012 (restated)
Technologies
12.0 % Von Roll Insulation 298,828 323,331
Composites 27.9 % Von Roll Composites 138,571 149,219
Insulation 60.1 % Von Roll Technologies 59,665 70,712
Total 497,064 543,262
Share of order intake Order intake by segment

2011
Technologies
15 % Von Roll Insulation 289,730 331,347
Composites 27.6 % Von Roll Composites 139,501 155,928
Insulation 57.4 % Von Roll Technologies 75,902 72,321
Total 505,133 559,596
EBIT by segment
2011
Von Roll Insulation – 13 17,156
Von Roll Composites – 1,684 3,361
Von Roll Technologies – 45,780 – 11,238
Other activities – 2,633 – 2,644
Total – 50,110 6,635
Number of employees (FTE)
2012 2011
Von Roll Insulation 1,372 1,434
Von Roll Composites 1,028 1,101
Von Roll Technologies 277 296
Other activities 50 50
Total 2,727 2,881
* EMEA: Europe, Middle East and Africa

Letter to shareholders 5
Dear Shareholders
On the whole, 2012 was a disappointing financial year for Von Roll.
The negative EBIT of CHF 50.1 million was mainly due to a combination of operating charges and
impairments in the transformer business. Overall, the negative net income resulted from various
one-off effects, most of them non-cash items. Significant corrections were required in the trans-
former business in Israel and the Shenzhen insulation company in China as the expected margins
were not achieved. Although the operating result posted by the Insulation and Composites seg-
ments was positive overall, it fell significantly short of the previous year’s figure and thus failed to
meet expectations.
Net sales declined by 8.5 % to CHF 497 million. After a 4.6 % fall in the first six months , the figures
recorded for the second half of the year and the fourth quarter respectively were 12.7 % and 16.4 %
lower compared with the corresponding periods of the previous year.
Net income of CHF – 64.5 million was reported in 2012. This led to a fall in the equity ratio from 60 %
in the previous year to 44 %. Nevertheless, the Group has a robust balance sheet.
Cash flow from operating activities saw an improved trend, returning to positive territory thanks to
a year-on-year increase of CHF 21 million. We have successfully secured the Group’s longer-term
financing with the issue of a CHF 150 million bond with an annual coupon of 4 % and a term to Oc-
tober 2016. In light of the negative annual result and the planned investments, the Board of Direc-
tors will propose to the shareholders that no dividend be paid for financial year 2012.
Demand for insulation materials and composites slowed gradually, leading to a fall in output and an
unsatisfactory level of capacity utilisation. Action was taken to counter this trend in the short term,
including the introduction of short-time working in some cases. In addition to the fall in order intake
in the high-voltage segment, sluggish sales in the consumer goods sector also affected our low-
voltage products.
At Von Roll Technologies, the transformer business was faced with a significant production backlog
and delays in supplying a new series of technologically complex units. Corrective action was taken,
enabling the delivery delays to be ironed out by the end of the year. Although still one of the
smaller business segments, Von Roll Water put in a positive performance in line with expectations.
As already communicated, we discontinued our development activities in the solar energy segment
mid-year.
As things stand, we are sticking to the principle of the strategic plan unveiled last year despite the
unfavourable environment. However, the conditions under which this plan is to be implemented
have deteriorated, meaning that, realistically, the timeline for generating steady growth with healthy
margins and an adequate return on capital employed (ROCE) will have to be extended.
6 Letter to shareholders
In this challenging market environment, our overriding aim has to be to optimise our sales and cost
structures and the product mix in the short term. To generate profitable growth in the longer term,
we need to implement our value creation and productivity initiatives efficiently, press ahead with
replacing our production facilities and bundle our wide-ranging activities in site units so as to ben-
efit from economies of scale.
The energy sector, which is the main market for our company’s products, continues to offer oppor-
tunities despite its structural problems and temporary fluctuations. However, we are also in a posi-
tion to achieve profitable growth in other industries, most notably with our expertise in the field of
composites, by focusing on specific niche segments such as aviation, where demand for innovative
materials is high.
Despite increasingly difficult conditions, we were able to launch a number of investment projects in
line with our strategic plans. In addition to the mining and subsequent processing of mica in Brazil,
a project that has already been announced and that is designed to help us secure our own efficient
source of this key strategic mineral for our insulation activities, we have also approved the com-
plete overhaul of a large part of our production and logistics system at our site in Breitenbach. The
production site in Shanghai is nearing completion. This will increase capacity for the manufacture
of mica tapes (Cablosam) for fire-resistant cables used in high-temperature-resistant applications.
A raft of development projects to manufacture new products and improve quality are also well un-
der way.
Demand remained persistently weak at the beginning of 2013, although there are signs of an im-
provement on the fourth quarter of 2012. The forces of recession continue to dominate Europe, with
the high-voltage sector not immune from their effects. Essentially, we are seeing a short-term ap-
proach being taken to order placement and limited visibility in terms of business development.
In these challenging market conditions, our focus is clearly on achieving a significantly positive
result.
A change in the Executive Management took place in late 2012, with Achim Klotz set to take over as
CEO in the first half of 2013.
On behalf of the Board of Directors and the Executive Management, we would like to extend our
thanks to our customers for the confidence they have placed in us and of course to you, dear share-
holders, for your loyalty.
We would like to thank our employees for their high level of commitment, especially in what is a
challenging development phase at present.
Au/Wädenswil, March 2013
Dr Peter Kalantzis
Chairman of the Board of Directors
Business development
Economic instability in Europe – particularly in the south – brought weak growth and financial uncer-
tainty in 2012, hampering the global market.
There was a general shift in demand for high-technology products from Europe to Asia. This was
accompanied by a steady increase in Asian production quality, meaning that orders are increas-
ingly being awarded to local companies, not least due to the price advantages.
The high-voltage applications sector has failed to mount much of a recovery. This has led to fiercer
competition in the composites and wire segments due to surplus capacity. With energy production
slowing, investment activities in these areas and in infrastructure projects have been restrained. In
addition, the controversy surrounding the political debate on the future use of renewables is having
an adverse impact on the wind power sector, a highly promising area of business for Von Roll. Over-
all, the market stagnated. In some regions, such as India, major cuts to government subsidies trig-
gered a decline in sales.
On the whole, this general economic environment had a negative effect on Von Roll’s business
performance. The challenging market conditions in the second half of 2012, in particular, led to a
marked fall in sales of 16.4 % in the fourth quarter compared with the same period in the previous
year. Large-scale projects were postponed, curbing customers’ willingness to proceed with major
investments. Sales fell across all business segments.
Challenging market environment in the second half of the year

Von Roll’s Group sales totalled CHF 497.1 million for financial year 2012 (2011: CHF 543.3 million), with
the Insulation and Composites segments posting a year-on-year fall in sales of 7.6 % and 7.1 % re-
spectively. Major delays to deliveries saw sales slump in the transformers business by 26 %, al-
though the production backlog was successfully eliminated in the final quarter. Work is to press
ahead on developing products in the ballistics segment and on corresponding cooperation pro-
jects.
Market conditions affected the sales trend in the different regions to varying degrees. In the Amer-
icas region, sales fell by CHF 14.2 million to CHF 126.9 million (2011: CHF 141.1 million). Continued
weakness on the European markets led to a decline in sales of 7.6 % to CHF 259.2 million (2011:
CHF 280.6 million). In Asia, the situation in the Indian wind power sector, in particular, resulted in
lower sales of CHF 111.0 million (2011: CHF 121.6 million).
Order intake for financial year 2012 stood at CHF 505.1 million as against CHF 559.6 million in the
previous year.
One-off effects impact significantly on the business result

During the reporting year 2012, impairments were required for intangible assets and goodwill in the
amount of CHF 35.1 million (2011: CHF 3.1 million). Changes to market conditions affecting the Shen-
zhen Mica Group and the resulting earnings forecasts necessitated an impairment to an intangible
asset and to goodwill in the amount of CHF 8.9 million. The long-term earnings targets in the Trans-
formers segment had to be revised in the wake of impairment tests. This resulted in an impairment
of CHF 23.0 million being made on goodwill. In addition, delays in supplying technologically com-
plex transformers for the North American market and a production backlog at the plant resulted in
unexpectedly sizeable one-off effects and compensation payments totalling CHF 10.0 million in the
second half of the year. The negative sales trend in the second half of the year as well as addi-
tional one-off effects led to an extraordinary operating result of CHF –50.1 million (2011: CHF + 6.6 mil-
lion). Suitable measures to cut administrative costs were implemented and will have a positive ef-
fect on the income statement in the long term.
8 Business development
The financial result was down by CHF 3.4 million to CHF – 5.4 million (2011: CHF – 2.0 million) due to
foreign exchange losses and higher financing costs. The change to deferred taxes resulted primar-
ily in increased tax expense of CHF 9.0 million (2011: CHF 4.6 million).
Factoring in these one-off effects, net income amounted to CHF – 64.5 million as against CHF 0.1 mil-
lion in the previous year.
Recurring EBIT-reconciliation
in CHF 1,000 2012 2011

EBIT – 50,110 6,635
Impairment of assets (incl. Goodwill) – 42,391 – 3,062
Penalties Transformers – 2,958 –
Restructuring – 4,210 –
Recurring EBIT – 551 9,697
Operating cash flow stabilised and refinancing secured

Von Roll posted positive cash flow from operating activities of CHF 1.6 million in financial year 2012
(2011: CHF – 19.7 million). Investment in property, plant and equipment increased by CHF 5.4 million
to CHF 23.4 million (2011: CHF 18.0 million), with CHF 13.5 million of this being invested in the Insula-
tion segment. Focusing on refinancing and financing the One Von Roll strategy, on 24 October 2012
Von Roll Holding AG raised a domestic bond denominated in Swiss francs in the amount of
CHF 150 million and with a coupon of 4 %.
As at 31 December 2012, Von Roll had consolidated equity of CHF 221.8 million (2011: CHF 293.6 mil-
lion), equating to an equity ratio of 44.4 %.
Von Roll Insulation

Von Roll Insulation posted sales of CHF 298.8 million in 2012, down by 7.6 % on the previous year
(2011: CHF 323.3 million). The insulation business remains the Group’s main contributor in terms of
sales, accounting for 60.1 %. With its high-quality products, Von Roll is very well positioned in the
electrical insulation market. Order intake in the insulation business fell by 12.6 % in the reporting
period from CHF 331.3 million in the previous year to CHF 289.7 million.
Although development in the insulation business was affected by the fragile economic environment
in 2012 as well, the core segments put in a solid performance, helped not least by Von Roll strength-
ening its fruitful cooperation with original equipment manufacturers (OEMs).
Despite caution among customers, especially in the wake of the euro crisis, sales in the early-cycle
low-voltage segment were maintained at the previous year’s level. In the liquids sector in particular,
Von Roll successfully bolstered its market position by developing and launching new products
(environmentally sustainable water-based varnishes).
In the high-voltage business, with its long cycle, customers remain noticeably cautious, particu-
larly when it comes to large-scale investment projects such as power stations. In some regions, the
high-voltage generator business slowed due to steadily falling demand for energy and the post-
ponement of infrastructure projects.
The market for high-voltage motors for industrial applications remained stable, albeit at a low level.
In contrast, the traction motor business outperformed the rest of the market thanks to the develop-
ment of innovative products.
While sales in the wind power business remained solid in Europe and America in 2012, significant
problems were encountered in Asia, primarily due to the Indian government’s cuts to subsidies.
Repair and distribution activities experienced a decline in business. The same was true of the fire-
resistant cable business, which suffered from a fall in infrastructure investment in Europe.
Von Roll Insulation: key figures

2011
Net sales 298,828 323,331

Gross margin 51,194 66,777
– In % 17.1 % 20.7 %
EBIT – 13 17,156
Impairment of assets (incl. Goodwill) – 8,914 –
Recurring EBIT 8,901 17,156
In the Von Roll Insulation segment 1,372 1,434

10 Business development
Von Roll Composites

Sales at the Von Roll Composites business segment decreased in financial year 2012 by 7.1 % at
current exchange rates to CHF 138.6 million (2011: CHF 149.2 million). The business segment contrib-
utes 27.9 % to Group sales. Order intake fell by 10.5 % in the reporting period to CHF 139.5 million.
Almost all business lines were affected by the general economic difficulties. The wind turbine busi-
ness suffered a decline. Activities involving large-scale high-voltage generators were affected by
the sharp fall in energy consumption as well as the postponement of numerous projects to build new
power stations. In the field of high-voltage motors, business was hit by low investment. In Europe,
which is still the most important market for composites, the economic crisis continued to have an
adverse impact on nearly all industry segments. Business in the ballistics sector bucked the trend,
posting significant sales growth on the European market, predominantly in civil defence.
In the area of industrial applications, particularly mechanical engineering, Von Roll also success-
fully expanded its activities, especially for thermal insulation, with new products and innovative
applications. In aerospace technology, the launch of new products in America and Asia secured
stable sales figures.
Von Roll Composites: key figures

2011
Net sales 138,571 149,219
Gross margin 27,792 32,279
– In % 20.1 % 21.6 %
EBIT – 1,684 3,361

In the Von Roll Composites segment 1,028 1,101
Von Roll Technologies

Von Roll Technologies posted sales of CHF 59.7 million in financial year 2012, down 15. 6% on the pre-
vious year (2011: CHF 70.7 million). The Von Roll Technologies segment thus contributed 12.0 % to total
Group sales. In contrast, order intake at Von Roll Technologies rose once again in the reporting pe-
riod, up 5 % to CHF 75.9 million (2011: CHF 72.3 million).
Von Roll Technologies includes the Von Roll Transformers, Von Roll Water and Von Roll Solar business
segments.
The global market for transformers was affected by a high level of surplus capacity in the transform-
er industry, which led to fiercer price pressure and shorter delivery times, even for large high-perfor-
mance transformers. Due to substantial surplus capacity in China, India and Korea, local manufactur-
ers are increasingly pushing into new markets such as North America, the Middle East and Europe,
ramping up competition. Although the global market experienced stable growth, the price/quality
ratio has deteriorated significantly. In the first half of the year, Von Roll was also hit by delays in sup-
plying large-scale, technically complex projects for the North American market and a production
backlog at its transformer plant. Following detailed analyses, appropriate action was successfully
taken in the second half of the year to ensure that ongoing and future projects are processed effi-
ciently. After overcoming this challenge, Von Roll Technologies is once again well placed for the fu-
ture, not least thanks to its customer relationships, which remain healthy. Also contributing to this are
product developments based on new technologies and targeting new markets, such as the planning
and production of a high-performance transformer with a peak capacity of 650 MVA, which began in
late 2012. Demand for the newly developed special transformers for the wind power industry remains
consistently high.
Von Roll Water increased sales year-on-year by CHF 6.5 million to CHF 10.3 million. This segment is
currently focusing on the German, Eastern European and Chinese markets. Overall, all markets ex-
perienced a significant upturn, which was also reflected in a markedly higher order intake compared
with the previous year.
In Europe, two large-scale projects for municipal sewage treatment plants in Romania and a further
sizeable order for a drinking water plant in Slovenia, among others, contributed to the positive per-
formance for the year.
In the industrial water segment, investment focused primarily on China and the United Arab Emirates.
The first projects are already under way. With more stringent requirements having been introduced
for the quality of purified wastewater and drinking water, orders from China look likely. The same is
true in Eastern Europe, on the back of a sustainable environmental policy and follow-up financing for
the EU’s ongoing funding programmes for the next few years.
Von Roll Technologies: key figures

2011
Net sales 59,665 70,712
Gross margin – 8,669 4,037
– In % – 14.5 % 5.7 %
EBIT – 45,780 – 11,238
Impairment of assets (incl. Goodwill) – 31,853 –
Penalties Transformers – 2,958 –
Restructuring – 697 –
Recurring EBIT – 10,272 – 11,238

In the Von Roll Transformers segment 277 296
12 Global presence
Global presence
Moscow, RU
Wroclaw, PL
Prague, CZ
Augsburg, DE
Bradford, GB
Dunstable, GB
Düren, DE
Bietigheim-Bissingen, DE
Schenectady, US Valdoie/Delle, FR
New Haven, US Wädenswil, CH
Monmouth Junction, US Breitenbach, CH
Meyzieu, FR
Cleveland, US Ghisalba, IT
Douglasville, US Ramat Ha’Sharon, IL
Maracanau/Fortaleza, BR
Currais Novo, BR
São Paulo, BR
Production Location Type of branch

Composites
Liquids Head Office
Mica City, Country Production and Sales locations
Wire Sales locations
Transformers Production, Sales,
Others Research and Development locations
Global presence 13
As a partner for customers active on a

global basis in the energy sector and in
other areas of industry, Von Roll also has
a global presence: the Group has loca-
tions for production, service and sales
in 19 countries. This offers customers ac-
cess to a global network and creates the
prerequisite for rapid and competent
support on site. This also allows Von Roll
to exploit the opportunities that are pre-
sented by the global trends of climate
change, rising energy costs, sustainable
Shanghai, CN
development and limited resources.
Tongcheng, CN
Luhe, CN
Shenzhen, CN
Bhopal, IN
Singapore, SG
Nelamangala, IN
Bangalore, IN
14 Description of segments
Von Roll Insulation

Von Roll Insulation offers insulation products, systems and services which are used in particular
for large generators, high-voltage motors, traction motors and transformers.
Overall, the market saw a slight slowdown in the course of 2012, although the impact of this varied
among the different customer segments and regions. The important late-cycle high-voltage seg-
ments, which include supplying to constructors of power stations and to industry and transport,
experienced a downturn in 2012 following marginal growth in the previous year. In America, the
downswing hit the industry segment in particular, while Asia and Europe suffered a decline in the
energy sector. Due to global uncertainties surrounding economic development and a tight fiscal
policy in certain markets, the wind power business slowed. A fall in the number of new wind turbines
is also likely over the coming years. In addition, some major offshore projects were postponed in
Europe due to problems connecting them to the grid.
In the early-cycle low-voltage segments such as the electrical, automotive and consumer goods in-
dustries, only the Asian market experienced an upward trend. While sales remained on a par with the
previous year in Europe, they fell slightly in America. It is still unclear to what extent the global eco-
nomic crisis will curb investment in large-scale projects in the energy sector or in infrastructure to
support increasing urbanisation in emerging markets.
Highlights 2012
Mica, a sheet silicate with unique properties, is the main raw material used in the manufacture of
electrical and thermal insulation materials. To secure its own supply of this key material for produc-
tion to the greatest possible extent, Von Roll has decided to invest in mica mining and take charge
of additional further processing stages in future. After the successful testing of a prototype facility,
a large-scale plant is now being installed locally, after which the process can be launched.
In the liquids segment (resins and varnishes), the newly launched products, particularly the new
water-based varnishes for low-voltage applications, have met with a good market response. This
range of varnishes is environmentally friendly, with properties such as low volatile organic com-
pound (VOC) emissions. Prior to being launched on the market, the varnishes went through inten-
sive testing and checking.
With successful customer projects, Von Roll Insulation succeeded in strengthening its market posi-
tion in the wind power segment as a provider of electrical insulation systems, not least thanks to its
new range of varnishes.
An investment plan to modernise production facilities has been agreed for the Breitenbach site,
which is responsible for products, systems and services relating to electrical insulation with mica
for use in generators, high- and low-voltage motors and transformers. This is geared towards sig-
nificantly boosting the efficiency of production and logistics processes and substantially reducing
energy consumption, enabling Von Roll to also offer Litz wires and taped conductors that meet the
most demanding customer requirements for future-proof solutions in the winding wire segment.
Description of segments 15
Electrical insulation tapes for gearless mill drives (GMDs) in mines
Key raw materials that are extracted from ores, such as iron or
copper, go through several processes before they can be used
in their pure form. First of all, the ores are mined. In some cases,
the mines from which the ore is drilled or blasted out of the
ground are huge. Powerful mills, among other tools, are then
used to break up the ore stone. In technical terms, a mill of this
type is a large asynchronous motor (or ring motor) whose rotor
also acts as a low-speed grinding gear or drum. With these mills
representing such a significant investment, the mills need to be
highly reliable and have a long service life.
The electrical insulation system has a significant influence on
the reliability and longevity of high-voltage motors of this kind,
meaning that the quality of the insulation materials used is criti-
cal. Von Roll is a leading manufacturer of suitable insulation sys-
tems for rotating high-voltage machinery, which can be custom-
ised to suit individual requirements.
Von Roll mines its own mica, a natural raw material with excel-
lent dielectric properties, and processes it into flexible insula-
tion materials (mica tapes). A highly integrated process chain
ensures quality and delivery capacity.
(Source: ABB)
Von Roll Composites

Von Roll Composites manufactures composites, moulded parts and ballistic protection solutions.
In the composites market, it is necessary to differentiate between the various customer segments
and consider each one individually. As well as hitting our Insulation activities, the slight downturn
in the key high-voltage segments also had an adverse impact on our business in the Composites
segment. The main consequence of this in 2012 was a fall in order intake in the power station con-
struction and wind turbine segments, caused by a temporary saturation of the market and a change
in subsidy policy for renewable/alternative energies.
The aerospace and medical technology markets remained stable, with Von Roll generating solid
sales growth in these areas.
Despite a slight slowdown overall in the global market in 2012, the ballistics segment posted signifi-
cant growth, underpinned by public tenders and new product developments. In the USA, administra-
tive policy constraints caused the market to contract significantly. This downturn was due to cuts
in the military, mainly as a result of the increasing shift away from traditional modes of warfare. In
contrast, demand increased for products and materials for tactical military interventions, such as
the use of drones, as well as for civil defence, such as for protecting administrative buildings or
armour-plating motor vehicles.
Highlights 2012
In the mechanical engineering sector, new products and innovative applications allowed Von Roll
to expand its activities further in America and Asia, most notably in thermal insulation and aero-
space technology.
In the moulded parts segment, the move to substitute alternative materials with Von Roll compos-
ites is beginning to bear fruit. Von Roll also won new business for composite tubes in coil manufac-
turing thanks to intensive market cultivation.
Von Roll Composites posted growth in Asia, primarily in Japan, and gained market share.
Keeping pace with growing customer requirements, Von Roll Composites successfully expanded
its portfolio in 2012 with the launch of new materials for thermal protection (offering high tempera-
ture resistance and excellent mechanical strength). These products are expected to enjoy signifi-
cant growth over the coming years.
In the ballistics segment, an extended product range, including new products and new materials,
will boost growth worldwide.
Medical technology: tubes for dental drills
Von Roll Composites’ products are often not visible

to the end user. During a visit to your dentist, when
he uses his dental drill, it is difficult to imagine that it
is equipped with very small ball bearings made with
tiny tubes produced by Von Roll.
Round tubes made from various reinforcement ma-
terials, such as cotton fabric, are bonded with resin
filled with PTFE – quality Duratex-D T – or a phenolic
resin system, Canevasite VRI-BAT T. Tubes are then
machined as ball bearing cages which have been de-
signed to withstand high rotation speeds of between
200,000 and 500,000 revolutions per minute. The
self-lubricating properties of Duratex and Caneva-
site tubes allow for a very silent running of the ball
bearing rings. The special resin formulation of the
tube material helps to enable the drill to withstand
repeated sterilisation.
Von Roll tubes are used in various fields of applica-
tion where special high precision is required. They
can be also found in hydraulic and pneumatic ap-
paratus, in engineering equipment and electrical
technology, and in paper, textile and foil production.
Von Roll Technologies
The new Von Roll Technologies segment includes Von Roll Transformers, Von Roll Water and Von
Roll Solar, the companies’ newest areas of sustainable technology.
Von Roll Transformers

Von Roll Transformers offers complete energy transmission and distribution solutions. Its portfolio
includes high-performance and specialist transformers.
Demand in the transformer market, which is dominated by late-cycle project business, remained
stable across all segments in the early part of 2012. However, some regions, such as the USA, Ger-
many and India, suffered a drop in sales due to cuts in government subsidies for wind power. In
addition, the Asian market is growing more crowded, further increasing competitive pressure.
Across the world, transformer manufacturers have ramped up their production capacities over re-
cent years, most notably in 2006 and 2010. The resulting surplus capacity led to a fall in market
prices in 2012. Pressure also increased due to shorter delivery times for small and medium-sized
transformers, another consequence of this development. This global trend has also had an impact
on niche products such as rectifier and specialist transformers.
Highlights 2012
In 2012, the experienced team of engineers at Von Roll Transformers developed a new specialist
control transformer with a capacity of 560 MVA based on customers’ specific requirements.
November 2012 saw the successful completion of a major project in Israel that involved planning,
developing, manufacturing, transporting and installing eight large high-performance transformers.
In late 2012, work began on producing high-performance transformers with a maximum output of
650 MVA.
Von Roll Transformers also won an order to manufacture three large mains transformers to be sup-
plied in 2013.
Von Roll Water

Von Roll Water provides solutions for process engineering tasks in the field of water and wastewa-
ter management. Von Roll expanded its portfolio in this area in 2011, adding an additional range of
services for water infrastructure.
In the industrial water segment, investment focused primarily on China and the United Arab Emir-
ates, while the Eastern European markets are continuing to stagnate. Focus will shift increasingly
to the UAE region in future, with the first few projects already under way.
In Shandong province, Von Roll Water won a pioneering order, the first of its kind, which will use an
advanced technology never before seen in this form in China. More orders are expected.
In Germany, the market for drinking water plants remained steady. A further upturn is likely, as
larger towns and cities are now also weighing up the use of ultra-filtration technology for water
treatment, an area in which Von Roll is a market leader.
Highlights 2012
In Europe, two large-scale projects for municipal sewage treatment plants in Romania and a further
sizeable order for a drinking water plant in Slovenia, among others, contributed to the positive per-
formance for the year. An initial order for a wastewater treatment facility for a German sugar fac-
tory was launched successfully.
Von Roll Water also won an important large-scale order in Asia, for a municipal sewage treatment
plant in China that uses advanced technology (“the first of its kind”). In the USA, an initial order for
water treatment for a power station enjoyed a successful launch.
The year’s technological highlights include further developing the BiosS-Treat® process to prevent
so-called biofouling, which can cause blockages in desalination plants for brackish water and sea-
water.
Transformers in dams
A dam, like the one in this picture, is construct-

ed as follows: in the central area, large turbines
transmit the energy generated by the falling
water to large hydroelectric generators. Trans-
formers, directly connected to these turbines,
are installed on the sides of the dam.
The water falls into the turbines and turns the
generators. The transformer (single-phase unit,
50 MVA), connected to the generator, trans-
forms the voltage from the generator to 230 kV.
Transformers such as these, part of the Von
Roll Transformers portfolio, are used to power
the electricity network.
20 The Von Roll share
The Von Roll share
The shares are traded on the SIX Swiss Exchange and are included in the Swiss Performance Index
SPI. They are also traded in Frankfurt and New York.
On 31 December 2012, 184,778,889 bearer shares with voting rights in Von Roll Holding AG, each with
a nominal value of CHF 0.10, were authorised for trading on the Swiss stock exchange in Zurich.
The principal shareholder is the von Finck family with 67.41 % of shares, which includes treasury
shares of Von Roll Holding AG (3.82 %).
Share performance 2012

in CHF
Von Roll SPI (normalised)
3.50
3.25
3.00
2.75
2.50
2.25
2.00
1.75
Jan 12 Feb March April May June July Aug Sept Oct Nov Dec
Key figures per share

in CHF 2012 2011
Price high (in CHF) 3.37 5.23 Financial calendar
Price low (in CHF) 1.70 2.50 18. March 2013:
Price on balance sheet date (in CHF) 2.03 2.56 Balance sheet press conference,
Market capitalisation (units of CHF 1,000) 375,1 0 1 473,034 Annual Report 2012
Trading volume (daily average) 59,095 70,037 Zurich, Switzerland
10. April 2013:

Listing information
Annual General Meeting,
Stock exchange listing SIX Swiss Exchange symbol: ROL Zurich, Switzerland
Security number 324.535

ISIN CH0003245351 21. August 2013:
Reuters ROL.S Semi-annual Report 2013
Bloomberg ROL SW
Von Roll contact

Julia Dunkake
Corporate Communications
Phone +41 44 204 30 32

Fax +41 44 204 30 39
E-mail: [email protected]
www.vonroll.com
Corporate Governance
Von Roll Holding AG is organised in accordance with Swiss law and meets current requirements regarding Corpo-
rate Governance. This publication complies with all the requirements imposed by the SIX Swiss Exchange (Swiss
stock exchange) regarding information on Corporate Governance (Corporate Governance Directive of 29 Octo-
ber  2008).  Since 11 August 1987, Von Roll Holding AG, with its registered office in CH-4226 Breitenbach, Passwang-
strasse 20, and with a further business address at Steinacherstrasse 101, CH-8804 Au / Wädenswil, has been listed
on the SIX Swiss Exchange (symbol:  ROL, security number: 324.535, ISIN: CH0003245351). As of 31 December 2012,
the market capitalisation amounted to TCHF 373,253 (2011: TCHF 473,034).
1. | Group structure and shareholders

1.1 | Group structure
1.1.1 | Operating group structure
Von Roll Holding AG and its subsidiaries focus their operating activities on the segments Von Roll Insulation, Von
Roll Composites and Von Roll Technologies. The Von Roll Technologies segment includes the Von Roll Transform-
ers, Von Roll Water and Von Roll Solar segments. Further details about the segments are available in segment re-
porting in Note 5 of the “Financial reporting” section in this Annual Report.
Organisation
Legally the Von Roll Group consists of Von Roll Holding AG and its subsidiaries (see Note 23 of the “Financial report-
ing” section in this Annual Report). The Von Roll Group has two tiers of management: the Board of Directors and
the Executive Management. The Board of Directors of Von Roll Holding AG is responsible for the company’s overall
management, its organisational structure, accounting, financial control and financial planning. The Executive Man-
agement consists of a Chief Executive Officer (CEO) and a Chief Financial Officer (CFO). The Executive Management
is responsible for operating and ongoing business management. The organisational structure is geared to the de-
mands of an integrated technology company. The Executive Management forms the top tier of management, re-
sponsible for operating and ongoing business management. Within the scope of the matrix-based organisation
introduced in 2011, technical management is the duty of the manager with global responsibility for the correspond-
ing business line. Operational management in the EMEA, Americas and Asia regions is the responsibility of the
corresponding regional COO.
Management
For the Von Roll Group, customer focus, technological and innovative leadership, as well as the highest level of
quality and service form the basis for long-standing business relationships. By focusing on our successful core
business and expanding our portfolio, particularly in the direction of forward-looking and technologically intensive
business segments, significant added value will be generated, resulting in a sustained increase in shareholder
value. The foundation for this is constant optimisation of processes, costs and quality. To ensure sustained success,
Von Roll relies on its business operating system for corporate management. With the business operating system,
the aim of utilising our potential to the full and consequently creating long-term value for our shareholders and
clients is pursued. At the same time, the Von Roll Group strives to rank among the world’s leading companies in
terms of performance, transparency and innovation. In so doing, our employees observe the legal and ethical con-
ditions and demonstrate loyalty to the company. Our employees agree to comply with the internal code of conduct
(“Global Code of Conduct”). They are also bound by all Group guidelines and directives published within the Von
Roll Group.
1.1.2 | Listed companies

There are no other listed companies within the scope of consolidation of Von Roll Holding AG.
1.1.3 | Unlisted companies

A list of significant unlisted consolidated companies is disclosed in Note 23 of the “Financial reporting” section in
this Annual Report. In addition, Von Roll Holding AG holds a 3 % stake in the separate and independently managed
Bank Von Roll AG.
22 Corporate Governance
1.2 | Significant shareholders

In 2012, there were no disclosure notifications relating to participations of significant shareholders or groups of share-
holders.
1.3 | Cross-shareholdings
There are no cross-shareholdings with other companies. Possible cross-shareholdings may result from the dis-
closed significant shareholder structure.
2. | Capital structure
2.1 | Capital
The ordinary share capital of Von Roll Holding AG as of the date of this report amounts to CHF 18,477,888.90,
divided into 184,778,889 bearer shares with a nominal value of CHF 0.10 each.
2.2 | Authorised and conditional capital

As of 31 December 2012, there was no authorised or conditional capital.
2.3 | Changes in share capital

On 12 November 2007, the capital increase resolved by the Extraordinary General Meeting on 13 August 2007 was
carried out, increasing the share capital by CHF 4,619,472.20 from CHF 13,858,416.70 at a nominal value of CHF 0.10
per share, so that the share capital increased to CHF 18,477,888.90.
2.4 | Shares and participation certificates

As of 31 December 2012, 184,778,889 bearer shares with a nominal value of CHF 0.10 had been issued and were
fully paid up. One bearer share carries one voting right. There were no participation certificates outstanding.
2.5 | Bonus certificates

Von Roll Holding AG has not issued any bonus certificates.
2.6 | Limitations on transferability and nominee registrations

There are no limitations on transferability or nominee registrations.
2.7 | Convertible bonds and options

Stock option plan for the Executive Management
By the end of 2010 all members entitled to acquire options under the stock option plan for the Executive Manage-
ment had left their Executive Management posts. All options granted previously have lapsed.
Stock option plan for senior and middle management

In 2008, a stock option plan was introduced for senior and middle management. Non-transferable stock options
may be issued to these managers each year; however, there is no obligation to grant any options. The options may
be exercised at any time for a period of five years for a price determined at the grant date if, at the time of exercise,
the manager fulfils the appropriate requirements.
a) 2008 tranche
The first 33⅓ % of the options granted could be exercised from 1 February 2009. An additional 33⅓ % could be ex-
ercised on the same date in both 2010 and 2011. The options can only be settled in shares (equity settlement). The
potential commitment to provide shares for options is covered solely by the purchase of shares on the stock ex-
change.
In 2008, a total of 475,000 options to acquire 475,000 shares were granted to members of senior and middle man-
agement. The exercise price was fixed at CHF 10. The exercising period ended on 31 January 2013.
The options granted are valued on the basis of the Black-Scholes option pricing model and have an average fair
value of CHF 2.62. The volatility rate of 52 % is based on historically observed stock prices. The risk-free interest
rate of 2.82 % is based on Swiss government bonds with similar maturities. An underlying dividend yield of 1.17 % and
fluctuation of 10 % per year are expected.
No options were exercised in the reporting period. As of 31 December 2012, 131,000 options of the tranche issued
in 2008 had lapsed (as of 31 December 2011: 131 000).
b) 2009 tranche
The first 33⅓ % of the options granted could be exercised from 1 February 2010. An additional 33⅓ % could be exer-
cised on the same date in both 2011 and 2012. The options can only be settled in shares (equity settlement). The
change.
agement. The exercise price was fixed at CHF 11. The exercising period ends on 31 January 2014.
value of CHF 1.25. The volatility rate of 43 % is based on historically observed stock prices. The risk-free interest rate
of 2.32 % is based on Swiss government bonds with similar maturities. An underlying dividend yield of 1.56 % and
No options were exercised in the reporting period. As of 31 December 2012, 190,830 options of the tranche issued
in 2009 had lapsed (as of 31 December 2011: 172 200).
The total share capital covered by these stock option plans is CHF 82,080 (820,800 at CHF 0.10). For further infor-
mation, please see Note 30 in the “Financial reporting” section on page 71 of this Annual Report.
3. | Board of Directors
3.1 | Members of the Board of Directors
As of 31 December 2012, the Board of Directors of Von Roll Holding AG comprises the following members:
Name Nationality Born Position Member since Term of office Function
Dr Peter Kalantzis CH / GR 1945 Chairman since 12 / 2010 2007 2013 Executive
Guido Egli CH 1951 Vice Chairman 2007 2013 Non-executive
Gerd Amtstätter D 1943 Member 2007 2013 Non-executive
Gerd Peskes D 1944 Member 2000 2015 Non-executive
August François von Finck CH 1968 Member 2010 2013 Non-executive
Dr Peter Kalantzis
Chairman since 12 / 2010, Professional career

previously Member, 1971 – 1990:
interim Chief Executive Officer (CEO) Various management positions, last position as Delegate to the Board of
Directors of Lonza AG, Basel, Switzerland
Swiss and Greek national 1991 – 2000:
Dr. rer. pol., University of Basel, General Director and Member of the Executive Management of the Alu
Switzerland suisse-Lonza Group AG, Zurich, Switzerland. From 1991 to 1996 head of the
Chemie division and then responsible for Group development from 1997 to
2000
Other activities
Chairman of the Board of Directors of Mövenpick Holding AG, Baar, Swit-
zerland; Chairman of the Board of Directors of Clair AG, Cham, Switzerland;
Chairman of the Board of Directors of Lamda Development AG, Athens,
Greece; Chairman of the Board of Directors of Degussa Sonne/Mond
Goldhandel AG, Cham, Switzerland; Member of the Board of Directors of
CNH Global NV, Amsterdam, Netherlands; Member of the Board of Direc-
tors of Paneuropean Oil and Industrial Holding SA, Luxembourg; Member
of the Supervisory Board of Transbalkan Pipeline BV, Amsterdam, Nether-
lands; Member of the Board of Directors of SGS SA (Société Générale de
Surveillance), Geneva, Switzerland; Member of the Board of Directors of
Hardstone Services SA, Geneva, Switzerland
Guido Egli
Vice Chairman Professional career

Swiss national 1977 – 2001:
Degree from Höhere Wirtschafts- Various management positions, e.g. as Director Sales and Marketing with
und Verwaltungsschule, Switzerland, the Emmi Group, CEO and Delegate to the Board of Directors of Hero Swit-
and degree from the London zerland
Business School, UK 1996:
Foundation of own consulting company “ifm Food Marketing”, Lucerne,
Switzerland, with various consultancy mandates in Switzerland and abroad
for renowned companies
Since 2001:
Mövenpick Foods Switzerland Ltd., Cham, Switzerland, Chairman of the
Board of Directors and CEO
Since 2006:
Mövenpick Holding AG, Cham, Switzerland, CEO
Other activities
Chairman of the Board of Directors of the Grand Casino Luzern Group,
Lucerne, Switzerland; Member of the Board of Directors of Marché Interna-
tional AG, Glarus, Switzerland; Member of the Board of Directors of Gamag
Management AG, Lucerne, Switzerland; Member of the Board of Directors
of Mövenpick Wein AG, Zug, Switzerland; Member of the Board of Directors
of Stutzer & Co. AG, Zurich, Switzerland; Member of the Board of Directors
of Luzern Tourismus AG, Lucerne, Switzerland
Gerd Amtstätter
Member Professional career

German national 1971 – 1975:
Degree in law from the University of Member of the management team of a medium-sized company
Munich, Germany 1975 – 1998:
Government of the Free State of Bavaria, Germany, latterly as Assistant
Secretary of State (Ministerialdirektor) at the Ministry of Finance
Since 1998:
General Manager of von Finck’schen Hauptverwaltung
Other activities
Member of the Management Board of Nymphenburg Immobilien AG, Mu-
nich, Germany; Member of the Management Board of Amira Verwaltungs
AG, Munich, Germany; Supervisory Board Chairman of Custodia Holding
AG, Munich, Germany; Supervisory Board Chairman of Staatl. Mineralbrun-
nen AG, Bad Brückenau, Germany; Supervisory Board Chairman of Opp-
mann Immobilien AG, Würzburg, Germany; Member of the Supervisory
Board of FidesSecur Versicherungsmakler GmbH, Munich, Germany
Gerd Peskes

German national Since 1978:
Business degree from Fachhoch Managing Director of Gerd Peskes GmbH Wirtschaftsprüfungsgesells-
schule Bochum, Germany chaft, Düsseldorf, Germany
Professional accountant
Other activities
Vice Chairman of the Supervisory Board of Custodia Holding AG, Munich,
Germany; Vice Chairman of the Supervisory Board of Nymphenburg Im-
mobilien AG, Munich, Germany; Member of the Supervisory Board of RHI
AG, Vienna, Austria; Member of the Board of Directors of Mövenpick Hold-
ing AG, Cham, Switzerland; Member of the Board of Directors of Clair AG,
Cham, Switzerland; Supervisory Board Chairman of ARAG SE, Düsseldorf,
Germany; Member of the Supervisory Board of apetito AG, Rheine, Ger-
many; Member of the Supervisory Board of Claas KGaA, Harsewinkel,
Germany; Member of the Board of Directors of Underberg AG, Dietlikon,
Switzerland
August François von Finck

Swiss national Entrepreneur
Master of Business Administration
Other activities
(MBA), Georgetown University, USA
Board of Directors of Carlton-Holding AG, Allschwil, Switzerland; Board of
Bachelor of Science (BS), George-
Directors of SGS SA, Geneva, Switzerland; Vice Chairman of Bank von Roll,
town University, USA
Zurich, Switzerland; Supervisory Board of Custodia AG, Munich, Germany;
Banking degree, Schweizerischer
Supervisory Board of Staatliche Mineralbrunnen AG, Bad Brückenau, Ger-
Bankverein,
many
Basel, Switzerland
None of the Members of the Board of Directors during the reporting year belonged to either the key management
of Von Roll Holding AG or to one of its subsidiaries, nor did they have significant business relations with the latter.
3.2 | Other activities and interests

Information on the other activities and interests of the Members of the Board of Directors is shown in section 3.1.
3.3 | Elections and terms of office

The Members of the Board of Directors are normally individually elected on a staggered basis for a term of three
years by the Annual General Meeting. Since an almost completely new Board of Directors was elected in financial
year 2007, the staggering is currently not in place. Directors Dr P. Kalantzis, G. Egli and G. Amtstätter were elected
for a further statutory 3-year term of office during the 2010 Annual General Meeting. Director G. Peskes was elected
for the first time in 2000 and re-elected in 2012 for a term of office until the 2015 Annual General Meeting. August
François von Finck was elected as another new Member of the Board of Directors for a statutory 3-year term of of-
fice during the 2010 Annual General Meeting. In accordance with the organisational regulations of Von Roll Holding
AG, each Member of the Board of Directors is obliged to resign from office at the latest by the Annual General Meet-
ing of the calendar year following the calendar year in which that member turns 72.
3.4 | Internal organisation

The organisation of the Board of Directors and its committees is detailed in the organisational regulations. These
are available on Von Roll Holding AG’s website, www.vonroll.com, under “Organisational Regulations” in the Corpo-
rate Governance section, under “Investor Relations”. The following paragraphs summarise the main elements of the
organisational regulations.
3.4.1 | Division of responsibilities on the Board of Directors

The Board of Directors constitutes itself by annually electing a Chairman, a Vice Chairman, a Delegate and the
members of the committees from its Members. The individual functions are listed in section 3.1. The Board of Direc-
tors appoints a minute-taker who does not have to be a Member of the Board of Directors. The Board of Directors
makes its decisions and decides elections with an absolute majority of the votes cast. In the event of a tied vote,
the Chairman has the casting vote. The Members of the Executive Management participate without voting rights in
meetings for the agenda items relating to business activities. The invitation letter to the meeting shows all the
agenda items that a Member of the Board of Directors, a committee or a Member of the Executive Management
wishes to discuss. The participants of the meeting receive detailed written documentation in advance for all mo-
tions. The Chairman convenes the Board of Directors as often as business operations require. The Board of Direc-
tors met fifteen times during the reporting year. In total, the meetings lasted 31 hours and 15 minutes. The dates for
the ordinary meetings are set at an early stage so that most members are usually able to attend in person.
3.4.2 | Committees of the Board of Directors and their methods of operation

The Board of Directors has the following committees:
Audit Committee
The Audit Committee is a standing committee of the Board of Directors. It supports the Board of Directors in the
assumption of its responsibility for the Group in the area of financial reporting, the application of accounting stand-
ards and systems and the external audit. The activities of the Audit Committee do not release the Board of Directors
from its legal obligations and the decision-making power remains with the Board of Directors. The Audit Committee
comprises three Members of the Board of Directors: G. Peskes (Chairman), G. Amtstätter and Dr P. Kalantzis. The
CFO attends the Audit Committee meetings. The Audit Committee met three times during the reporting year. Meet-
ings lasted 2 hours 25 minutes on average.
People & Remuneration Committee

The People & Remuneration Committee is responsible for monitoring the selection of managers as well as their
terms of employment. The members verify and propose the remuneration of the Board of Directors and the manag-
ers as well as any option and stock option plans. The People & Remuneration Committee has no decision-making
powers. The duties and competences assigned to the Board of Directors under the organisational regulations and
by law remain with the full Board of Directors. It may seek outside expert advice from time to time to support its
recommendations. It comprises the Board Members G. Amtstätter (Chairman), G. Egli and Dr P. Kalantzis. The CEO
attends the People & Remuneration Committee’s meetings, apart from when his remuneration is being discussed.
During the reporting year, the People & Remuneration Committee met four times. A typical meeting lasted 1 hour
30 minutes.
3.4.3 | Working methods of the Board of Directors and its Committees

The relevant information can be found in sections 3.4.1 and 3.4.2.
3.5 | Powers and responsibilities

The Board of Directors is responsible for the company’s overall management as well as supervising the manage-
ment of Von Roll Holding AG and the Group, in particular with regard to compliance with legislation, the Articles of
Association, regulations and instructions. The Board of Directors issues the necessary guidelines regarding busi-
ness policy and receives regular reports about business development. It may give orders and instructions to the
Members of the Executive Management. The powers and responsibilities and nature of cooperation between the
Board of Directors and the Executive Management are stipulated in the organisational regulations. These are avail-
able on Von Roll Holding AG’s website, www.vonroll.com, under “Organisational Regulations” in the Corporate
Governance section, under “Investor Relations”. The Board of Directors has delegated responsibility for business
operations to the Executive Management of Von Roll Holding AG. However, in accordance with its resolution, the
Board of Directors continues to make important personnel decisions and decisions regarding acquisitions and di-
vestments. The Board of Directors also decides on investments in technology, depending on the type of investment
concerned, that exceed CHF 1 million, as well as any expenditure or contracts which involve Von Roll making a com-
mitment in excess of CHF 10 million. Furthermore, the Board of Directors decides on any other matters that are
relevant to the Group and cannot be delegated by law.
3.6 | Information and instruments for monitoring the Executive Management

The Executive Management provides transparent and timely information and documentation to the Board of Direc-
tors. Each Member of the Board of Directors receives the detailed monthly financial statements plus comments,
quarterly financial statements (first and third quarter), semi-annual and annual financial statements. The CEO and
CFO also report to the meetings of the Board of Directors on business activities and all matters relevant to the
Group including significant legal cases. Site visits complete the information received. Each year, based on the pro-
posals of the Executive Management, the Board of Directors discusses and approves the next year’s budget, which
it then regularly reviews. Once a year, the Board of Directors reviews the strategic direction of the Group.
3.7 | Risk management in the Group

The Board of Directors and Executive Management attach a great deal of importance to dealing carefully with risk
and extended their risk management systems in the reporting year. In addition to ensuring that comprehensive and
effective insurance cover is in place, risk management involves the systematic identification, assessment and report-
ing of strategic, operational and financial risk. Strategic risk is primarily assessed by the Board of Directors, while
financial and operational risk is the responsibility of Executive Management. The Risk Officer reports to Executive
Management on risk management every six months. The Board of Directors is immediately advised of risks entailing
a gross exposure in excess of CHF 25 million. Risk management is not only limited to the Group’s finances but in-
cludes all business segments and companies. Suitable management tools were assigned to identified risks. Accord-
ing to their importance, risks were allocated to the key processes procurement, production and sales, and in accord-
ance with risks to support processes such as IT communications technology and Human Resources. The risk
assessment carried out is based on information obtained in interviews with key staff. Risks are categorised in ac-
cordance with the same framework as that used in the internal control system. For the top ten risks (including those
which can lead to incorrect or fraudulent reporting), a detailed analysis of the probability of their occurring and their
impact was carried out, which constitutes the basis for the introduction of an appropriate risk management process.
Risk management activities are focused on hedging currency and metal price risks and in managing receivables.
New risks were also identified via direct contact between departments and the risk management team.
4. | Executive Management
4.1 | Members of the Executive Management
Matthias Oppermann (CEO) left the Executive Management with effect from the end of 2012. As at 1 January 2013,
therefore, the Executive Management of Von Roll Holding AG is made up as follows:
Name Nationality Born Position Term of office
Dr Peter Kalantzis CH/GR 1945 Interim CEO since 1 January 2013

Stefan Kellmann CH 1964 CFO since September 2010
Stefan Kellmann
Chief Financial Officer (CFO) Professional career

Swiss national 1992 – 1995:
Swiss Certified Project Manager at Eastman Chemicals, Zug, Switzerland
Expert for Accounting and 1995 – 2003:
Controlling Various management functions and, as Head of Reporting Division,
responsibility for all reporting at MBT Bauchemie, Zurich, Switzerland
2003 – 2007:
Head of Group Controlling and Accounting of Mövenpick Group, Zurich,
Switzerland
2007 – 2010:
Chief Financial Officer (CFO) of Mövenpick Group, Zurich, Switzerland
Since 1 September 2010:
Chief Financial Officer (CFO) of Von Roll Holding AG, Au / Wädenswil,
Switzerland
Other activities
There are no further activities or interests.
4.2 | Other activities

Information on other activities and interests of Executive Management Members is shown in section 4.1 and on
Dr P. Kalantzis, Chairman of the Board of Directors and interim CEO, in section 3.1.
4.3 | Management contracts

There are no management contracts with third parties.
5. | Remuneration, profit-sharing and loans

5.1 | Content of and procedure for determining remuneration and profit-sharing programmes
The People & Remuneration Committee of the Board of Directors draws up the parameters for the remuneration of
the Members of the Board of Directors annually and submits them to the Board of Directors for approval. The ser-
vices of an external adviser were not called upon during the reporting year. The People & Remuneration Committee
regularly reviews contracts of employment and the associated income with the Members of the Executive Manage-
ment. This is carried out on the principle of attracting the most suitable and well qualified personnel for the com-
pany. The management is paid fairly at normal market rates, based on salary comparisons, in line with their abilities,
experience and qualifications. The remuneration comprises a fixed salary plus a variable performance-related
component. The level of the performance-related component depends on the attainment of personal targets set
annually and the attainment of the company’s targets. The Members of the Board of Directors received a fixed fee
in the form of a cash payment in 2012. The Members of the Board of Directors did not receive any additional remu-
neration or emoluments in the form of additional fees, shares or options. The Members of the Executive Manage-
ment received a basic salary plus a performance-related salary component, 30 % of which is based on personal
targets and 70 % on the success of the company. The basic salary accounts for around 60 % and the performance-
related salary component for some 40 % of total pay.
At the time of appointing the former CEO Matthias Oppermann, a contract of employment based on a set minimum
period of 3 years (1 January 2011 to 31 December 2013) was agreed, which could not be cancelled by one party only.
For detailed information on the remuneration actually paid to the Members of the Board of Directors and the Ex-
ecutive Management, please see the notes to the statutory financial statements of Von Roll Holding AG (Note 10 on
page 89 of the Annual Report).
6. | Participatory rights of shareholders

6.1 | Voting right restrictions and representation
The company’s Articles of Association do not contain any voting right restrictions and do not deviate from Swiss law
with regard to the representation of voting rights. The Annual General Meeting adopts resolutions and conducts
elections with an absolute majority of the votes cast at the meeting, excluding any blank or invalid votes. This regu-
lation applies unless stipulated otherwise by mandatory legal provisions or provisions set out in the Articles of
Association. Each share carries one vote at the Annual General Meeting.
6.2 | Quorum stipulated in the Articles of Association

A decision by the Annual General Meeting on the winding-up of the company without liquidation requires at least
two thirds of the votes represented and an absolute majority of the nominal value of the shares represented.
Moreover, in accordance with the Articles of Association, the statutory quorums in accordance with Art. 703 and
704 of the Swiss Code of Obligations will apply to resolutions made by the Annual General Meeting.
6.3 | Convening of the Annual General Meeting

The Articles of Association do not contain any rules that deviate from Swiss law with regard to the convening of the
Annual General Meeting. The Ordinary General Meeting takes place annually, no later than six months after the end
of the financial year. The meeting is convened by the Board of Directors. The invitation to the Annual General Meet-
ing is published in the “Swiss Official Gazette of Commerce” (SOGC) as well as in the “Neue Zürcher Zeitung”. One
or more shareholders who together represent at least 10% of the share capital may call for an Extraordinary Gen-
eral Meeting; Extraordinary General Meetings must take place within 90 days of receipt of such a request.
6.4 | Agenda
Shareholders who together represent shares with a nominal value of at least CHF 1 million can ask for an item to be
included on the agenda for discussion, but no later than 60 days before the day of the meeting. Requests must be
submitted in writing.
6.5 | Entries in the share register

The share capital of the company is exclusively comprised of bearer shares and consequently no share register is
kept.
7. | Change of control and defence measures

7.1 | Duty to make a public offer
After the Annual General Meeting of 20 April 2012 resolved to include an “opt-out” clause in the Articles of Associa-
tion (new Art. 4a), parties purchasing shares in the company are exempt from the obligation to make a public offer
to purchase pursuant to Art. 32 and 52 SESTA (Federal Act on Securities Exchanges and Securities Trading) dated
24 March 1995.
7.2 | Change of control clauses

There are no significant contractual agreements with the Board of Directors or the Executive Management in the
event of a change of control. The Articles of Association do not contain any change of control clauses in favour of
Members of the Board of Directors and/or Executive Management.
8. | Auditor
8.1 | Duration of mandate and term of office of the auditor in charge
In 2004, Deloitte AG, Zurich, was registered in the commercial register as the auditor for Von Roll Holding AG.
Mr Daniel O. Flammer was appointed an auditor in charge for the sixth year. The Audit Committee oversees the
activities of the auditors. The auditor is appointed on each occasion by the Annual General Meeting for one financial
year, and the same auditor may be reappointed in the next financial year. The applicable statutory maximum term
of office for an auditor in charge of seven years (Art. 730a Para. 2 Swiss Code of Obligations) is not limited by the
Articles of Association.
8.2 | Auditing fee

The fee paid to the auditor for the audit of the 2012 financial statements was TCHF 822 in total (previous year: TCHF 870).
8.3 | Additional fees

During the period under review, additional fees of around TCHF 150 (previous year: TCHF 157) were paid for addi-
tional services relating to tax, compliance and other services. In financial year 2012, TCHF 48 was paid for tax ad-
vice and TCHF 102 for additional audit-related services.
8.4 | Instruments for monitoring and managing the external auditor

The Audit Committee of the Board of Directors assesses the performance, remuneration and independence of the
external auditor annually (see section 3.4.2). The Board of Directors proposes the election of the external auditor to
the Annual General Meeting based on the recommendation of the Audit Committee. Unless there are particular
grounds to do otherwise, the emphasis is on ensuring continuity. The Audit Committee assesses the scope of the
audit by the external auditor and the relevant procedures annually and discusses the audit findings with the exter-
nal auditor. During the reporting year, three meetings were held with the representatives of the external auditor.
9. | Information policy
Von Roll Holding AG pursues a policy of transparent, truthful and proactive information. Whenever possible, em-
ployees are informed first. Shareholders receive information through the annual report, half-yearly report, media re-
leases, the Internet and at the Annual General Meeting. Von Roll Holding AG reports and comments on its results on
a half-yearly basis. Moreover, Von Roll Holding AG provides continuous information on important events according
to the rules of ad hoc notifications. Upon request, shareholders can receive media releases from the press office
by fax or e-mail. These can be requested from Von Roll Holding AG, Steinacherstrasse 101, CH-8804 Au / Wädenswil,
phone +41 (0)44 204 30 32, fax +41 (0)44 204 30 39 or e-mail [email protected]. Von Roll Holding AG publishes
all events that are relevant to the stock quotation in accordance with the guidelines of SIX Swiss Exchange.
Financial Reporting 2012 – Consolidated Financial Statements 33
Financial reporting
Consolidated financial statements

Consolidated statement of comprehensive income 34
Consolidated statement of financial position 35
Consolidated cash flow statement 36
Consolidated statement of changes in equity 37
Notes to the consolidated financial statements 39
Auditor's Report – 83
Financial statements of Von Roll Holding AG

Income statement 85
Balance sheet 86
Notes to the statutory financial statements 87
Proposal for the use of accumulated profits 91
Auditor's Report – 92
Report on the statutory financial statements
34 Financial Reporting 2012 – Consolidated Financial Statements
Consolidated statement of comprehensive income

for the financial year 2012
2011
in CHF 1,000 Note 2012 (restated)
Net sales 4 497,064 543,262

Cost of goods sold 6 – 426,635 – 448,193
Gross profit 70,429 95,069
Research and development expense 6 – 8,377 – 12,051
Sales and distribution expense 6 – 32,628 – 34,627
Administrative expense 6 – 51,908 – 45,900
Other operating expense 11 – 34,378 – 1,915
Income from investment property 12 2,670 1,987
Other operating income 13 4,082 4,072
EBIT – 50,110 6,635
Financial income 14 4,944 9,568
Financial expense 15 – 10,324 – 11,519
Result before tax – 55,490 4,684
Income tax 16 – 9,039 – 4,552
Net income for the period – 64,529 132
Other comprehensive income

Exchange differences arising on translation of foreign operations – 6,492 – 13,067
Actuarial gain (+) and loss (–) on defined benefit plans, net 38 – 1,734 – 21,088
Income tax on actuarial gain and loss on defined benefit plans 939 5,035
Other comprehensive income for the period,
net of tax – 7,287 – 29,120
Total comprehensive income for the period – 71,816 – 28,988
Net income attributable to:

Owners of the parent – 64,327 485
Non-controlling interest – 202 – 353
Net income for the period – 64,529 132
Total comprehensive income attributable to:

Owners of the parent – 71,614 – 28,635
Non-controlling interest – 202 – 353
Total comprehensive income for the period – 71,816 – 28,988
Earnings per share

Weighted average number of shares outstanding (no. of shares) 17 177,717,928 177,712,748
Basic earnings per share in CHF 17 – 0.362 0.003
Diluted earnings per share in CHF 17 – 0.362 0.003
Consolidated statement of financial position at 31 December

Assets
Dec 31, Dec 31,
in CHF 1,000 Note 2012 in % 2011 in %
Current assets
Cash and cash equivalents 29 94,526 43,904
Trade accounts receivable 27 75,396 87,953
Inventories 25 120,044 131,592
Tax receivables 16 1,617 1,988
Current financial assets 22 354 –
Other accounts receivable and prepaid expense 28 16,362 19,609
Total current assets 308,299 61.7 % 285,046 58.1 %
Non-current assets
Property, plant and equipment 18 95,149 91,864
Goodwill 19 14,474 39,177
Intangible assets 20 33,115 42,287
Investment property 21 3,765 4,525
Non-current financial assets 22 20,145 3,914
Pension plan assets 38 12,457 8,736
Deferred tax assets 16 12,132 14,890
Total non-current assets 191,237 38.3 % 205,393 41.9 %
Total assets 499,536 100.0 % 490,439 100.0 %
Equity and liabilities

Dec 31, Dec 31,
in CHF 1,000 Note 2012 in % 2011 in %
Liabilities
Current liabilities
Trade accounts payable 33 31,564 41,620
Current tax payables 16 3,301 2,408
Current financial liabilities 31 1,182 57,722
Current provisions 32 6,364 2,756
Other current liabilities and accruals 34 33,632 43,856
Total current liabilities 76,043 15.2 % 148,362 30.2 %
Non-current liabilities
Non-current financial liabilities 31 149,240 558
Post-employment benefit obligations 38 31,880 30,173
Deferred tax liabilities 16 6,666 5,758
Non-current provisions 32 13,934 11,982
Total non-current liabilities 201,720 40.4 % 48,471 9.9 %
Total liabilities 277,763 55.6 % 196,833 40.1 %
Equity
Share capital 30 18,479 18,479
Group reserves 203,615 275,246
Equity attributable to
owners of the parent company 222,094 44.5 % 293,725 59.9 %
Non-controlling interests – 321 – 0.1 % – 119 0.0 %
Total equity 221,773 44.4 % 293,606 59.9 %
Total equity and liabilities 499,536 100.0 % 490,439 100.0 %
Consolidated cash flow statement for the financial year 2012

in CHF 1,000 Note 2012 2011
Operating activities
Profit before tax – 55,490 4,684
Financial result 14/15 5,380 1,951
Depreciation, amortisation and (reversal of) impairment 9 51,502 18,814
Earnings before interest, tax, depreciation and amortisation (EBITDA) 1,392 25,449
Gain (–)/Loss (+) from the sale of non-current assets 11/13 – 172 46
Result from the disposal of investment property 12 – 776 –
Changes in non-current provisions – 3,289 – 3,605
Equity-settled share-based payment transactions – 4
Cash flow before changes in net working capital – 2,845 21,894
Changes in inventories 9,746 – 39,037
Changes in accounts receivable 9,088 743
Changes in accounts payable – 11,615 2,852
Changes in other current assets 2,383 – 5,661
Changes in current provisions and other current liabilities – 2,496 3,203
Cash generated from operating activities 4,261 – 16,006
Income tax paid 16 – 2,672 – 3,673
CASH FLOW FROM OPERATING ACTIVITIES 1,589 – 19,679
Investing activities
Capital expenditure for property,
plant and equipment and intangible assets 18/20 – 23,413 – 17,969
Cash outflow from acquisitions 2 – 120 – 902
Proceeds from disposal of non-current assets and investment property 1,892 134
Payments to acquire financial assets – 14 62
Cash advances made to other parties – 18,631 –
Interests received 14 858 771
Cash inflow from long-term loans 47 44
CASH FLOW FROM INVESTING ACTIVITIES – 39,381 – 17,860
Financing activities
Additions of financial liabilities 169,970 33,575
Repayment of financial liabilities – 78,651 – 9,830
Purchase of treasury shares – 1,675 – 3,098
Sale of treasury shares 1,658 3,160
Interests paid – 2,460 – 2,172
CASH FLOW FROM FINANCING ACTIVITIES 88,842 21,635
CHANGE IN CASH AND CASH EQUIVALENTS 51,050 – 15,904
Cash and cash equivalents at 1 January 43,904 61,142

Effects of changes in foreign exchange rates – 428 – 1,334
Change in cash and cash equivalents 51,050 – 15,904
Cash and cash equivalents at 31 December 94,526 43,904
Consolidated statement of changes in equity

for the financial year 2012
In the reporting year 2011, consolidated equity changed as follows:
Currency Attributable Non-

Share Capital Treasury translation Retained to owner controlling Total
in CHF 1,000 capital reserves shares adjustments earnings of the parent interest equity
Balance at 1 January 2011 18,479 396,688 – 68,451 – 81,837 57,416 322,295 234 322,529
Net income for the period – – – – 485 485 – 353 132
Exchange differences arising on translation
of foreign operations – – – – 13,067 – – 13,067 – – 13,067
Actuarial loss on defined benefit plans – – – – 117 – 20,971 – 21,088 – – 21,088
Income tax on actuarial loss on defined
benefit plans – – – – 5,035 5,035 – 5,035
Other comprehensive income for the
period – – – – 13,184 – 15,936 – 29,120 – – 29,120
Total comprehensive income for the
period – – – – 13,184 – 15,451 – 28,635 – 353 – 28,988
Share based payments – – – – 4 4 – 4
Purchase/sale of treasury shares – – 5,176 – – 5,115 61 – 61
Total transactions with owners – – 5,176 – – 5,111 65 – 65
Balance at 31 December 2011 18,479 396,688 – 63,275 – 95,021 36,854 293,725 – 119 293,606
Total Group reserves at the

end of December 2011 275,246
In the reporting year 2012, consolidated equity changed as follows:
Currency Attributable Non-

Share Capital Treasury translation Retained to owner controlling Total
in CHF 1,000 capital reserves shares adjustments earnings of the parent interest equity
Balance at 1 January 2012 18,479 396,688 – 63,275 – 95,021 36,854 293,725 – 119 293,606
Net income for the period – – – – – 64,327 – 64,327 – 202 – 64,529
Exchange differences arising on translation
of foreign operations – – – – 6,492 – – 6,492 – – 6,492
Actuarial loss on defined benefit plans – – – 345 – 2,079 – 1,734 – – 1,734
Income tax on actuarial loss on defined
benefit plans – – – – 939 939 – 939
Other comprehensive income for the
period – – – – 6,147 – 1,140 – 7,287 – – 7,287
Total comprehensive income for the
period – – – – 6,147 – 65,467 – 71,614 – 202 – 71,816
Share based payments – – – – – – – –
Purchase/sale of treasury shares – – 4,450 – – 4,467 – 17 – – 17
Total transactions with owners – – 4,450 – – 4,467 – 17 – – 17
Balance at
31 December 2012 18,479 396,688 – 58,825 – 101,168 – 33,080 222,094 – 321 221,773
Total Group reserves at the

end of December 2012 203,615
Notes to the consolidated financial statements

of 31 December 2012
1. | Significant accounting
policies
General information
Von Roll Holding AG (the company) with its subsidiaries (together Von Roll) is an international manufacturing and
service company. Its main activities are presented in the Notes on the Business Segments (Note 5). The company is
a publicly traded company listed on the Swiss stock exchange (SIX Swiss Exchange). Its registered office is at Pass-
wangstrasse 20, 4226 Breitenbach, Switzerland.
Summary of significant accounting policies

The consolidated financial statements of Von Roll Holding AG are prepared in accordance with the International
Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB), and in com
pliance with the listing regulations of SIX and Swiss Law.
The consolidated financial statements are presented in Swiss francs (CHF), as the main Von Roll companies operate
and are financed in Switzerland. The financial statements refer to thousands of CHF (TCHF). Due to the chosen pres-
entation method, immaterial rounding differences can occur. Use of the year in connection with the presentation of
statement of financial position relates in principle to 31 December of the year in question unless specified otherwise.
The consolidated financial statements have been prepared under the historical cost convention. Only certain finan-
cial instruments are valued at their fair value.
Certain minor reclassifications and additional disclosures have been made to the consolidated financial statements
compared with the previous year’s figures.
Adoption of new accounting policies

No new or revised International Accounting Standards Board (IASB) standards have been adopted for the first time by
Von Roll for the financial year starting on 1 January 2012.
The following amendments and enhancements to the IASB’s standards and interpretations are to be adopted for the
first time for the financial year starting on 1 January 2012. However, they have no (significant) impact on the consoli-
dated financial statements of the Von Roll Group.
»IAS 12 Deferred Tax – Recovery of Underlying Assets

»IFRS 7 Disclosures – Transfer of Financial Assets
The following new and revised standards and interpretations are issued by the IASB. These standards were not ef-
fective for the reporting period and have not been adopted prematurely in the present consolidated financial state-
ments. The following table shows the impact estimated by the Executive Management:
Effective for
annual periods
beginning on Planned adoption by
or after Von Roll
New Standards or Interpretations
IFRS 10 Consolidated Financial Statements 1 January 2013 Financial year ***
2013
IFRS 11 Joint Arrangements 1 January 2013 Financial year *
2013
IFRS 12 Disclosure of Interests in Other Entities 1 January 2013 Financial year ***
2013
IFRS 13 Fair Value Measurement 1 January 2013 Financial year *
2013
IFRIC 20 Stripping Costs in the Production Phase of a Surface 1 January 2013 Financial year *
Mine 2013
IFRS 9 Financial Instruments and related amendments 1 January 2015 Financial year **
to IFRS 7 regarding transition 2015
Amendments to standards and interpretations

IAS 1 Presentation of Items of Other Comprehensive Income 1 July 2012 Financial year **
2013
IAS 19 (rev. 2011) Employee Benefits 1 January 2013 Financial year ****
2013
IAS 27 (rev. 2011) Separate Financial Statements 1 January 2013 Financial year ***
2013
IAS 28 (rev. 2011) Investments in Associates and Joint Ventures 1 January 2013 Financial year ***
2013
IFRS 1 Government Loans 1 January 2013 Financial year *
2013
IFRS 7 Disclosures – Offsetting Financial Assets and Financial 1 January 2013 Financial year *
Liabilities 2013
IAS 32 Offsetting Financial Assets and Financial Liabilities 1 January 2014 Financial year *
2014
* No or no material effects are expected on the consolidated financial statements of Von Roll.
** The effects on the consolidated financial statements of Von Roll can not yet be reliably determined.
*** Additional disclosures or changes inthe presentation of the financial statements of Von Roll are mainly expected.
**** Elimination of corridor approach has no impact on the consolidated financial statements. Finance costs on a net funding basis will impact the
net periodic pension costs negatively by around CHF 3.5 million. Additional disclosures or changes in the presentation of the financial
statements of Von Roll will be also necessary.
Scope of consolidation
The consolidated financial statements comprise the financial statements of the parent company and of the compa-
nies it controls (its subsidiaries). An entity is deemed to be in control if it holds a majority equity investment and the
majority of the voting rights or exercises control in another way. These companies are fully consolidated. A list of the
significant consolidated companies is provided in Note 23 of this Annual Report.
Associated companies in which Von Roll exercises a significant influence (investments of between 20 and 50 %) are
consolidated using the equity method. Other investments with a shareholding of up to 20 % are valued at fair value.
Principles of consolidation
The financial statements of consolidated companies have been prepared as of the date of the consolidated financial
statements, under the historical cost convention as modified by the revaluation of financial assets at fair value
through profit and loss and applying uniform valuation and presentation principles. The subsidiaries acquired or
sold in the course of the year are considered in the financial statements from the actual point in time at which they
were acquired or sold, as appropriate.
Non-controlling interests
Non-controlling interests are reported in the consolidated financial statements as part of the Group’s equity and not
as a separate category. They are not deducted when calculating consolidated net income.
Foreign currency translation

Transactions in a currency different from the functional currency of the Group company involved (foreign currency)
are recorded at the exchange rate prevailing on the day of the transactions. Monetary items in foreign currency are
translated on the reporting date at the closing rate. Exchange differences arising from monetary items are recorded
in the income statement and shown in the net financial result insofar as they are not to be regarded as part of a net
investment in a foreign operation.
When foreign operations are translated into the presentation currency, the group companies’ income, expense and
cash flows are translated into Swiss francs (CHF) using the weighted average exchange rates. Assets and liabilities
are translated using the year-end exchange rates. Differences from variations in exchange rates compared to the
previous year arising from the translation of equity in subsidiaries and long-term intercompany loans (only loans of
an equity nature) and differences resulting from the translation of net income are allocated to other comprehensive
income. Translation differences resulting from the application of this method are classified as equity until the dis-
posal of the investment.
Revenue recognition
Revenue is only recognised when it has been ensured that the company is receiving the economic benefits associ-
ated with the transaction and that these can be measured reliably. Revenue is measured at the fair value of the
consideration received after sales tax and rebates. The products sold or the services rendered are recorded as
soon as the goods or services have been delivered and the benefits and risks have been transferred. Provisions for
rebates and discounts are recognised in the same period as the related revenues in accordance with the relevant
terms and conditions of sale.
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest
rate applicable. Dividend income from investments is recognised when the shareholder’s rights to receive payment
have been established.
Certain Group activities relate to the production of customer-specific constructions and products. These long-term
construction contracts are therefore recognised on a percentage basis using the percentage of completion method.
The stage of completion is measured on the basis of the work done by the reporting date.
Cash and cash equivalents

Cash and cash equivalents and short-term cash investments comprise cash on hand and deposits with banks, includ-
ing sight deposits, as well as short-term financial instruments with a residual term of less than 90 days at the time of
acquisition.
Trade accounts receivable

The reported values represent the invoiced amounts. Valuation allowances for non-performing loans are determined
periodically.
Other accounts receivable and prepaid expense

Other accounts receivable comprise receivables from social security institutions, for indirect taxes and other non-
operating receivables from third parties due within one year. They also include prepaid expense.
Construction contracts
Where the outcome of a construction contract can be reliably estimated, revenue and costs are recognised by refer-
ence to the stage of completion of the contract activity at the balance sheet date, measured based on the propor-
tion of contract costs incurred for work performed to date relative to the estimated total contract costs, except
where this would not be representative of the stage of completion. Variations in contract work, claims and incentive
payments are included to the extent that they have been agreed with the customer.
Where the outcome of a construction contract cannot be reliably estimated, the amount of contract revenue which
can be recognised is restricted to the contract costs likely to be recovered. When it is probable that total contract
costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.
Amounts due from customers under construction contracts comprise contracts where the costs incurred plus rec-
ognised profits exceed payments already received. If the payments received are higher than the costs incurred plus
recognised profits, they are shown under amounts due to customers under construction contracts.
Prepayments received are accounted for without any impact on profit and loss. If there is no entitlement to a refund,
they are netted off with the corresponding construction contracts for which the prepayments have been made. Pre-
payments for which the customer is entitled to a refund are shown as a liability.
Inventories
Purchased products are valued at acquisition cost, while internally manufactured products are valued at cost of conver-
sion including the corresponding production-related overheads. The valuation of inventories in the balance sheet, or the
records of the costs in the income statement, is done at standard cost, which is adjusted for capacity and costs devia-
tions from the effective weighted average costs of the reporting period. Valuation allowances are recognised for goods
with a lower net realisable value or which are slow-moving, providing there are no firm sales orders with fixed higher net
sales prices. Unsaleable goods are fully written off.
Property, plant and equipment

Property, plant and equipment are valued under the historical cost convention reduced by any valuation allowances
and are depreciated on a straightline basis in keeping with the following guidelines concerning estimated useful
lives:
Permanent buildings 25 years

Temporary buildings 10 – 20 years
Technical installations and machinery 10 – 20 years
Plant and office equipment 5 – 10 years
Computer equipment 3 – 10 years
Vehicles 3 – 8 years
Land is not depreciated.
Subsequent costs are only included in the carrying amount of the asset when it is probable that future economic
benefits associated with the item will be usable by Von Roll and that the cost of the item can be measured reliably.
All other maintenance and repair costs are charged to the income statement during the period in which they are
incurred.
Borrowing costs associated with the construction of property, plant and equipment are capitalised. Von Roll does
not currently have any property, plant or equipment to which this applies.
Investment property
Investment property principally comprises undeveloped land as well as separable rented offices and production
buildings and is held to generate long-term rental yields. These properties are not used by Von Roll.
Investment property excluding land is valued at historical cost less depreciation on a straight-line basis over an
expected useful life of 25 years.
During a balance sheet restructuring in previous years certain investment properties were revalued above the his-
torical cost. Current market values are periodically determined by independent experts and disclosed additionally
in the Notes.
Goodwill
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling
interests in the acquired company, and the fair value of the acquirer’s previously held equity interest in the acquired
company (if applicable) over the net of the acquisition-date amounts of the identifiable assets acquired and liabili-
ties assumed. If, following a reassessment, the share of the acquired and identifiable net assets at fair value to be
assigned to the Group exceeds the sum of the consideration transferred, the amount of any non-controlling inter-
ests in the acquired company and the fair value of the acquirer’s previously held equity interest in the acquired
company (if applicable), then the excess is recognised immediately in the profit or loss.
Goodwill is recognised as an intangible asset and has an indeterminable useful life. It is subject to an impairment
test at least once a year or more frequently if there are indications that impairment may be required. Impairment
losses have an immediate effect on net income. A recognised impairment loss is not reversed in a subsequent pe-
riod. Goodwill is presented separately in the consolidated balance sheet. Gains and losses on the disposal of an
entity include the carrying amount of goodwill relating to the entity sold.
Intangible assets
Licences, trademarks and similar rights as well as other intangible assets have a determinable useful life, which is
estimated in each case, and are carried at historical cost less amortisation. Amortisation is calculated using the
straight-line method to allocate the cost over estimated useful lives, ranging between five and twelve years. The
useful life of a capitalised customer relationship is not determinable. This customer relationship is not subject to
depreciation. Instead, the asset is subjected to an impairment test in the event of significant indications or at least
annually.
Reliably measurable costs for licences, trademarks and similar rights as well as for product development are capi-
talised only if these assets are identifiable and it is probable that the expected future economic benefits attributable
to each intangible asset will flow to Von Roll.
Financial assets
Financial assets comprise investments in securities as well as non-current loans to associated companies and third
parties.
Securities are in principle valued at fair value through profit and loss. If the fair value cannot be determined reliably,
a valuation is made at amortised cost. Loans are categorised as credits and accounts receivable and valued at
amortised cost less any impairment. Derivatives are categorised as financial assets valued at fair value through
profit and loss.
Each category of financial assets is accounted for as of the trade date.
Investments in associated companies

Investments in associated companies are recognised at cost at the time of acquisition and subsequently valued
using the equity method. Von Roll’s investment in associated companies includes goodwill (net of any accumulated
impairment loss) identified at acquisition.
Impairment of tangible and intangible assets without goodwill

Tangible and intangible assets without goodwill are reviewed for impairment whenever events or changes in circum-
stances indicate that the carrying amount may not be recoverable. An impairment loss is recognised with an impact
on income for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable
amount is the higher of an asset’s fair value less costs to sell and value in use. The value in use is based on future
expected discounted cash flows. For the purposes of assessing impairment, assets are grouped at the lowest level
for which there are separately identifiable cash flows (cash-generating units). If the reason for an impairment that
was previously recognised no longer applies, it is reversed.
Share capital
Bearer shares are classified as share capital. Issuing proceeds from 1 January 1997 which exceed the nominal value
(premium) have been reported in the capital reserves item under Group reserves since 31 December 2011.
Share-based payment
Equity-settled share-based payments to employees are measured at the fair value of the equity instruments at the
grant date. Details regarding the determination of the fair value of equity-settled share-based transactions are set
out in Note 30. The fair value determined at the grant date of the equity-settled share-based payments is expensed
on a straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that are ex-
pected to vest. At each balance sheet date, Von Roll revises its estimates of the number of equity instruments ex-
pected to vest. The impact of the revision of the original estimates, if any, is recognised in profit or loss over the
remaining vesting period, with a corresponding adjustment to the equity-settled employee benefits reserve, which
is allocated to the retained earnings.
The policy described above is applied to all equity-settled share-based payments that were granted after 7 Novem-
ber 2002 and that vested after 1 January 2005. No amount has been recognised in the financial statements in re-
spect of other equity-settled share-based payments.
Financial liabilities
Financial liabilities are recognised initially at fair value, net of transaction costs incurred. Financial liabilities are
subsequently stated at amortised cost. Any difference between the proceeds (net of transaction costs) and the re-
demption value is recognised in the income statement over the period of the liability using the effective interest
method.
Provisions
Provisions for environmental restoration, contingencies and commitments, announced restructurings and legal
claims are only recognised if Von Roll has an existing legal or constructive obligation resulting from past events, if
it is more likely than not that an outflow of resources will be required to settle the obligation, or if the amount can be
reliably estimated. Restructuring provisions comprise employee severance payments, lease termination penalties
and other costs. Provisions are not made for future operating losses. The creation and dissolution of restructuring
provisions is reported in other operating income.
Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is de-
termined by considering the class of obligations as a whole.
Other current liabilities and accruals

Other short-term liabilities comprise payables to social security institutions and other non-operating payables to
third parties due within one year. Furthermore, this item includes deferred income from customers and accrued
expenses to suppliers.
Post-employment benefits, pension assets and liabilities

(a) Pension obligations
Von Roll companies operate various pension schemes, some of which are managed by external parties. Von Roll has
both defined benefit and defined contribution plans. The defined benefit obligation is calculated annually by inde-
pendent, qualified actuaries using the projected unit credit method. This applies in particular for the main Swiss
pension plans.
Current pension claims are recognised in the income statement in the period in which they accrue. Retrospective
improvements to benefits resulting from changes to plans are recognised on a straight-line basis over the average
period until they vest through profit or loss. If entitlements to pensions vest immediately, they are recognised in the
income statement immediately.
Differences between the actual trends and anticipated trends, as well as changes to estimates involving actuarial
principles, lead to actuarial gains and losses. Applying the option for recognising actuarial gains and losses of this
kind, Von Roll recognises them directly in equity in the other comprehensive income. Since the deviations can be
material, this can have a considerable effect on the Group’s equity.
The recognised assets are determined in accordance with the interpretation IFRIC 14 “The Limit on a Defined Ben-
efit Asset, Minimum Funding Requirements and their Interaction”.
For defined contribution plans, Von Roll pays contributions to publicly or privately administered pension plans on a
mandatory, contractual or voluntary basis. Von Roll has no further payment obligations once the contributions have
been paid.
(b) Other long-term employee benefits and post-employment obligations

Some Von Roll companies provide other long-term employee benefits or post-employment benefits. The entitlement
to these benefits is usually dependent on years of service. The expected costs of these benefits are recognised in
the income statement in the period in which they arise and are also calculated for the main plans using the pro-
jected unit credit method in the same way as defined benefit plans. These obligations are valued annually by inde-
pendent, qualified actuaries.
(c) Other employee and social security benefits, accruals for staff-related costs
Other employee and social security benefits mainly comprise payments to governmental institutions and others for
social security, payroll taxes, health insurances and similar. Accruals for staff-related costs comprise accruals for
contractual bonuses, unclaimed annual leave entitlement, flexitime balances and similar. Von Roll recognises accru-
als where contractually obliged or if there is a past practice that has created a constructive obligation.
Income tax
Income taxes include all taxes based upon the taxable profit of Von Roll. Other taxes not based on income, such
as property and capital taxes, are included in the relevant position in the income statement.
Deferred income tax is provided in full, using the comprehensive liability method, on temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements.
Deferred income tax is determined using tax rates and laws that have been enacted by the balance sheet date and
that are expected to apply when the related deferred income tax asset is realised or the deferred income tax liabil-
ity is settled.
Deferred income tax assets for temporary differences and unused tax losses are recognised to the extent that it is
probable that future taxable profit will be available against which the temporary differences can be utilised and
realisable temporary differences can be expected.
Deferred income tax on temporary differences arising on investments in subsidiaries and associated companies is
provided, except where Von Roll is able to control the timing of the reversal of the temporary difference and it is
probable that the temporary difference will not reverse in the foreseeable future.
Temporary differences arising from the first-time recognition of goodwill, from the first-time recognition of assets or
liabilities in conjunction with a transaction which affects neither the taxable result nor the profit for the year are not
recognised; neither are temporary differences associated with investments in subsidiaries insofar as it is likely that
the temporary difference will not be reversed in the foreseeable future.
Tax assets and tax liabilities are netted if they relate to the same tax object in the same tax jurisdiction. Deferred tax
assets or tax liabilities are reported as non-current assets or liabilities.
Leases
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified
as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are
charged to the income statement on a straight-line basis over the period of the lease.
Segment information
Reportable business segments are determined on the basis of the management approach. External segment
reporting is then carried out on the basis of the internal financial reporting to the chief operating decision maker.
At Von Roll, this position is held by the Board of Directors of Von Roll Holding AG.
The primary segmentation is by business segment, and the secondary is by geographical segment. A business seg-
ment is a group of assets and operations engaged in providing the same or similar products or services that are
subject to risks and returns which are different from those of other business segments. A geographical segment is
engaged in providing products and services within a particular economic environment that are subject to risks and
returns which are different from those of segments operating in other economic environments.
Intra-segment transfers and transactions are entered into under normal commercial terms and conditions that
would also be available to unrelated third parties (at arm’s length).
Financial risk factors

Von Roll’s activities are exposed to a variety of financial risks:
market risk (including currency risk, interest rate risk and price risk), credit risk, liquidity risk and cash flow risk. Von
Roll’s overall risk management programme focuses on the unpredictability of financial markets and seeks to mini-
mise potential adverse effects on Von Roll’s financial performance. Von Roll uses derivative financial instruments to
hedge certain risk exposures, where appropriate.
Financial risk management is carried out according to the principles and guidelines issued by the Board of Directors
and the Executive Management. Risk management is monitored by Corporate Controlling and continually reconciled
with each operational entity (please refer to Von Roll Holding AG – annual financial statements compiled in accord-
ance with the Swiss Commercial Code: Note "Risk assessment"). It covers identified financial risk factors as de-
scribed in the previous paragraph.
(a) Market risk

Foreign exchange risk
Von Roll operates internationally and is exposed to foreign exchange risk arising from various currency exposures,
primarily with respect to the euro, US dollar and the Indian rupee, and other currencies to a lesser extent. Foreign
exchange risk arises from sales carried out in foreign currencies and similar transactions as well as from recognised
assets and liabilities and investments carried out in foreign currencies.
To manage its foreign exchange risk, Von Roll uses, wherever necessary, forward contracts from which a loss of
TCHF 370 was incurred in the reporting period (2011: a loss of TCHF 504). Foreign exchange risk arises when com-
mercial transactions of an operation are not denominated in the functional currency of the operation concerned but
in another currency. There are significant (net) currency risks with respect to the euro of CHF 35.7 million (2011:
CHF 34.7 million), the US dollar of CHF 23.0 million (2011: CHF 20.7 million) and the Indian rupee of CHF 16.1 million
(2011: CHF 15.2 million). Taken together all other currencies account for a foreign exchange risk of CHF 12.2 million
(2011: CHF 17.1 million). A change in all foreign currency exchange rates of 5 % would impact the pre-tax result of the
Von Roll Group by around CHF 4.4 million due to changes in cash and cash equivalents, trade accounts receivable,
financial liabilities and trade accounts payable. A change in all foreign currency exchange rates of 5 % would have
an impact of approximately CHF 8.4 million on equity.
Von Roll has investments in foreign operations whose net assets are exposed to foreign currency transaction risk.
The risks of foreign currency translation differences associated with subsidiaries are not hedged.
Price risk
Von Roll is exposed to price risks relating to raw materials, particularly copper. To minimise this risk, the determina-
tion of sales prices is based on prevailing copper prices at the time of the transaction. Copper in stock for which
there are no customer orders is also hedged in significant cases by means of derivatives. These are exclusively fair
value hedges from which a loss of TCHF 22 was incurred in the reporting period (2011: a loss of TCHF 75). This com-
pared with profits of TCHF 22 from revaluation of underlying transactions (2011: a profit of TCHF 73).
Interest rate risk

Von Roll is exposed to interest rate risk on cash and cash equivalents and financial liabilities.
(b) Credit risk

Von Roll has no significant concentrations of credit risk. Management establishes policies to ensure that sales
of products are made to customers with an appropriate credit rating. Management defines credit limits for each
customer, which are continually monitored and adjusted. Additionally, the outstanding balances of certain custom-
ers are covered by credit insurance facilities. The nominal value of accounts receivable less valuation allowances is
seen as an approximation of their fair value. Von Roll takes account of the risk of default by a counterparty by only
investing with financial institutions whose credit rating is outstanding.
(c) Liquidity risk

Liquidity risk is limited by maintaining sufficient cash and cash equivalents, investments with a maturity of 90 days
or less and the availability of funding through an adequate number of credit facilities.
The following tables detail the Group’s remaining contractual maturities for its financial liabilities. The tables have
been drawn up on the basis of undiscounted cash flows of financial liabilities based on the earliest date
on which the Group can be required to pay. The table contains interest rates and principal repayments. Variable in-
terest rates are determined using interest curves.
The due dates are as follows as of 31 December 2012:
in CHF 1,000 Effective interest rate Within 1 year 1 to 5 year More than 5 years Total
Non-current financial liabilities 4.2 % – 149,240 – 149,240
Trade accounts payable – 31,564 – – 31,564
Current financial liabilities 4.2 % 1,117 – – 1,117
Total liabilities without derivatives 32,681 149,240 – 181,921
Total derivatives – 65 – – 65
Total financial liabilities 32,746 149,240 – 181,986
The due dates as of 31 December 2011 had the following structure:
in CHF 1,000 Effective interest rate Within 1 year 1 to 5 year More than 5 years Total
Non-current financial liabilities 2.2 % – 558 – 558
Trade accounts payable – 41,616 4 – 41,620
Current financial liabilities 0.6 % 57,722 – – 57,722
Total liabilities without derivatives 99,338 562 – 99,900
Total derivatives – – – –
Total financial liabilities 99,338 562 – 99,900
(d) Cashflow and fair value interest rate risk

The only significant interest-bearing asset of the Von Roll Group is the cash and cash equivalents position. These
are subject to interest rate risk. An increase of 1 % in the interest rate would increase interest income by around
CHF 0.9 million, while a 1 % decrease would similarly reduce interest income by around CHF 0.9 million.
The financial liabilities of the Von Roll Group relate predominantly to a fixed-income bond. Fixed-interest financial
liabilities with an interest rate fixed for a specific period of time harbour the risk of fluctuations in the values
reported in the balance sheet. Further details on the interest rates on financial liabilities are provided in Note 31
“Financial liabilities”.
Capital risk management

Von Roll manages its capital to ensure that entities in the Group will be able to continue as going concerns while
maximising returns through the optimisation of the debt and equity balance. The equity ratio fell from 59.9 % as at
the end of 2011 to 44.5 % as at 31 December 2012. At the end of 2012, the Von Roll Group had net debt of CHF 55.9 mil-
lion (2011: CHF 14.4 million).
Derivative financial instruments and hedging activities

Derivatives are initially recognised at fair value at the date on which a derivatives contract is entered into (trade date)
and are subsequently revalued at their fair value through profit and loss. Derivatives are generally classified as either
(1) hedges of fair value of recognised assets, liabilities or a firm commitment (fair value hedge); (2) hedges of highly
probable forecast transactions (cash flow hedges); or (3) hedges of investments in foreign subsidiaries. Currently all
changes in the fair value of any derivative instruments that do not qualify for hedge accounting are recognised im-
mediately in the income statement. Changes in the fair value of hedging transactions that qualify for hedge account-
ing are reported in the same item of the income statement as the corresponding change in fair value of the underly-
ing transaction. Results from ineffective hedging transactions are reported in the financial result.
Use of assumptions and estimates

Von Roll’s principal accounting policies are set out in this section of the consolidated financial statements and are
based on the International Financial Reporting Standards (IFRS). Significant judgements and estimates are used in
the preparation of the consolidated financial statements, which to the extent that actual outcomes and results may
differ from these assumptions and estimates, could affect the accounting in the areas described. The estimates and
underlying assumptions are based on historical experience and various other factors that are believed to be reason-
able under the given circumstances. Subsequent outcomes may deviate from these estimates. The estimates and
underlying assumptions are reviewed on an ongoing basis. Changes in accounting estimates may be necessary if
there are changes in the circumstances on which the estimate was based, or as a result of new information or more
experience. Such changes are recognised in the period in which the estimate is revised. The key assumptions are
described below and also outlined in the respective notes:
Revenue recognition
Revenue is only recognised when the management judges that the significant risks and rewards of ownership have
been transferred to the customer. The management believes that the total accruals and provisions for these items
are adequate, based on currently available information.
Property, plant and equipment and intangible assets, including goodwill

Property, plant and equipment and intangible assets, including goodwill, are reviewed annually for impairment. To
assess if any impairment exists, estimates are made of future cash flows expected to result from use of the asset
and its possible disposal.
Income tax
Significant estimates are required in determining current and deferred assets and liabilities for income taxes. Some
of these estimates are based on interpretations of existing tax laws or regulations. The management believes that
the estimates are reasonable and that the recognised assets and liabilities for income tax-related uncertainties are
adequately recognised. This applies in particular for the capitalisation of tax loss carryforwards, which is based on
expected future gains.
Pensions and other post-employment benefits

At a number of different Von Roll sites, the employees participate in post-employment defined benefit and contribu-
tion plans. The calculations of the recognised assets and liabilities for defined benefit plans are based upon statis-
tical and actuarial calculations. Where the calculations differ from the actuarial assumptions and are approved by
the management, these can impact the assets or liabilities recognised in the balance sheet in future periods.
Legal provisions
Several Von Roll companies are party to various legal proceedings. Based on current knowledge, the management
has made assumptions of the possible impact of these open legal claims and made corresponding provisions.
Environmental provisions
Management believes that total provisions for environmental matters are adequate based upon the information cur-
rently available.
Retrospective change to previous year’s figures (restatement)
Change to business segments

Since 1 January 2012, Von Roll's business segments have no longer been based on business applications in sales
markets defined according to customers but have encompassed all activities in line with Von Roll's production pro-
cesses. The new Von Roll Technologies segment includes the applications in the Transformers, Water and Solar
segments. The previous year's segment reporting figures have been restated accordingly (Note 5).
Improvement to presentation of disclosures

As part of the ongoing review of Group reporting, amortisation of intangible assets has been divided up between
the responsible functional cost areas. Previously, amortisation of intangible assets had been reported under other
operating expense as a single item. Similarly, individual components of other expense as well as changes in inven-
tory are now reported under expenses for raw materials and consumables. Components of personnel expenses,
which used to be included under other expenses, are now reported under personnel expenses. The adjustments
have no impact on comprehensive income. The adjustments made are shown in the table below and have been
taken into account accordingly in this report:
Reallocation of amortization of intangible assets

in CHF 1000 2011
Cost of goods sold – 678
Research and development expense – 3,062
Sales and distribution expense – 12
Administrative expense – 2,702
Other operating expense 6,454
Reallocation of other personnel costs

in CHF 1000 2011
Personnel expenses – 6,435
Other expenses 6,435
Reallocation of other production costs and changes in inventory

in CHF 1000 2011
Raw materials and consumables – 7,761
Changes in inventory – 3,196
Other expenses 10,957
2. | Changes within the consolidated group

Von Roll BHU Umwelttechnik GmbH
On 18 March 2010, Von Roll purchased 100 % of the shares of the company BHU Umwelttechnik GmbH (duly renamed
Von Roll BHU Umwelttechnik GmbH on 17 January 2011), based in Bietigheim-Bissingen, Germany. In the reporting
period, Von Roll paid the former owners of Von Roll BHU Umwelttechnik GmbH a further tranche of the purchase
price in the amount of TCHF 120 as part of the earn-out.
3. | Foreign currencies
The following exchange rates were used for the translation into Swiss francs (CHF):
2012 2011
Average rates
1 EUR 1.205 1.234
1 USD 0.938 0.888
1 GBP 1.486 1.423
1 ILS 0.243 0.248
1 INR 0.018 0.019
1 BRL 0.482 0.531
1 CNY 0.149 0.137
Period end rates at December 31
1 EUR 1.209 1.220
1 USD 0.911 0.934
1 GBP 1.475 1.463
1 ILS 0.245 0.246
1 INR 0.017 0.018
1 BRL 0.445 0.501
1 CNY 0.146 0.148
4. | Net sales
In the reporting year, sales developed as follows compared with the previous year:
in CHF 1,000 2012 in % 2011 in %

Due to volume and prices – 46,197 – 8.5 % 53,640 9.7 %
Thereof copper – 12,291 – 2.3 % 29,571 5.3 %
Due to currency changes – 1 – – 64,529 – 11.6 %
Total – 46,198 – 8.5 % – 10,889 – 2.0 %
5. | Segment information
A breakdown by business segment in financial year 2012 is shown below:
Von Roll Von Roll Von Roll Other

in CHF 1,000 Von Roll Insulation Composites Technologies activities
Total net sales 519,379 308,959 150,755 59,665 –
There of sales to other segments – 22,315 – 10,131 – 12,184 – –
Net sales to third parties 497,064 298,828 138,571 59,665 –
Operating expenses – 495,672 – 283,412 – 135,101 – 77,257 98
EBITDA 1,392 15,416 3,470 – 17,592 98
Depreciation and impairment of
property, plant and equipment – 13,875 – 5,479 – 5,079 – 2,651 – 666
Amortization and Impairment of
intangible assets – 37,627 – 9,950 – 75 – 25,537 – 2,065
EBIT – 50,110 – 13 – 1,684 – 45,780 – 2,633
Financial result – 5,380
Income tax – 9,039
Net income for the period – 64,529
Capital expenditures 23,413 13,457 3,683 1,616 4,657

Impairments 35,102 8,914 – 24,564 1,624
Number of employees (FTE) 2,727 1,372 1,028 277 50
Assets 499,536 194,219 78,963 118,742 107,612
Liabilities 277,763 56,673 30,933 25,420 164,737
A breakdown by business segment in financial year 2011 (restated) is shown below:
Von Roll Von Roll Von Roll Other

in CHF 1,000 Von Roll Insulation Composites Technologies activities
Total net sales 569,280 335,660 162,908 70,712 –
Thereof sales to other segments – 26,018 – 12,329 – 13,689 – –
Net sales to third parties 543,262 323,331 149,219 70,712 –
Operating expenses – 517,813 – 296,928 – 143,250 – 75,772 – 1,863
EBITDA 25,449 26,403 5,969 – 5,060 – 1,863
Depreciation and impairment of
property, plant and equipment – 12,360 – 7,734 – 2,485 – 1,678 – 463
Amortization and Impairment of
intangible assets – 6,454 – 1,513 – 123 – 4,500 – 318
EBIT 6,635 17,156 3,361 – 11,238 – 2,644
Financial result – 1,951
Income tax – 4,552
Net income for the period 132

Impairments 3,062 – – 3,062 –
Number of employees (FTE) 2,881 1,434 1,101 296 50
Assets 490,439 209,464 83,581 136,059 61,335
Liabilities 196,833 60,468 29,401 33,079 73,885
Reportable segments are determined on the basis of the management approach. External segment reporting is
then carried out on the basis of the organisational and management structure within the Group as well as internal
financial reporting to the chief operating decision maker. At Von Roll, this position is held by the Board of Directors of
Von Roll Holding AG.
Segment information
The main operating activities of Von Roll are divided into the Von Roll Insulation, Von Roll Composites and Von Roll
Technologies business segments. They form the basis for segment reporting. Since 1 January 2012, Von Roll’s busi-
ness segments have no longer been based on business applications in sales markets defined according to custom-
ers but have encompassed all activities in line with Von Roll’s production processes. The new Von Roll Technologies
segment includes the applications in the Transformers, Water and Solar segments. The previous year’s segment
reporting figures have been amended accordingly.
Principal activities break down as follows:
Von Roll Insulation – production and supply of electrical insulation materials and winding wires.
Von Roll Composites – production and supply of composite materials and cable protection materials.
Von Roll Technologies – production and supply of energy transmission and distribution solutions, design and
construction of water and wastewater treatment plants and the Solar research and development project.
For further information on the business segments, please refer to the image section of this Annual Report.
Other activities include income and expense of holding companies and companies that cannot be categorised as
part of the operating business, and net income from investment properties. The reclassifications described in Note 1
have no impact on the segment information below.
The table below shows a breakdown of Group net sales by geographical market, irrespective of the origin of the
goods and services:
Geographical information by location of customer

in CHF 1,000 2012 in % 2011 in % Variation
EMEA 259,205 52.2 % 280,576 51.6 % – 7.6 %

America 126,850 25.5 % 141,129 26.0 % – 10.1 %
Asia 111,009 22.3 % 121,557 22.4 % – 8.7 %
Von Roll 497,064 100.0 % 543,262 100.0 % – 8.5 %
Information on gross sales generated with external clients in Switzerland is not available and the costs of compiling
it would be excessively high.
Information on major clients

The Group believes that there is no significant dependency on one client either within a segment or across seg-
ments. Von Roll does not generate more than 10 % of Group sales with any one client. In the Technologies segment,
one client relationship accounts for more than 10 % of the segment’s sales.
The following table shows a geographical breakdown by location of assets:
Geographical information by location of assets

Von Roll EMEA America Asia
in CHF 1,000 2012 2011 2012 2011 2012 2011 2012 2011
Net sales to third parties 497,064 543,262 300,495 328,361 102,521 107,899 94,048 107,002
Non-current assets * 146,503 177,853 97,712 120,517 28,302 27,781 20,489 29,555
Assets 499,536 490,439 351,621 316,072 69,641 76,815 78,274 97,552
Capital expenditures 23,413 17,969 17,113 13,632 3,920 1,160 2,380 3,177
Number of employees (FTE) 2,727 2,881 1,390 1,418 412 414 925 1,049
* excluding financial instruments, deferred tax assets and pension plan assets
Allocation of goodwill
The goodwill allocated to the Insulation segment amounts to TCHF 12,243 (2011: TCHF 13,709) and the goodwill of the
Composites segment totals TCHF 0 (2011: TCHF 0). Goodwill totalling TCHF 2,232 (2011: TCHF 25,467) is allocated to
the Technologies segment. The Technologies segment also has an intangible asset with an unlimited useful life.
The method applied for the impairment test is described in Note 19 relating to goodwill, Note 20 relating to intangible
assets and Note 18 relating to property, plant and equipment. The discount rates applied for the discounted cash
flow method for the Insulation segment range from 6.5 % to 12.7 %. Discount rates of between 7.8 % and 11.8 % are
applied for the Composites segment. Discount rates of between 7.8 % and 9.4 % are applied in the Technologies
segment.
6. | Expense by type and function

2011
Expense by type
Raw materials and consumables – 270,076 – 294,898
Energy cost – 18,156 – 17,865
Personnel expenses (Note 7) – 149,197 – 144,865
Depreciation and impairments on
PPE and intangible assets (Notes 9) – 27,388 – 18,665
Other expenses – 54,731 – 64,478
Total – 519,548 – 540,771
Expense by function
Cost of goods sold – 426,635 – 448,193
Research and development expense – 8,377 – 12,051
Sales and distribution expense – 32,628 – 34,627
Administrative expense – 51,908 – 45,900
Total – 519,548 – 540,771
7. | Personnel expenses
2011
Wages and salaries – 116,339 – 111,396

Post-employment benefit costs (Note 38) – 4,941 – 4,277
Other social security costs – 19,895 – 22,757
Other personnel costs – 8,022 – 6,435
Total – 149,197 – 144,865
In the consolidated income statement, personnel expenses are included in the corresponding functional costs.
8. | Number of employees
Number at 31.12. 2012 2011
Production 2,147 2,323
Research and developtment 227 219
Sales and distribution 95 89
Administration 258 250
FTE at year end 2,727 2,881
Average for the year 2,834 2,868
9. | Depreciation, amortisation and impairment

2011
Land and buildings (Notes 6 and 18) – 1,953 – 2,140
Technical installations and machinery (Note 6 and 18) – 9,924 – 9,094
Plant and office equipment (Notes 6 and 18) – 1,275 – 977
Investment property (Notes 12 and 21) – 173 – 149
Total regular depreciation on PPE and investment property – 13,325 – 12,360
Intangible assets (Notes 6 and 20) – 3,075 – 3,392

Total regular amortization on intangible assets – 3,075 – 3,392
Impairments on PPE (Notes 6 and 18) – 550 –

Impairments on intangible assets (Notes 6 and 20) – 10,611 – 3,062
Impairments on goodwill (Note 19) – 23,941 –
Total impairments – 35,102 – 3,062
Total depreciation and impairments – 51,502 – 18,814
In addition to scheduled depreciation and amortisation, the capitalised development costs for the Solar project in
the amount of TCHF 3,062 were fully impaired in financial year 2011.  Impairments in 2012 are described in Notes 18,
19 and 20.
10. | Restructuring costs

The objective of the restructuring programme was to adjust business operations in line with new framework condi-
tions and to further increase the competitiveness of Von Roll. By streamlining processes and structures, merging
separate production areas and eliminating unprofitable product lines, costs for restructuring in 2009 amounted to
TCHF 8,621. 
In the reporting year, an amount of TCHF 147 of the restructuring reserves set aside in 2009 was used. Restructuring
reserves worth TCHF 70 were dissolved as unused.
11. | Other operating expense

2011
Impairments on goodwill – 23,941 –

Impairments on other intangible assets – 7,958 –
Rental expenses for sublet areas – 704 – 662
Expenses for withholding taxes – 518 – 95
Legal expenses – 187 – 440
Expenses for damages – 40 – 229
Loss from the sale of non-current assets – – 46
Other operating expense – 1,030 – 443
Total – 34,378 – 1,915
As part of the ongoing review of Group reporting, amortisation of intangible assets has been divided up between
the responsible functional cost areas. They are no longer included under other operating expense (Note 1).
12. | Income from investment

properties
in CHF 1,000 2012 2011
Income from investment property 2,846 2,887

Expense for investment property – 779 – 751
Depreciation on investment property (Notes 9 and 21) – 173 – 149
Result from the sale of investment property 776 –
Total 2,670 1,987
13. | Other operating income

in 1,000 CHF 2012 2011
Rental income 907 749
Royalty income 783 785
Income from other services 733 558
Income from dissolution of other provisions 336 419
Income from insurance reimbursements 301 126
Profit from the sale of non-current assets 172 –
Income from dissolution of restructuring provisions 95 –
Adjustment accrued purchase consideration Von Roll BHU Umwelttechnik GmbH – 889
Other operating income 755 546
Total 4,082 4,072
14. | Financial income

in CHF 1,000 2012 2011
Interest received 858 771
Gain from financial hedging activities 354 145
Foreign exchange gains 3,685 8,590
Other financial income 47 62
Total 4,944 9,568
15. | Financial expense

in CHF 1,000 2012 2011
Interest expense on bank debts – 178 – 330

Interest expense on pension funds (Note 38) – 684 – 774
Bank charges – 755 – 849
Interest expense on bond – 1,121 –
Interest expense on loans and other finanical liabilities – 925 – 237
Foreign exchange losses – 5,924 – 8,657
Loss from financial hedging activities – 724 – 650
Loss from operative hedging activities – 13 – 22
Total – 10,324 – 11,519
The loss from operating hedging transactions contains the ineffective part of hedging transactions for the copper
stock.
16. | Income tax

in CHF 1,000 2012 2011
Profit before tax – 55,490 4,684

Income taxes at Swiss statutory rate 21.0 % 21.7 %
Expected tax income (+) / expense (–) 11,653 – 1,016
Applicable tax rates differing from Swiss statutory rate – 6,520 – 2,884
Non-tax-deductible expenses – 4,465 – 1,475
Non-taxable income 1,562 234
Variation of tax rate 155 2,122
Increase in unrecognised tax losses – 7,737 – 999
Utilisation of unrecognised tax losses 633 38
Valuation allowance on deferred tax assets – 2,481 – 2,052
Taxes relating to prior periods and other items – 1,839 1,480
Effective tax expense – 9,039 – 4,552
Tax expense is as follows:

Current tax – 5,746 – 3,763
Deferred tax – 3,293 – 789
Total tax expense – 9,039 – 4,552
Taxes paid 2,672 3,673
The income tax rate in accordance with the Swiss tax burden corresponds to the rate of income tax paid by opera-
tional Group companies domiciled at the headquarters. In principle, the fluctuation in the line “Applicable tax rates
differing from Swiss statutory rate” depends on the breakdown of the results among the various subsidiaries and tax
jurisdictions. In the reporting year losses were incurred primarily in countries with comparatively low tax burdens. In
contrast, profits generally arose in subsidiaries in countries where the tax rate tended to be higher. In addition, de-
ferred taxes on material losses in holding companies were not capitalised.
Deferred taxes arising from timing differences between the tax base and their carrying amounts consisted of the
following items:
Assets Liabilities Assets Liabilities

in CHF 1,000 Dec 31, 2012 Dec 31, 2012 Dec 31, 2011 Dec 31, 2011
Current assets 2,252 465 2,602 1,026

Non-current assets 3,630 8,089 1,166 7,858
Short-term liabilities 795 1,128 1,375 995
Long-term liabilities 7,172 – 6,975 4
Tax loss 25,682 18,120 –
Valuation allowance on deferred tax assets
and tax losses – 24,383 – 11,223 –
Deferred taxes (gross) 15,148 9,682 19,015 9,883
In view of the likelihood of netting tax losses carried forward against future taxable earnings, as at 31 Decem-
ber 2012 deferred income tax assets on tax losses carried forward and on other temporary differences totalling
TCHF 15,148 (2011: TCHF 19,015) were capitalised at a number of subsidiaries. On the basis of the business plans,
tax losses carried forward and other temporary differences in the amount of TCHF 2,117 (2011: TCHF 540) were
capitalised at subsidiaries that posted a loss in 2012.
The above amounts are included in the following balance sheet items:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Deferred tax assets 12,132 14,890
Deferred tax liabilities – 6,666 – 5,758
Net deferred tax assets 5,466 9,132
Current tax is included in the balance sheet as follows:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Taxes receivables 1,617 1,988
Taxes payable – 3,301 – 2,408
Net current tax receivable (+) / payable (–) – 1,684 – 420
Movements in tax losses carried forward are as follows:
in CHF 1,000 2012 2011

At January 1, 100,664 71,077
Translation effects – 584 – 894
Adjustments of previous year‘s values – 84 – 819
Increase in tax losses 116,552 37,413
Tax losses expired – 300 –
Capitalized and provided
tax losses utilized – 4,528 – 6,113
Tax losses carried forward at 31 December 211,720 100,664
Expiry dates for tax losses carried forward are as follows:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

In 1 year 565 2,245
In 2 years 243 449
In 3 years 1,270 111
In 4 years and more 209,642 97,859
Total 211,720 100,664
Tax losses carried forward are recognised to the extent that it is probable that future taxable profits will be available.
Cumulative tax losses of TCHF 104,679 (2011: TCHF 44,350) relate to tax losses in tax-privileged holding companies. 
For the reasons mentioned above, no deferred taxes were capitalised on tax losses carried forward amounting to
TCHF  115,331 (2011:  TCHF  26,603) in 2012. Of the total tax losses carried forward as at 31  December  2012, TCHF  201,664
relate to tax losses carried forward on which no deferred income tax assets have been capitalised. Most of these
tax losses carried forward will expire in 4 or in subsequent years.
17. | Earnings per share

2012 2011
Basic earnings per share
Net income attributable to shareholders in CHF 1,000 – 64,327 485
Average number of shares outstanding in shares 177,717,928 177,712,748
Basic earnings per share in CHF – 0.362 0.003
Diluted earnings per share

Net income attributable to shareholders in CHF 1,000 – 64,327 485
Average number of diluted shares outstanding in shares 177,717,928 177,712,748
Diluted earnings per share in CHF – 0.362 0.003
The calculation of diluted earnings per share is based on the following data:
Average number of shares outstanding in shares 177,717,928 177,712,748
Effect of dilutive share options in share-equivalent – –
Average number of dilutive shares outstanding in shares 177,717,928 177,712,748
18. | Property, plant and equipment

Land Technical Plant and
and installation office
in CHF 1,000 buildings and machinery equipment Total
Carrying amounts
Balance at 1 January 2011 120,629 349,754 29,990 500,373
Additions 1,390 8,307 2,892 12,589
Disposals – 285 – 9,247 – 1,367 – 10,899
Currency translation – 1,786 – 9,313 – 1,247 – 12,346
Reclassifications 744 – 954 – 993 – 1,203
Balance at 31 December 2011 120,692 338,547 29,275 488,514

Additions 2,286 15,631 785 18,702
Disposals – – 2,170 – 115 – 2,285
Currency translation – 1,052 – 3,869 – 414 – 5,335
Reclassifications 424 – 1,499 477 – 598
Accumulated depreciation
Balance at 1 January 2011 – 98,964 – 280,252 – 26,304 – 405,520
Depreciation (Note 9) – 2,140 – 9,094 – 977 – 12,211
Disposals 283 9,183 1,255 10,721
Currency translation 1,319 7,740 1,110 10,169
Reclassifications – 57 – 847 1,095 191
Balance at 31 December 2011 – 99,559 – 273,270 – 23,821 – 396,650
Balance at 1 January 2012 – 99,559 – 273,270 – 23,821 – 396,650

Depreciation (Note 9) – 1,953 – 9,924 – 1,275 – 13,152
Impairments – – 550 – – 550
Disposals – 1,980 104 2,084
Currency translation 803 2,917 433 4,153
Reclassifications – 867 1,767 – 634 266
Balance at 31 December 2012 – 101,576 – 277,080 – 25,193 – 403,849
Net carrying amounts at 31 December 2011 21,133 65,277 5,454 91,864

Technical installations and machinery include an amount of TCHF 13,263 (2011: TCHF 5,828) relating to property,
plant and equipment under construction.
Property, plant and equipment are reviewed for impairment annually or whenever events or changes in circumstanc-
es indicate that the carrying amount may not be recoverable. This impairment test has been determined using the
discounted cash flow method applying discount rates ranging from 6.5 % to 12.7 % . The management estimates dis-
count rates using rates that reflect current market assessments of the time value of money and the risks specific to
the cash-generating units. In addition, the management assumes an annual growth rate of 1.5 % for the calculation of
the perpetual annuity.
Von Roll prepares cash flow forecasts derived from the most recent financial budget 2013 approved by the manage-
ment and the Board of Directors and extrapolates cash flows for 2014 to 2016 and following years based on the an-
ticipated growth rates for the business model. In setting the planning parameters, sufficient allowance was made for
growth based on corporate targets and current global economic conditions.
Impairment tests in 2012 revealed the need for impairment in the amount of TCHF 550 (2011: TCHF 0).
19. | Goodwill
in CHF 1,000
Balance at 1 January 2011 43,617
Disposals – 1,733
Currency translation – 2,707
Balance at 31 December 2011 39,177

Impairments (Note 9) – 23,941
Currency translation – 762
In accordance with IFRS 3 (revised), goodwill is tested for impairment at year-end or whenever events or changes
in circumstances indicate that the carrying amount may not be recoverable.
The impairment test has been determined using the discounted cash flow method applying discount rates ranging
from 6.5 % to 12.7 %. The management estimates discount rates using rates that reflect current market assessments of
the time value of money and the risks specific to the cash-generating units. In addition, the management assumes an
annual growth rate of 1.5 % for the calculation of the perpetual annuity for all units. An increase in the discount rates of
1 percentage point would increase the impairment amount by TCHF 4,109.
Von Roll prepares cash flow forecasts derived from the most recent financial budget for the year 2013 approved by
the management and the Board of Directors and extrapolates cash flows for 2014 to 2016 and following years based
on the anticipated growth rates for the business. In setting the planning parameters, sufficient allowance was made
for growth based on corporate targets and current global economic conditions. For the cash-generating units as-
signed to the Von Roll Insulation segment (John C. Dolph Company, Von Roll Austral Inc., companies in the Shenzhen
Mica Group and Von Roll India), growth rates of between –7.8 % and 10.0 % have been assumed in the planning phase
2014 to 2016. The anticipated EBIT margins are between 3.6 % and 20.6 % for this period. No goodwill is allocated to
the Von Roll Composites segment. For the companies in the Technologies segment (Von Roll Transformers Ltd. and
Von Roll BHU Umwelttechnik GmbH), the management is anticipating growth rates of between 0.0 % and 45.0 % and
EBIT margins of between 5.9 % and 8.0 % in the planning phase. These high growth rates are the result of the in-
creased focus being placed on large-scale projects in the water industry.
In 2012, the impairment tests revealed a need for impairment of goodwill in the amount of TCHF 24,028. The goodwill
allocated to the cash-generating units of the Shenzhen Mica Group in the amount of TCHF 956 and Von Roll Trans-
formers Ltd. in the amount of TCHF 22,985 were fully impaired as the recoverable amount of these cash-generating
units was below their respective carrying amount. Discount rates of 8.6 % (Shenzhen Mica Group) and 9.4 % (Von Roll
Transformers Ltd.) were used to calculate the recoverable amount. The impairment required at Von Roll Transformers
Ltd., which exceeded the recorded goodwill by TCHF 87, was adjusted under intangible assets with unspecified use-
ful life (Note 20). The remaining goodwill is allocated to the following cash-generating units: John C. Dolph Company
(TCHF 4,948), Von Roll Austral Inc. (TCHF 1,763), Von Roll India (TCHF 5,531) and Von Roll BHU Umwelttechnik GmbH
(TCHF 2,232). 
20. | Intangible assets

Software, Other
licenses and intangible
in CHF 1,000 similar rights Customer list assets Total
Carrying amounts
Additions 3,298 – 2,081 5,379
Disposals – 203 – – 268 – 471
Reclassifications 491 – 550 1,041
Currency translation – 36 – 1,426 – 476 – 1,938

Additions 4,711 – – 4,711
Disposals – 3 – – – 3
Reclassifications 310 – – 62 248
Currency translation – 54 – 107 – 432 – 593
Accumulated amortization
Balance at 1 January 2011 – 6,859 – – 11,012 – 17,871
Amortization (Note 9) – 1,418 – – 1,974 – 3,392
Impairments (Note 9) – – – 3,062 – 3,062
Disposals 203 – 268 471
Reclassifications – 513 – 486 – 27
Currency translation 3 – 376 379
Balance at 31 December 2011 – 8,584 – – 14,918 – 23,502
Balance at 1 January 2012 – 8,584 – – 14,918 – 23,502

Amortization (Note 9) – 1,141 – – 1,934 – 3,075
Impairments (Note 9) – 1,624 – 87 – 8,900 – 10,611
Disposals 3 – – 3
Reclassifications – 279 – 62 – 217
Currency translation 38 – 327 365
Balance at 31 December 2012 – 11,587 – 87 – 25,363 – 37,037

Other intangible assets primarily comprise estimated income from contractually agreed licence fees.
In financial year 2012, internally generated intangible assets in the amount of TCHF 1,632 (2011: TCHF 2,068) were
capitalised. 
During the reporting period, development costs in the amount of TCHF 1,624 (segment: Other activities) for obsolete
components of a software package that were capitalised in previous years were subject to an impairment, and the
entire residual value of a capitalised contractual no-competition clause in the amount of TCHF 942 (segment: Tech-
nologies) was written off.
Intangible assets are reviewed for impairment at least annually or whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. The impairment test has been determined using the dis-
counted cash flow method applying discount rates ranging from 6.5 % to 9.4 %. The management estimates discount
rates using rates that reflect current market assessments of the time value of money and the risks specific to the
cash-generating units. In addition, the management assumes an annual growth rate of 1.5 % for the calculation of the
perpetual annuity.
Von Roll prepares cash flow forecasts derived from the most recent financial budget for the year 2013 approved by
the management and the Board of Directors and extrapolates cash flows for 2014 to 2016 and following years based
on the anticipated growth rates for the business. In setting the planning parameters, sufficient allowance was made
for growth based on corporate targets and current global economic conditions.
In 2012, an intangible asset in the amount of TCHF 7,958 (segment: Insulation) identified in the wake of the acquisi-
tion of the Shenzhen Mica Group as part of the purchase price allocation was subject to valuation allowances on the
basis of the impairment test due to modest earnings forecasts in this business unit. An intangible asset with
unspecified useful life was subject to an impairment in the amount of TCHF 87 (segment: Technologies) as a result
of the required impairment exceeding reported goodwill at Von Roll Transformers Ltd.
21. | Investment property

in CHF 1,000
Carrying amounts

Disposals – 855
Reclassifications from fixed assets 300
Accumulated depreciation
Balance at 1 January 2011 – 33,869
Depreciation (Notes 9 and 12) – 149
Balance at 31 December 2011 – 34,018
Balance at 1 January 2012 – 34,018

Depreciation (Notes 9 and 12) – 173
Reclassifications from fixed assets – 32
Balance at 31 December 2012 – 34,223
Net carrying amounts at 31 December 2011 4,525

Net carrying amounts at 31 December 2012 3,765
The fair value of investment property stands at TCHF 22,449 (2011: TCHF 23,401). Fair values for buildings have been
determined using the discounted cash flow model, applying discount rates ranging from 5.5 % to 9.5 %. Fair values
for unimproved land have been determined on the basis of current market prices. Fair values are calculated regu-
larly (every 5 years) by independent and qualified experts. The latest valuations were performed in December 2009.
The next valuation will be performed in 2014.
22. | Financial assets

in CHF 1,000
Additions 107
Disposals/Repayments – 485
Reclassifications – 11
Translation effects – 196
Balance at 31 December 2011 (Note 27) 3,914
Of which short-term –
Of which long-term 3,914

Additions 16,660
Translation effects – 75
Balance at 31 December 2012 (Note 27) 20,499
Of which short-term 354
Of which long-term 20,145
The financial assets include long-term prepayments for a lease agreement and several loans as well as an invest-
ment of over 20 % in Transalpina GmbH, Vienna, and one of 30 % in WaRoTec GmbH, Aschaffenburg. These are not
shown separately in the balance sheet for materiality reasons. Von Roll did not generate any dividend income from
Transalpina GmbH in the reporting period (2011: TCHF 0). In 2012, investment income of TCHF 15 (2011: TCHF 0) was
generated by WaRoTec GmbH as an associated company.
Valuations at fair value recognised in the balance sheet
Financial instruments valued at fair value when first included are allocated to hierarchical levels 1 to 3 according to
the observability of valuation bases.
» Level 1 valuations at fair value are based on quoted prices (unadjusted) in an active market for identical assets
and liabilities.
» Level 2 valuations at fair value are based on data other than the prices quoted in level 1. The factors used for the
valuation are observable either directly (e.g. as prices) or indirectly (e.g. derived from prices).
» Level 3 valuations at fair value are based on valuation methods using parameters for assets and liabilities that
are based upon non-observable market data (unobservable inputs).
23. | List of subsidiaries

Details of Von Roll's significant consolidated subsidiaries as of 31 December 2012 are as follows:
Share
Percentage of capital Share capital Principal
Name and registered office shareholding Country currency amount (in 1,000) activity
EMEA
Von Roll Schweiz AG, Breitenbach 99.99 % CH CHF 16,000 Prod. and sales
Von Roll Transformers Ltd., Ramat Ha‘Sharon 100.00 % IL ILS 7,200 Prod. and sales
Von Roll Management AG, Au/Wädenswil 100.00 % CH CHF 1,500 Management
Von Roll Water Holding AG, Breitenbach 95.00 % CH CHF 100 Holding
Von Roll Finance AG, Breitenbach 100.00 % CH CHF 1,000 Finance
Von Roll Insulation & Composites Holding AG,
Breitenbach 100.00 % CH CHF 1,000 Holding
Von Roll Solar AG, Au/Wädenswil 95.00 % CH CHF 180 Prod. and sales
Von Roll Deutschland Holding GmbH, Augsburg 100.00 % DE EUR 125 Holding
Von Roll Deutschland GmbH, Augsburg 100.00 % DE EUR 9,000 Prod. and sales
Von Roll REACH GmbH, Augsburg 100.00 % DE EUR 25 Management
Von Roll BHU Umwelttechnik GmbH, Bietigheim-
Bissingen 100.00 % DE EUR 50 Prod. and sales
Von Roll France S.A., Delle 100.00 % FR EUR 5,925 Prod. and sales
Von Roll Isola France S.A., Delle 100.00 % FR EUR 4,928 Prod. and sales
Von Roll UK Ltd, Bradford 1
100.00 % GB GBP 4,000 Prod. and sales
Von Roll Italia SpA, Ghisalba 100.00 % IT EUR 1,300 Prod. and sales
OOO Von Roll, Moscow 100.00 % RU RUB 10 Sales
Americas
Von Roll do Brasil Ltda., Fortaleza 100.00 % BR BRL 22,929 Prod. and sales
Von Roll Austral Inc., Douglasville/Georgia 100.00 % US USD 2 Prod. and sales
Von Roll USA, Inc., Schenectady/New York 100.00 % US USD 250 Prod. and sales
John C. Dolph Company, Monmouth Junction/
New Jersey 100.00 % US USD 434 Prod. and sales
Von Roll USA Holding, Inc., Wilmington/Delaware 100.00 % US USD 0 Holding
Asia
Pearl Insulations Pvt. Ltd, Bangalore 100.00 % IN INR 23,126 Prod. and sales
Pearl Metal Products (Bangalore) Pvt. Ltd,
Bangalore 100.00 % IN INR 26,828 Prod. and sales
Von Roll India Pvt Ltd, Bangalore 100.00 % IN INR 173,500 Holding
Von Roll Asia Pte Ltd, Singapore 100.00 % SG SGD 850 Sales
Von Roll Malaysia Sdn. Bhd. 100.00 % MY MYR 500 Management
Von Roll Shanghai Co. Ltd, Shanghai 100.00 % CN CHF 7,100 Prod. and sales
Von Roll Trading Shanghai Co., Ltd., Shanghai 100.00 % CN CNY 1,000 Sales
Von Roll Hong Kong Holding Ltd., Hong Kong 100.00 % CN CNY 10 Holding
Mica Electrical (Luhe) Co., Ltd., Luhe 100.00 % CN CNY 49,418 Prod. and sales
New Jadson Electrical (Shenzhen) Co., Ltd.,
Shenzhen 100.00 % CN CNY 6,078 Prod. and sales
Tongcheng Mica Electrical Material Co., Ltd.,
Tongcheng 100.00 % CN CNY 10,096 Prod. and sales
Shenzhen Shengbida Electrical Material Co., Ltd.,
Shenzhen 100.00 % CN CNY 2,000 Prod. and sales
Tongcheng Xinyu Mica Products Co., Ltd.,
Tongcheng 100.00 % CN CNY 3,500 Prod. and sales
1 Of which TGBP 3,750 is paid in

24. | Leases
The carrying amounts of leased property, plant and equipment (financial leases) as of 31 December 2012 and
31 December 2011 amount to TCHF 0. The obligations for financial lease agreements as of 31 December 2012 and
31 December 2011 amount to TCHF 0.
The obligations entered into for non-terminable operating lease agreements are listed below with the following
maturities as of 31 December:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011
Operating Leasing
Within 1 year 1,330 3,852
In 2 to 5 years 7,022 8,580
More than 5 years 75 1,374
Total lease commitments of future
minimum lease payments 8,427 13,806
Von Roll's operating lease agreements relate mainly to office and facility rental commitments, cars, machinery and
equipment rentals.
An amount of TCHF 4,869 (2011: TCHF 5,055), relating exclusively to operating lease payments, has been expensed
to the income statement.
25. | Inventories
in CHF 1,000 Dec 31, 2012 Dec 31, 2011
Raw materials and supplies 40,992 58,539
Work in progress and semi-finished goods 38,585 26,548
Finished goods 32,733 30,100
Amounts due from customers under construction contracts (Note 26) 16,163 25,315
Inventory obsolescence provision – 8,429 – 8,910
Total 120,044 131,592
In the reporting period, inventories amounting to TCHF 8,592 (2011: TCHF 7,157) were valued at their lower net rea
lisable value. 
The management estimates the need for the inventory obsolescence provision based on inventory turnover.
26. | Construction contracts

in CHF 1,000 2012 2011
Construction costs incurred plus recognised profits less recognised losses to date 20,927 29,236
Less progress billings – 4,962 – 4,038
Total 15,965 25,198
Recognised and included in the financial statements as amounts due:

From customers under construction contracts (note 25) 16,163 25,315
To customers under construction contracts (note 34) – 198 – 117
Total 15,965 25,198
The construction contracts are attributable to Von Roll Transformers Ltd. and Von Roll BHU Umwelttechnik GmbH.
TCHF 31,450 and TCHF 33,201 in revenue were generated from construction contracts in the reporting year 2012 and
in 2011 respectively. As at 31 December 2012, customers' security deposits for construction contracts stood at TCHF 0
(2011: TCHF 0). Advance payments by customers for construction contracts amounted to TCHF 3,797 (2011: TCHF 3,126).
27. | Trade accounts receivable

in CHF 1,000 Dec 31, 2012 Dec 31, 2011
Receivables (gross) 77,423 90,553
Bad debt allowance – 2,027 – 2,600
Total 75,396 87,953
The bad debt allowances are based on specific valuation allowances and actual experience regarding the ageing
structure at Von Roll.
The following table shows movements in bad debt allowances:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

At 1 January – 2,600 – 2,499
Currency translation adjustments 25 15
Bad debt losses – 579 – 714
Usage of bad debt allowance 673 109
Reversal of bad debt allowance 454 489
Bad debt allowance at 31 December – 2,027 – 2,600
The book values of trade accounts receivable are equal to the maximum default risk.
The trade accounts receivable have the following ageing structure:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Not past due 49,177 64,481
Less than 1 month past due 15,250 15,174
Between 1 month and 3 months past due 10,233 7,217
Between 3 months and 12 months past due 1,430 1,544
More than 1 year past due 1,333 2,137
Bad debt allowance – 2,027 – 2,600
Total 75,396 87,953
The trade accounts receivable which are not past due and which are not subject to valuation allowances, as well as
the financial assets, have the following due dates:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Accounts receivable, not past due 49,177 64,481
Financial assets (Note 22) 20,499 3,914
Less investment in associate – 169 – 192
Total 69,507 68,203
Thereof due in:
Less than 1 month 31,162 34,865
Between 1 month and 3 months 18,349 28,654
Between 3 months and 12 months 1,977 236
More than 1 year 18,019 4,448
Total 69,507 68,203
Trade accounts receivable include amounts denominated in the following currencies:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

CHF 2,837 3,231
EUR 31,099 37,440
GBP 2,295 2,805
USD 21,843 21,875
CNY 8,022 10,011
INR 6,941 7,647
ILS 1,233 2,677
Other currencies 1,126 2,267
Total 75,396 87,953
28. | Other accounts receivable and prepaid expenses

in CHF 1,000 Dec 31, 2012 Dec 31, 2011
Receivables from employees 163 110
VAT receivables 7,381 9,668
Downpayments to suppliers 1,256 2,152
Other receivables 2,963 5,340
Prepaid expense and deferred income 4,599 2,339
Total 16,362 19,609
29. | Cash and cash equivalents

in CHF 1,000 Dec 31, 2012 Dec 31, 2011
CHF 52,622 2,476
EUR 12,831 14,009
GBP 1,778 905
USD 9,540 11,028
CNY 4,338 5,755
INR 9,404 7,629
ILS 3,264 704
Other currencies 749 1,398
Total 94,526 43,904
Cash and cash equivalents include cash held at banks and other financial institutions. They bear interest ranging
from 0% to 9 %. Cash is only deposited with financial institutions with high credit rating. As at the end of 2012, the
balance of cash and cash equivalents subject to a drawing restriction amounted to TCHF 883 (2011: TCHF 1,019). 
30. | Equity
Share capital
The share capital as of 31 December 2012 consists of 184,778,889 bearer shares, unchanged compared with
31 December 2011. The par value per share is CHF 0.10. No authorised or conditional capital is outstanding.
Treasury shares
As at 31 December 2012, Von Roll holds 7,060,464 (2011: 7,054,914) treasury shares, which were acquired for an aver-
age stock price of CHF 9.41 (2011: CHF 9.79). This represents a shareholding of 3.8 % (2011: 3,8 %) of the share capital
issued.
Number Number
of shares in CHF 1,000 of shares in CHF 1,000
Share Capital 2012 2012 2011 2011
At 1 January 184,778,889 18,479 184,778,889 18,479
At 31 December 184,778,889 18,479 184,778,889 18,479
Treasury shares
At 1 January 7,054,914 63,274 7,072,394 68,451
Purchase/sale of treasury shares 5,550 – 4,450 – 17,480 – 5,177
At 31 December 7,060,464 58,824 7,054,914 63,274
Composition of the major shareholders

The composition of the major shareholders is presented in the notes to the financial statements of Von Roll Holding
AG.
Stock option plan for senior and middle management

In 2008, a stock option plan was introduced for senior and middle management. Non-transferable stock options may
be issued to these managers each year; however, there is no obligation to grant any options. The options may be
exercised at any time for a period of five years for a price determined at the grant date if, at the time of exercise, the
manager fulfils the appropriate requirements.
The corresponding personnel expenses recognised in 2012 amount to TCHF 0 (2011: TCHF 4). These expenses are
accordingly offset in equity. Social security contributions related to options are chargeable only as of the exercise
date. Taxes are to be borne by the option holder.
a) 2008 tranche
The first 33⅓ % of the options granted could be exercised from 1 February 2009. An additional 33⅓ % could be exer-
cised on the same date in both 2010 and 2011. The options can only be settled in shares (equity settlement). The
change.
agement. The exercise price was fixed at CHF 10. The exercising period ended on 31 January 2013.
value of CHF 2.62. The volatility rate of 52 % is based on historically observed stock prices. The risk-free interest rate
No options were exercised in the reporting period. As of 31 December 2012, 131,000 options of the tranche issued in
2008 had lapsed (as of 31 December 2011: 131 000).
b) 2009 tranche
The first 33⅓ % of the options granted could be exercised from 1 February 2010. An additional 33⅓ % could be ex
ercised on the same date in both 2011 and 2012. The options can only be settled in shares (equity settlement). The
change.
agement. The exercise price was fixed at CHF 11. The exercising period ends on 31 January 2014.
value of CHF 1.25. The volatility rate of 43 % is based on historically observed stock prices. The risk-free interest rate
No options were exercised in the reporting period. As of 31 December 2012, 190,830 options of the tranche issued
in 2009 had lapsed (as of 31 December 2011: 172 200).
31. | Financial liabilities

Fair Value Book value
in CHF 1,000 Dec 31, 2012 Dec 31, 2011 Dec 31, 2012 Dec 31, 2011
Short-term bank debts – 57,707 – 57,707
Short-term portion of bonds and loans 1,117 15 1,117 15
Other financial liabilities 65 – 65 –
Short-term financial liabilities 1,182 57,722 1,182 57,722
Bond 150,000 – 148,957 –
Loans and other financial liabilities 283 558 283 558
Long-term financial liabilities 150,283 558 149,240 558
Financial liabilities 151,465 58,280 150,422 58,280
Of which secured
Bank debts – –
Loans – –
On 11 July 2007, Von Roll signed a CHF 100 million syndicated loan agreement with Credit Suisse as prime under-
writer in order to optimise the cost of financing. The syndicated loan was repaid in full on 31 October 2012.
On 24 October 2012, Von Roll Holding AG successfully raised long-term external funds in the form of a domestic
bond denominated in Swiss francs (ISIN: CH0196238601) in the amount of CHF 150 million. The bond has an annual
coupon of 4.0 % and has a term of four years (final maturity on 24 October 2016). The effective interest rate applied
is 4.21 %.
The following table shows the due dates for the company’s financial liabilities compared to the previous year:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Within 1 year 1,182 57,722
In 2 years 184 451
In 3 years 99 94
In 4 years 148,957 13
over 4 years – –
Total 150,422 58,280
On 31 December 2012, Von Roll had TCHF 15,462 (2011: TCHF 46,623) in unused credit facilities available. The fall is
due to Von Roll's refinancing activities in the form of a bond issue and the repayment and termination of the syndi-
cated loan to Von Roll Holding AG.
As of 31 December 2012, there are financial liabilities outstanding in the following currencies:
in 1,000 CHF EUR Other Total

Bond 150,059 – – 150,059
Bank debts – – – –
Loans and other financial liabilities 320 43 – 363
Total 150,379 43 – 150,422
As of 31 December 2011, there were financial liabilities outstanding in the following currencies:
in 1,000 CHF EUR Other Total

Bank debts 57,000 707 – 57,707
Loans and other financial liabilities 334 239 – 573
Total 57,334 946 – 58,280
Most of the financial liabilities are outstanding in the local currency of the subsidiaries. Risks from currency transla-
tion occur only if the transactions of a subsidiary are denominated in a different currency from the presentation
currency CHF or in a currency other than the respective local currency. To manage the foreign exchange risk from
future commercial transactions, Von Roll uses forward contracts whenever necessary.
Interest rates for financial year 2012 were as follows:
Other
Average interest rate in % CHF EUR currencies
Bond 4.0 % – –
Bank debts 1.3 % 6.0 % –
Loans and other financial liabilities 0.3 % – –
Interest rates for financial year 2011 were as follows:
Other
Average interest rate in % CHF EUR currencies
Bank debts 0.6 % 6.5 % –
Loans and other financial liabilities 0.3 % 6.0 % –
Borrowings issued at variable rates expose Von Roll to interest rate risks and may result in higher interest rate ex-
pense in future. Financial liabilities with a fixed interest rate include the risk of fluctuations in value. The correspond-
ing fair values are shown above. The financial liabilities of Von Roll are mainly denominated in Swiss francs. They are
almost entirely based on fixed interest rates and are not hedged. An increase of 1% in the interest rate on variable-
interest financial liabilities would reduce the pre-tax result by TCHF 3 (2011: TCHF 582).
32. | Provisions
Environ- Contingency
Staff mental & Commit- Legal Restruc-
related restoration ments claims turing Other Total
in CHF 1,000
Balance at 1 January 2011 1,905 7,698 2,058 951 518 5,427 18,557
Additions 229 – 798 311 – 232 1,570
Unused – – – 1 – 78 – – 796 – 875
Utilized – 166 – – 1,228 – 475 – 40 – 3,048 – 4,957
Reclassifications – – 566 – 12 – – 554
Currency translation – 29 – – 37 – 10 18 – 53 – 111
Balance at 31 December 2011 1,939 7,698 2,156 687 496 1,762 14,738
Of which short-term – – 1,695 687 374 – 2,756
Of which long-term 1,939 7,698 461 – 122 1,762 11,982
Balance at 1 January 2012 1,939 7,698 2,156 687 496 1,762 14,738
Additions 315 – 1,684 586 – 6,623 9,208
Unused – – – 1 – – 70 – 667 – 738
Utilized – 150 – – 2,013 – 684 – 147 – 4,467 – 7,461
Reclassifications – – – – – 4,600 4,600
Currency translation – 11 – 1 – – 5 – 34 – 49
Balance at 31 December 2012 2,093 7,698 1,827 589 274 7,817 20,298
Of which short-term – – 1,504 164 274 4,422 6,364
Of which long-term 2,093 7,698 323 425 – 3,395 13,934
Staff-related
Staff-related provisions mainly include contributions to employee anniversary awards and pension plans.
Environmental provisions
Future requirements for Von Roll to take action to correct in accordance with local laws and directives the environ-
mental impact of sediments and emissions of chemical substances caused by Von Roll and third parties, as well as
the associated costs are inherently difficult to estimate. The material components of environmental provisions are
the costs of completely cleaning and restoring contaminated sites and of treating and containing contamination at
sites where the environmental exposure is less severe. Von Roll believes that its total reserves for environmental
restoration are adequate, based on currently available information. However, given the inherent difficulties, the nec-
essary funds and the timing of future outflows cannot be reliably estimated.
Contingency and commitments

Contingency and commitments consist mainly of provisions for customer claims, guarantees and warranties.
Legal claims
Legal claims consist mainly of provisions for ongoing legal proceedings.
Restructuring
Restructuring provisions as at 31 December 2012 include TCHF 274 (2011: TCHF 496) for the restructuring programme
started in 2009 and now nearing completion.
The objective of the 2009 restructuring programme was to adjust business operations in line with new framework
conditions and to further increase the competitiveness of Von Roll. By streamlining processes and structures, merg-
ing separate production areas and eliminating unprofitable product lines, TCHF 8,621 was allocated to restructuring
provisions in 2009. By the end of financial year 2011, TCHF 7,754 had been used. A further TCHF 147 was used in the
course of 2012.
Other provisions
Other provisions consist of provisions which could not be allocated to any other categories, for example repurchase
obligations for bobbins, obligations arising from unfavourable contracts and repair costs.
33. | Trade accounts payable

Trade accounts payable fall due as follows:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Less than 1 month 18,853 21,835
More than 1 year – 4
Total 31,564 41,620
Trade accounts payable comprise amounts denominated in the following currencies:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

CHF 4,157 4,841
EUR 8,236 15,975
GBP 258 410
USD 8,334 12,179
CNY 2,729 1,176
INR 203 104
ILS 6,915 5,832
Other currencies 732 1,103
Total 31,564 41,620
34. | Other current liabilities and accruals
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Advances from customers 3,821 3,985
Amounts due to customers under construction contracts (Note 26) 198 117
Social securities payables 1,759 1,869
Payables to employees 1,128 1,288
Other deferred income and accruals 18,902 26,721
Other accounts payable 7,824 9,876
Total 33,632 43,856
In 2012, other current liabilities and accruals mainly comprised provisions for personnel expenses, including annual
leave, overtime and bonuses of TCHF 13,623 (2011: TCHF 15,419) and accruals of TCHF 5,279 (2011: TCHF 6,701). The
fall in other liabilities is mainly attributable to lower provisions for personnel expenses and to lower sales tax liabili-
ties.
35. | Contingent liabilities and guarantees

in CHF 1,000 Dec 31, 2012 Dec 31, 2011
Guarantees 16,407 16,344
Warranty obligations 280 239
Other non-recorded possible liabilities – 258
Total 16,687 16,841
Contingent liabilities and guarantees fell by TCHF 154 year-on-year. This fall is mainly due to guarantees in the Tech-
nologies segment in the amount of TCHF 1,336. The volume of guarantees in the Insulation and Composites segments
increased by TCHF 1,401 in 2012.
Von Roll Holding AG has issued letters of comfort to various subsidiaries for existing bank loans. None of these loans
was drawn down as at the balance sheet date 2012.
36. | Purchase commitments

in CHF 1,000 Dec 31, 2012 Dec 31, 2011
For property, plant and equipment 1,179 1,955
For intangbile assets – 513
Minimum purchase commitments for goods 10,714 15,685
Other non-recorded commitments 1,397 928
Total 13,290 19,081
The minimum purchase commitments for goods relate primarily to the purchase of copper commodities. Von Roll
has entered into additional financial or contractual commitments for tangible and intangible assets.
37. | Pledged assets

As at the reporting date of 31 December 2012, trade accounts receivable amounting to TCHF 9,788 (2011: TCHF 9,839)
are pledged.
38. | Employee benefits

The Group operates a number of pension schemes in Switzerland and abroad for employees who fulfil the relevant
criteria for acceptance. They include both defined benefit and defined contribution plans, which insure the Group’s
employees against death, invalidity and retirement. The Group also has plans covering anniversary payments or
other benefits linked to time served, which qualify as plans for other employee benefits due in the future or as post-
employment plans.
The pension schemes are based on pensionable years’ service, age, the insured wage and, in some cases, the
capital saved. The assets of pension schemes with segregated assets are held in separate foundations or placed
with insurance companies and may not be returned to the employer.
a) Pension schemes
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Balance sheet assets/obligations for:
Post-employment benefit obligations 31,880 30,173
Pension plan assets – 12,457 – 8,736
Net obligation recognized in the balance sheet 19,423 21,437
Income statement charge for post-employment benefits:

Defined benefit plans – 3,612 – 2,968
Defined contribution plans – 1,329 – 1,309
Total post-employment benefit costs (Note 7) – 4,941 – 4,277
The amounts recognised in the balance sheet are determined as follows:
in CHF 1,000 Dec 31, 2012 Dec 31, 2011

Present value of funded obligations 234,152 225,019
Fair value of plan assets – 234,829 – 220,732
Underfunding (+) / Overfunding (–) – 677 4,287
Present value of unfunded obligations 20,115 17,156
Unrecognised past service cost – 15 – 26
Assets not available to company – 20
Net liability in the balance sheet 19,423 21,437
The amounts recognised in the financial statement are determined as follows:
in CHF 1,000 2012 2011

Current service cost – 6,725 – 6,317
Interest cost – 6,460 – 7,021
Expected return on plan assets 8,901 9,633
Termination benefits – – 35
Losses on plan amendments – 12 – 12
Gains on curtailments and settlements 10
Total costs for defined benefit plans – 4,296 – 3,742
Allocation in the financial statements:
Employee benefit expenses – 3,612 – 2,968
Interest expense (Note 15) – 684 – 774
Total – 4,296 – 3,742
The following table shows changes in the cumulative actuarial gains and losses for the pension schemes recognised
in other comprehensive income:
in CHF 1,000 2012 2011

Balance of cumulative actuarial gains and losses at 1 Janaury – 29,928 – 8,840
Exchange differences on foreign plans 345 – 117

Actuarial losses on defined benefit plans – 8,267 – 12,571
Actuarial gains (+) / losses (–) on assets 6,197 – 8,405
Variation of asset ceiling – 9 5
Actuarial gain/(loss) on defined benefit plans recognised directly in equity – 1,734 – 21,088
Balance of defined benefit obligation at 31 December – 31,662 – 29,928
Movements in the fair value of the plan assets were as follows:
in CHF 1,000 2012 2011

Balance of fair value of plan assets at 1. January 220,732 222,165
Exchange differences on foreign plans – 365 – 224
Expected return on plan assets 8,901 9,633
Actuarial losses 6,197 – 8,405
Contributions from the employer 6,664 6,150
Contributions from plan participants 3,283 3,184
Benefits paid through plan assets – 10,583 – 11,771
Balance of fair value of plan assets at 31. December 234,829 220,732
The movements of the defined benefit obligations were as follows:
in CHF 1,000 2012 2011

Balance of defined benefit obligation at 1. January 242,175 226,696
Exchange differences on foreign plans – 790 – 562
Current service cost 6,725 6,317
Interest cost 6,460 7,021
Contribution from plan participants 3,283 3,184
Actuarial losses 8,267 12,571
Termination benefits – 35
Plan amendments – 45
Settlements and curtailments – – 10
Benefits paid through plan assets – 10,583 – 11,771
Benefits paid by employer – 1,270 – 1,351
Balance of defined benefit obligation at 31. December 254,267 242,175
The most important categories and the expected return as of the balance sheet date are:
Fair value of Expected Fair value of Expected

in CHF 1,000 plan assets return plan assets return
Dec 31, 2012 2012 Dec 31, 2011 2011
Equity instruments 85,505 5.9 % 73,919 6.4 %

Debt instruments 101,189 1.9 % 100,743 2.4 %
Property 22,361 4.5 % 23,756 4.5 %
Other 25,774 0.9 % 22,314 1.0 %
Weighted average expected return 234,829 3.5 % 220,732 3.8 %
The total expected return is based on the weighted average of the expected income from the various categories of
assets held. The management's estimate of expected income is based on historical analyses for the assets in ques-
tion over the duration of the relevant commitment. The actual income from the assets amounted to CHF 15.1 million
(2011: CHF 1.2 million).
As at 31 December 2012, the pension assets include shares in Von Roll Holding AG with a fair value of CHF 1.2 million
(2011: CHF 1.5 million). The pension assets do not include any real estate used by the Group or any other assets.
In the coming financial year, the Group expects to make a contribution of CHF 4.5 million to the defined benefit plans.
Movements in experience adjustments were as follows:
in CHF 1,000 2012 2011 2010 2009 2008
As at December 31:
Present value of funded defined benefit obligations 254,267 242,175 226,696 220,479 221,351
Fair value of plan assets – 234,829 – 220,732 – 222,165 – 225,704 – 215,043
Obligation (+)/Surplus (–) 19,438 21,443 4,531 – 5,225 6,308
Experience adjustments on plan liabilities 4,956 2,956 5,598 2,601 – 3,959
Experience adjustments on plan assets 6,197 – 8,405 – 8,081 8,651 – 34,314
The principal weighted assumptions used were as follows:
2012 2011
Discount rate 2.1 % 2.7 %
Expected return on plan assets 3.5 % 3.8 %
Future salary increases 2.0 % 2.1 %
Future pension increases 0.3 % 0.5 %
Health care cost trend assumed for next year 7.3 % 7.3 %
Rate to which the cost trend is assumed to decline 4.6 % 4.7 %
Year this rate is reached 2083 2082
Sensitivity of the assumed cost trends in the area of medical care:
Increase of 1% in Decrease of 1% in
cost trend rate cost trend rate
Effects on service cost and interest cost 70 – 62
Effects on the defined benefit obligation 605 – 534
b) Other long-term employee benefits

Most of these plans relate to anniversary payments. Changes in the net liabilities for these plans recognised in staff-
related provisions can be summarised as follows:
in CHF 1,000 2012 2011

Balance of net liability at 1. January 1,119 1,036
Entities annual expenditure 156 159
Benefits paid by employer – 81 – 67
Currency translation adjustments – 4 – 9
Balance of net liability at 31. December 1,190 1,119
c) Post-employment plans
Some of the Group companies operate plans for post-employment benefits. The majority of these plans cover partial
retirement schemes. The net liabilities of these plans recognised in staff-related provisions amount to TCHF 103 as of
31 December 2012 and TCHF 112 as of 31 December 2011.
39. | Related party transactions
Related companies and persons include associated companies and persons holding voting rights, either directly or
indirectly, who could exercise a decisive influence on company management, as well as their closest relatives,
Group managers and their relatives and companies subject to uniform management or decisive influence by the
cited persons.
Transactions with related parties are disclosed below:
in CHF 1,000 2012 2011

Compensation of the Board of Directors and key management personnel
Benefits 2,544 3,494
Post-employment benefits 303 309
Benefits after retirement from key management – 960
Other – 263 –
Total 2,584 4,763
No loans, advances or guarantee obligations were granted to members of the Board of Directors and/or Executive
Management or major shareholders of Von Roll Holding AG. As of 31 December 2012, members of the Board of Di-
rectors, members of the management team and parties related to them held 24,269,067 shares in Von Roll Hold-
ing AG (2011: 24,269,067). For detailed information, please refer to the notes to the statutory financial statements of
Von Roll Holding AG.
40. | Significant events after the balance sheet date

There were no events after the balance sheet date that were subject to a reporting obligation.
41. | Authorisation of the consolidated financial statements

These consolidated financial statements were authorised for publication by the Board of Directors on 11 March 2013
and will be recommended for approval at the Annual General Meeting on 10 April 2013.
Auditor’s Report
To the General Meeting of
VON ROLL HOLDING AG, BREITENBACH
As statutory auditor, we have audited the accompanying consolidated financial statements of Von Roll Holding AG,
which comprise the statement of comprehensive income, balance sheet, cash flow statement, statement of changes
in equity and notes (page 34 to 82) for the year ended 31 December 2012.
Board of Directors’ Responsibility

The Board of Directors is responsible for the preparation and fair presentation of the consolidated financial state-
ments in accordance with International Financial Reporting Standards (IFRS) and the requirements of Swiss law. This
responsibility includes designing, implementing and maintaining an internal control system relevant to the prepara-
tion of financial statements that are free from material misstatements, whether due to fraud or error. The Board of
Directors is further responsible for selecting and applying appropriate accounting policies and making accounting
estimates that are reasonable in the circumstances.
Auditor’s Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We con-
ducted our audit in accordance with Swiss law and Swiss Auditing Standards and International Standards on Audit-
ing. Those standards require that we plan and perform the audit to obtain reasonable assurance whether the con-
solidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the con-
solidated financial statements. The procedures selected depend on the auditor’s judgment, including the assess-
ment of the risks of material misstatements of the consolidated financial statements, whether due to fraud or error.
In making those risk assessments, the auditor considers the internal control system relevant to the entity’s prepara-
tion and fair presentation of the consolidated financial statements in order to design audit procedures that are ap-
propriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s
internal control system. An audit also includes evaluating the appropriateness of the accounting policies used and
the reasonableness of accounting estimates made, as well as evaluating the overall presentation of the consoli-
dated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
Opinion
In our opinion, the consolidated financial statements for the year ended 31 December 2012 give a true and fair view
of the financial position, the result of operations and the cash flows in accordance with International Financial Report-
ing Standards (IFRS) and comply with Swiss law.
Report on other legal requirements
We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and in-
dependence (article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our inde-
pendence.
In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal
control system exists, which has been designed for the preparation of consolidated financial statements according
to the instructions of the Board of Directors.
We recommend that the consolidated financial statements submitted to you be approved.
DELOITTE AG
Daniel O. Flammer Christophe Aebi

Licensed Audit Expert Licensed Audit Expert
Auditor in Charge
Zurich, 11 March 2013

Income statement of Von Roll Holding AG for the year 2012

in CHF 1,000 Note 2012 2011
Operating income 1 4,520 4,133

Personnel expenses – 3,922 – 5,201
Operating expense 2 – 11,586 – 7,011
Net operating income – 10,988 – 8,079
Income from investments 3,912 405
Other financial income 6,762 11,761
Other financial expense 6 – 13,228 – 24,977
Net operating income before tax – 13,542 – 20,890
Exceptional income 303 21
Impairments on investments 3 – 50,000 –
Exceptional expense – 492 – 9
Income before tax – 63,731 – 20,878
Income tax – 50 – 90
Loss after tax – 63,781 – 20,968
Balance sheet of Von Roll Holding AG as at 31 December 2012 
Assets
in CHF 1,000 Note Dec 31, 2012 Dec 31, 2011
Long-term assets
Loans and long-term receivables with group companies 4 252,569 249,057
Investments in group companies 5 246,929 296,929
Long-term securities 1,350 1,350
Treasury shares 6 14,333 18,061
Total long-term assets 515,181 565,397
Current assets
Cash and cash equivalents 43,922 1,500
Receivables from group companies 50,168 30,997
Receivables from third parties 1,872 1,093
Prepaid expense and accruals 1,150 11
Total current assets 97,112 33,601
Total assets 612,293 598,998
Equity and liabilities

in CHF 1,000 Note 31. Dez. 2012 31. Dez. 2011
Equity
Share capital 7 18,479 18,479
Legal reserves
-General legal reserve 7 11,123 –
-General legal reserves (from capital contribution) 7 21,876 21,876
-Reserves for treasury shares (from capital contribution) 7 58,825 63,273
-Capital contribution reserves 7 318,727 325,403
Net profit shown in the balance sheet
- Accumulated profit 84,033 105,001
- Loss after tax – 63,781 – 20,968
Total Equity 449,282 513,064
Liabilities
Long-term financial liabilities 11 150,000 –
Long-term provisions 7,698 7,698
Payables to group companies 846 18,578
Payables to third parties 208 57,287
Short-term provisions 394 447
Deferred income and accruals 3,865 1,924
Total liabilities 163,011 85,934
Total equity and liabilities 612,293 598,998
Notes to the statutory financial statements 2012 of Von Roll

Holding AG
1. | Operating income
The operating income in 2012 consists solely of Group-internal invoicing.
2. | Operating expense
The operating expenses in 2012 consist mainly of Group-internal invoicing of CHF 7.4 million (2011: CHF 4.9 million).
3. | Impairment on investments
An impairment of TCHF 50,000 was made to the carrying amount of the investment in
Von Roll Transformers Ltd. in conjunction with the impairment test. 
4. | Loans and long-term receivables with

group companies
Loans and long-term receivables with group companies include receivables subject to a
subordination clause totalling CHF 4.8 million from Von Roll Solar AG.
5. | List of subsidiaries
Share Share capital
Percentage of capital amount Principal
Name and registered office shareholding Country currency (in 1,000) activity
Von Roll Transformers Ltd., Ramat Ha‘Sharon 100.00 % IL ILS 7,200 Prod. and sales
Von Roll Management AG, Au/Wädenswil 100.00 % CH CHF 1,500 Management
Von Roll Water Holding AG, Breitenbach 95.00 % CH CHF 100 Holding
Von Roll Finance AG, Breitenbach 100.00 % CH CHF 1,000 Finance
Von Roll Insulation & Composites Holding AG,
Breitenbach 100.00 % CH CHF 1,000 Holding
Von Roll Solar AG, Au/Wädenswil 95.00 % CH CHF 180 Prod. and sales
Von Roll Deutschland Holding GmbH, Augsburg 20.00 % DE EUR 125 Holding
OOO Von Roll, Moscow 20.00 % RU RUB 10 Sales
Pearl Insulations Pvt. Ltd, Bangalore 36.75 % IN INR 23,126 Prod. and sales
Pearl Metal Products (Bangalore) Pvt. Ltd, Bangalore 36.75 % IN INR 26,828 Prod. and sales
6. | Treasury shares
As of the reporting date, Von Roll Holding AG held 7,060,464 treasury shares (2011: 7,054,914), which were valued at
the market value as at 31 December 2012 of CHF 2.03 (2011: CHF 2.56). During the reporting period, a loss was in-
curred on the valuation of treasury shares in the amount of CHF 3.7 million (2011: CHF 16.5 million), which is included
in other financial expense. In the financial year 2012, Von Roll Holding AG acquired 712,716 (2011: 868,866) treasury
shares at an average price of CHF 2.35 (2011: CHF 3.57). The highest price for the purchased shares was CHF 3.23
(2011: CHF 5.15), while the lowest price at which treasury shares were acquired was CHF 1.70 (2011: CHF 2.53). In 2012,
707,166 (2011: 886,346) treasury shares were sold at an average price of CHF 2.35 (2011: CHF 3.56). This figure includes
sales at a high of CHF 3.28 (2011: CHF 5.20) and a low of CHF 1.75 (2011: CHF 2.52).
7. | Equity
2012 2011
Nominal value in CHF 0.10 0.10
Share capital in CHF 18,477,889 18,477,889
The share capital as of 31 December 2012 consists of 184,778,889 bearer shares. The par value per share is CHF 0.10.
No authorised or conditional capital is outstanding.
Following the evaluation by the Swiss Federal Tax Administration of the reserves from capital contributions, the issue
charge (Emissionsabgabe) on the capital increase of 2007 in the amount of CHF 11.1 million, which in the previous
year was reported under capital contribution reserves, was transferred to the general legal reserve.
8. | Major shareholders (pursuant to Article 663c of the Swiss

Code of Obligations)
According to the latest available information, the major shareholders are:
Shareholders 2012 2011

August von Finck, München (Germany)
Francine von Finck, München (Germany)
August François von Finck, Freienbach (Switzerland)
Maximilian von Finck, Freienbach (Switzerland)
Maria Theresia von Finck, München (Germany)
Von Roll Holding AG, Breitenbach (Switzerland) 67.41 % 67.41 %
The above-mentioned figure include:
Von Roll Holding AG, Breitenbach (Switzerland) 3.82 % 3.82 %
9. | Contingent liabilities to third parties
in CHF 1,000 2012 2011

Guarantees 8,522 6,667
As of 31 December 2012, total guarantees amounted to CHF 8.5 million (2011: CHF 6.7 million). The increase compared
to the previous year is due in particular to new guarantees in the Technologies segment’s project business.
Von Roll Holding AG has issued letters of comfort to various subsidiaries for existing bank loans. None of these loans
was drawn down as at the balance sheet date 2012.
10. | Board of Directors and management remuneration

Board of Directors for 2012:
August
Peter Guido Gerd Gerd François
Kalantzis Egli Amtstätter Peskes von Finck
Chairman Vice-Chairman Member Member Member
active active active active active total
in CHF 1,000
Benefits
Fix benefits (incl. pension contributions) 314 159 100 100 106 779
Other benefits – – – – – –
Total 314 159 100 100 106 779
Board of Directors for 2011:

August
Peter Guido Gerd Gerd François
Kalantzis Egli Amtstätter Peskes von Finck
Chairman Vice-Chairman Member Member Member
active active active active active total
in CHF 1,000
Benefits
Fix benefits (incl. pension contributions) 314 159 100 100 106 779
Other benefits – – 4 12 – 16
Total 314 159 104 112 106 795
Management:
Matthias Key Matthias Key

Oppermann management Oppermann management
CEO total CEO total
in CHF 1,000 2012 2012 2011 2011
Benefits
Fix benefits 1,000 1,490 1,000 1,490
Variable benefits 132 197 400 616
Bonus – – 494 494
Other benefits
Benefits after retirement from key management – – – 960
Pension contributions 161 262 169 267
Health and accident insurance contributions 6 12 7 13
Other Compensation 45 107 66 128
Total 1,344 2,068 2,136 3,968
Underpayment for variable benefits of the prior year – 163 – 263 – –
Total 1,181 1,805 2,136 3,968
On 31 December, members of the Board of Directors, members of the management team and parties related to them
held the following shares:
Number 2012 2011

Peter Kalantzis
Chairman of the Board of Directors 1,333 1,333
Guido Egli
Vice-Chairman of the Board of Directors 1,067 1,067
Gerd Amtstätter
Member of the Board of Directors 466,667 466,667
August François von Finck
Member of the Board of Directors 23,800,000 23,800,000
Total 24,269,067 24,269,067
11. | Bond
On 24 October, Von Roll Holding AG successfully raised long-term external funds in the form of a domestic bond
denominated in Swiss francs (ISIN: CH0196238601) in the amount of CHF 150 million. The bond has an annual coupon
of 4.0 % and a term of four years (final maturity on 24 October 2016).
12. | Risk assessment

The Board of Directors and Executive Management attach a great deal of importance to dealing carefully with risk
and extended their risk management systems in the reporting year. In addition to ensuring that comprehensive and
effective insurance cover is in place, risk management involves the systematic identification, assessment and re-
porting of strategic, operational and financial risk. Strategic risk is primarily assessed by the Board of Directors,
while financial and operational risk is the responsibility of Executive Management. The Risk Officer reports to Ex-
ecutive Management on risk management every six months. The Board of Directors is immediately advised of risks
entailing a gross exposure in excess of CHF 25 million.
Risk management is not only limited to the Group’s finances but includes all business segments and companies.
Suitable management tools were assigned to identified risks. According to their importance, risks were allocated to
the key processes procurement, production and sales, and in accordance with risks to support processes such as
IT communications technology and Human Resources.
The risk assessment carried out is based on information obtained in interviews with key staff. Risks are categorised
in accordance with the same framework as that used in the internal control system. For the top ten risks (including
those which can lead to incorrect or fraudulent reporting), a detailed analysis of the probability of their occurring
and their impact was carried out, which constitutes the basis for the introduction of an appropriate risk management
process.
Risk management activities are focused on hedging currency and metal price risks and in managing receivables.
New risks were also identified via direct contact between departments and the risk management team.
13. | Significant events after the balance sheet date

There were no significant events after the balance sheet date.
Proposal for the use of accumulated profits

The Board of Directors’ proposal to the 190th Annual General Meeting for the use of accumulated profits is as
follows:
in CHF 1,000 2012 2011

Profit carried forward from previous years 84,033 105,001
Loss – 63,781 – 20,968
Accumulated profit 20,252 84,033
Proposal:
Distribution of dividend – –
Profit carry forward 20,252 84,033
After the appropriation of the accumulated profit, the equity reconciles as follows:
in CHF 1,000 2012 2011

Share capital 18,479 18,479
General legal reserve 11,123 –
Share premium – –
Reserve for treasury shares – –
General legal reserves (from capital contribution) 21,876 21,876
Reserves for treasury shares (from capital contribution) 58,825 63,273
Capital contribution reserves 318,727 325,403
Net profit shown in the balance sheet 20,252 84,033
Equity 449,282 513,064
Breitenbach, 11 March 2013
Von Roll Holding AG

For the Board of Directors:
Dr Peter Kalantzis
Chairman of the Board of Directors
Auditor’s Report
To the General Meeting of
VON ROLL HOLDING AG, BREITENBACH
Report on the financial statements
As statutory auditor, we have audited the accompanying financial statements of Von Roll Holding AG, which com-
prise the income statement, balance sheet and notes (page 85 to 90) for the year ended 31 December 2012.
Board of Directors’ Responsibility

The Board of Directors is responsible for the preparation of the financial statements in accordance with the require-
ments of Swiss law and the company’s articles of incorporation. This responsibility includes designing, implement-
ing and maintaining an internal control system relevant to the preparation of financial statements that are free from
material misstatements, whether due to fraud or error. The Board of Directors is further responsible for selecting and
applying appropriate accounting policies and making accounting estimates that are reasonable in the circum
stances.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our
audit in accordance with Swiss law and Swiss Auditing Standards. These standards require that we plan and perform
the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of
material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers the internal control system relevant to the entity’s preparation of financial statements in order
to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the entity’s internal control system. An audit also includes evaluating the appropri-
ateness of the accounting policies used and the reasonableness of accounting estimates made, as well as evaluat-
ing the overall presentation of the financial statements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements for the year ended 31 December 2012 comply with Swiss law and the com-
pany’s articles of incorporation.
Report on other legal requirements
We confirm that we meet the legal requirements on licensing according to the Auditor Oversight Act (AOA) and in-
dependence (article 728 CO and article 11 AOA) and that there are no circumstances incompatible with our inde-
pendence.
In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal
control system exists, which has been designed for the preparation of financial statements according to the instruc-
tions of the Board of Directors.
We further confirm that the proposed appropriation of accumulated profits (page 91) complies with Swiss law and
the company’s articles of incorporation. We recommend that the financial statements submitted to you be approved.
DELOITTE AG
Daniel O. Flammer Christophe Aebi

Licensed Audit Expert Licensed Audit Expert
Auditor in Charge
Zurich, 11 March 2013

94 Glossary
Financial glossary
EBIT Cash flow from investing activities
Earnings before interest and taxes. Cash flow for investments and loans plus interest re-
ceived and revenue from the disposal of fixed assets.
EBIT margin
Ratio of EBIT to sales. Cash flow from financing activities
Cash flow from equity contributions minus payments to
Trading volume owners plus cash flow from raising financial liabilities
Number of shares traded on the stock exchange in a minus repayments of financial liabilities plus investing
specific period. activities.
Gross margin Market capitalisation

Percentage share of gross profit (sales less manufac- Share price multiplied by the total number of shares.
turing costs) to total sales.
Net cash position
Cash flow Cash and cash equivalents less interest-bearing finan-
Change in cash and cash equivalents. cial liabilities.
EBIT Net sales

Earnings before interest and taxes. Revenue from the sale of products and / or services af-
ter deducting reductions in earnings and taxes.
EBITDA
Earnings before interest, taxes, depreciation and amor- Net income
tisation (on property, plant and equipment and intangi- Operating income less net financial result and taxes.
ble assets).
Equity ratio
Percentage share of equity to total capital.
EPS (earnings per share)

Consolidated net income for the year divided by the
average weighted number of outstanding shares.
Cash flow from operating activities

EBITDA less gains / losses on the disposal of fixed as-
sets, changes in long-term provisions and changes in
short-term assets and liabilities plus income taxes paid.
Glossary 95
Product glossary
Ampere High-voltage current
Unit of electrical current, named after the French physi- High-voltage current is used for regional and nation-
cist André-Marie Ampère ( 1775–1820). wide electrical power transmission. The voltage level is
defined as between 60 and 150 kV, but the most com-
Baekeland mon is 110 kV. In contrast, rotating high-voltage ma-
Leo Hendrik Baekeland was a Belgian chemist who in- chines such as motors and generators normally use
vented Bakelite, the thermosetting plastic based on between 1 and 30 kV.
phenol resin, in the early 20th century, thus laying the
foundation for the production of the first composites Insulation
(sheets, tubes and moulded parts) by Von Roll a few Insulation means the process of keeping two things
years later. separate or isolating them. The verb isolate derives
from the French “isoler”. In electrical engineering, insu-
Composite lation is used to protect the live components against
A combination of two or more materials which has differ- contact, short circuits and unwanted residual current.
ent properties to its individual components. For fibre
composites, glass or carbon fibres, for example, are em- Iodine
bedded in a matrix such as resin. A chemical element, often used as a catalyst in chemi-
cal reactions such as polymerisation.
Duroplasts
Duroplasts, also called duromers, are plastics that can Adhesive tapes
no longer be moulded after hardening. Duroplasts are The adhesive tapes used in electrical insulation are spe-
hard, glass-like polymer materials that are linked in a cial insulating tapes that have specific heat resistance
rigid 3-D structure by chemical primary valency bonds. and other properties. They generally contain no mica
The bonds are created when preliminary products and are only used in low-voltage applications. Most are
chemically react with molecular chains through the ap- UL-certified (e.g. UL 20780 certification for Intertape®
plication of heat or pressure, usually with the help of and UL E 315208 or UL E 315249).
catalysts.
Laminate
Electrical generator A laminate (from the Latin lamina, or layer) is a multilayer
Electrical generator (from the Latin generare: to beget, duroplastic material made by compressing and sticking
produce) is an electrical machine that converts kinetic together at least two layers of the same or different ma-
energy or rotational energy into electrical energy and is terials. Joining the materials can complement the prop-
therefore the reverse of the principle of the electric mo- erties of the individual constituents.
tor, which converts electrical energy into kinetic energy.
Motor
Filament A motor (from the Latin motor, or mover) is a device that
Single fibre, of any length, needed to manufacture glass performs mechanical work by converting thermal,
fabric for laminates (e.g. Vetronit®). chemical, electrical or other forms of energy. Motors
normally rotate a shaft which drives machines, tools and
Direct current (DC) means of transport.
A flow of electrical current whose strength and direction
do not change. It is generated in galvanic solar or fuel Low-voltage current
cells or produced from alternating current by means of a Used for local power supply. Defined as up to 1,000
commutator, and is used in electronics, galvanisation and volts (1kV), but normally 230 to 400 volts.
in the supply of energy to railway systems.
Mica Surface resistance

The term "mica" covers a group of sheet silicates whose The voltage required to cause a specific current to flow
properties make them especially suitable for use in across the surface of a material. This is an important
high-voltage insulation materials, particularly the miner- parameter for the surface leakage resistance and anti-
als muscovite and phlogopite belonging to the mica static properties of materials used to make printed cir-
group. Their more noteworthy properties include high cuits (soldering and assembly frames).
levels of electrical, heat and chemical resistance. Mica
is resistant to the corona discharge invariably associat- Prepreg
ed with high-voltage equipment. The English term mica Short for preimpregnated. A combination of glass fibre
is derived from the Latin micare, meaning to sparkle or mat or glass fibre filament fabric, nonwoven material or
shine. roving with resin, usually cured to the B-stage, ready for
moulding.
96 Glossary
Primary energy Volt

Primary energy is an unconverted energy form that pro- Unit of electromotive force named after the Italian phys-
duces electricity and heat. Examples include oil, coal, icist Alessandro Volta 1745–1827, the inventor of the bat-
natural gas and hydroelectric power. tery.
Quality assurance Alternating current

In today’s industrial companies, the quality of manufac- A flow of electrical current whose strength and direction
tured products is guaranteed through quality assur- change periodically. Abbreviated to AC.
ance systems and periodically checked using ISO certi-
fication (e.g. ISO 9001). Xenon
A chemical element and noble gas used in gas dis-
Rotational energy charge lamps, for example in car headlights.
Rotational energy is the kinetic energy of a rigid body
– such as a wind turbine – rotating on a fixed axis. This Yttrium
energy depends on the body’s moment of inertia and A chemical element and rare-earth metal. It plays an im-
its angular velocity. Wind turbine generators use rota- portant role in ceramic high-temperature superconduc-
tional energy to produce electrical current in the stator tors.
coils through electromagnetic induction.
Stator
A stator is the stationary part of a machine, e.g. in an
electric motor, generator, hydromotor or pump. It often
also serves as the housing, and in the case of electric
motors and generators consists primarily of sheet steel
and the stator coils.
Traction motor
A traction motor is an electric motor that drives a rail-
borne vehicle. It is usually housed in the chassis and
connected to the wheel axle via a reduction gear.
Underwriters Laboratories (UL)

US organisation, founded over 100 years ago, that in-
spects and certifies products for their usage properties
and safety.
Our product portfolio
As one of Switzerland’s longest established industrial companies, Von Roll focuses on products and systems for
power generation, transmission and distribution. Von Roll’s business portfolio is divided into three business lines:
Von Roll Insulation offers electrical insulation products, systems and services for generators, high- and low-voltage
motors, transformers and other applications. Von Roll Composites produces composite materials and parts for as-
sorted industry appliances. The Business Line Von Roll Technologies includes the new sustainable technologies Von
Roll Transformers and Von Roll Water. Von Roll Transformers offers complete solutions for the fast expanding market
of high-performance transformers. Von Roll Water provides solutions for process engineering tasks in the field of water
and wastewater management.
Mica
Mica as a base material for high-voltage insulation. Von Roll’s commitment to mica is extensive and
encompasses all stages in the manufacturing process.
Wires
Insulated round, flat and Litz wires for high-voltage, low-voltage and electronic applications.
Cables
Mica tapes for fire-resistant cables. Von Roll provides a wide range of products that are ideally suited
to all commonly used standards.
Liquids
Impregnation resins for high and low voltage, potting resins, casting resins, as well as encapsulating
and conformal coatings.
Flexibles
Insulating flexible materials for low-voltage applications such as flexible laminates and adhesive tapes.
Composites
Engineered materials made from a resin and a support structure with distinct physical, thermal and
electrical properties. They can be moulded, machined or semi-finished.
Transformers
High-performance transformers for power transmission and distribution, tailored solutions to all appli-
cations of today’s energy supply companies.
Water
Von Roll Water provides state-of-the-art solutions for water and wastewater treatment.
Ballistics
High-quality systems for armoured defence based on thermoset/thermoplastic products in single use
or tailored combinations.
Testing
Von Roll provides electrical, thermal and mechanical testing of individual materials as well as complete
insulating systems. We are UL-certified.
Training
Von Roll Corporate University provides a training programme in high- and low-voltage insulation to its
customers.
Five-year overview
(in CHF 1,000) 2012 2011 2010 2009 2008

Order intake (gross) 505,133 559,596 540,462 474,814 688,225
Net sales 497,064 543,262 554,151 549,429 710,055
Employees (FTE) 2,727 2,881 2,937 2,953 3,448
Depreciation, amortization and impairments – 51,502 – 18,814 – 18,090 – 19,067 – 12,644
Operating income (EBIT) – 50,110 6,635 10,790 – 8,491 50,070
Net cash flow from operating activities 1,589 – 19,679 14,259 29,470 44,696
Current assets 308,299 285,046 267,404 282,681 382,526
Total assets 499,536 490,439 491,635 523,998 608,419
Current liabilities 76,043 148,362 121,884 103,122 144,816
Non-current liabilities 201,720 48,471 47,222 48,181 44,913
Equity 221,773 293,606 322,529 372,695 418,690
Equity ratio (%) 44% 60% 66% 71% 69%
Number of issued shares (bearer shares) 184,778,889 184,778,889 184,778,889 184,778,889 184,778,889
EBIT per share 1 – 0.28 0.04 0.06 – 0.05 0.18
Operating cash flow per share 0.01 – 0.11 0.08 0.17 0.24
Equity per share (CHF) 1.25 1.65 1.81 2.09 2.29
Dividends per share (CHF) 2 – – – 0.10 0.20
1
EBIT/weighted average number of shares outstanding
2
Dividend 2012: proposal by the Board of Directors
Business address
Von Roll Holding AG
Steinacherstrasse 101
8804 Au / Wädenswil
Switzerland
Phone +41 44 204 35 00
Fax +41 44 204 30 10 Imprint
www.vonroll.com Publisher: Von Roll Holding AG, Au / Wädenswil
Content / text: Von Roll Holding AG, Au / Wädenswil
Registered office Design / artwork:
Passwangstrasse 20 gateB AG, Communication Engineering, Steinhausen / Zug, Switzerland
4226 Breitenbach SO
Created in Switzerland, printed in Germany
Stock exchange listing © Von Roll Holding AG, 2013
SIX Swiss Exchange (Symbol: ROL)
Security number: 324.535 The Von Roll Annual Report is originally prepared in German
ISIN: CH0003245351 and translated into English.
In the event of any discrepancy, the printed German version prevails.
For publications and further information,
please contact The Annual Report is available on the Internet at
Julia Dunkake www.vonroll.com
Phone +41 44 204 30 32
Fax +41 44 204 30 39
[email protected]
Von Roll Holding AG

Steinacherstrasse 101
8804 Au / Wädenswil
Switzerland
12
Annual Report We Enable Energy

Annual Report
We Enable Energy
12
Von Roll Holding AG with registered office in CH - 4226 Breitenbach (canton Solo-
thurn) and a further business address in CH - 8804 Au / Wädenswil, Steinacher-
strasse 101, has been listed on the SIX Swiss Exchange (Symbol: ROL, Security
number: 324.535, ISIN: CH0003245351) since 11 August 1987.

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Annual Report We Enable Energy

Financial statements of Von Roll Holding AG

Key figures per share

EBIT 1 – 0.28 0.04

Asia 22.3 % EMEA * 259,205 280,576

Share of total sales Net sales by segment

Share of order intake Order intake by segment

Number of employees (FTE)

* EMEA: Europe, Middle East and Africa

Au/Wädenswil, March 2013

Challenging market environment in the second half of the year

One-off effects impact significantly on the business result

in CHF 1,000 2012 2011

Operating cash flow stabilised and refinancing secured

Von Roll Insulation

Von Roll Insulation: key figures

Net sales 298,828 323,331

Number of employees (FTE)

In the Von Roll Insulation segment 1,372 1,434

Von Roll Composites

Von Roll Composites: key figures

Number of employees (FTE)

Von Roll Technologies

Von Roll Technologies: key figures

Number of employees (FTE)

New Haven, US Wädenswil, CH

Monmouth Junction, US Breitenbach, CH

Douglasville, US Ramat Ha’Sharon, IL

Production Location Type of branch

As a partner for customers active on a

Von Roll Insulation

Electrical insulation tapes for gearless mill drives (GMDs) in mines

Von Roll Composites

Medical technology: tubes for dental drills

Von Roll Composites’ products are often not visible

Von Roll Technologies

Von Roll Transformers

Von Roll Water

A dam, like the one in this picture, is construct-

The Von Roll share

Share performance 2012

Key figures per share

10. April 2013:

Security number 324.535

Von Roll contact

Phone +41 44 204 30 32

1. | Group structure and shareholders

1.1.2 | Listed companies

1.1.3 | Unlisted companies

1.2 | Significant shareholders

2.2 | Authorised and conditional capital

2.3 | Changes in share capital

2.4 | Shares and participation certificates

2.5 | Bonus certificates

2.6 | Limitations on transferability and nominee registrations

2.7 | Convertible bonds and options

Stock option plan for senior and middle management

Name Nationality Born Position Member since Term of office Function

Permanent buildings 25 years