Bossard Holding AG - Annual Report - 2021

04 At a glance 06 Report to the shareholders 10 Company 19 Sustainability 48 Corporate Governance 80 Compensation Report 99
n Report 99 Financial Report
Annual Report
2021
BOSSARD ANNUAL REPORT 2021
2
04 At a glance 06 Report to the shareholders 10 Company 19 Sustainability 48 Corporate Governance 80 Compensation Report 99 Financial Report
SHORT PROFILE
Proven Productivity
Bossard’s global team is fully commited to

Proven Productivity. Together we create
sustainable values for our customers.
The Bossard Group is a leading strategic partner for Bossard was founded in Zug in 1831. Today local and With over 2,700 employees at 84 locations in 32 countries
industrial fastening and assembly technology solutions multinational companies count on Bossard’s expertise throughout the world, the Bossard Group generated CHF
to OEM customers globally with proven expertise in to increase their productivity – with success. Bossard 995.1 million in sales in the financial year 2021. Bossard
engineering and logistic services. calls this concept, which is also a promise to its custom- is listed on the SIX Swiss Exchange.
ers Proven Productivity. This includes, among other
things, optimizing processes and reducing inventories to
increase the efficiency and productivity sustainably. In
addition, Bossard is considered a pioneer in developing
intelligent production facilities in line with Industry 4.0.
3
Content
04 At a glance
06 Report to the shareholders
10 Company
19 Sustainability
48 Corporate Governance
80 Compensation Report
99 Financial Report
4
AT A GLANCE
Robust profitability and new records

Thanks to strong demand and constant deliv-
ery capability, Bossard hit new records in terms
of sales as well as EBIT and net income in spite
of market uncertainties and major challenges
on the procurement market.
Net Sales Geographic Sales EBIT Net Income

in CHF million Distribution in CHF million in CHF million
in %
98
995
123
19
109
A
876
85
871
80
813
si
97
96
786
76
a
68
86
5 8 E urop
23 A
m
e
er
ca
i
17 18 19 20 21 17 18 19 20 21 17 18 19 20 21
5
Key figures
in CHF 1,000 2021 2020
Net sales 995,148 812,792
Change to prior year in % 22.4 –7.2
Gross profit 317,120 248,730
Personnel expenses 199,732 165,728
in % of net sales 20.1 20.4
EBITDA 145,904 105,863
EBIT 123,326 86,386
Net income 98,017 67,751

Cashflow 1) 120,595 87,228
Capital expenditures 35,289 23,927
Operating net working capital 2)
435,620 346,982
Net debt 217,222 155,655
Shareholders’ equity 349,548 322,340
in % of total assets 45.2 50.3
Total assets 772,776 641,308
Return on equity 29.2 21.6
Return on average capital employed (ROCE) 19.1 14.7
Dividend yield in % (Basis: share price at Dec. 31) 1.6 2.5
Earnings per share 3) 4)
1) Net income + depreciation and
Registered A share in CHF 12.53 8.73 amortization
Registered B share in CHF 2.51 1.75 2) Accounts receivable, inventories,
less accounts payable
Price/earnings ratio (Basis: share price at Dec. 31) 26.2 20.4 3) Basis: Average capital entitled to dividend
Price/book value per share 7.2 4.3 4) Basis: Share attributable to
shareholders of Bossard Holding AG
Annual weighted average number of employees 5) 2,516 2,410 5) Average full time equivalent
6) Basis: Annual weighted average
Net sales per employee 6) 395.5 337.3 number of employees
6
REPORT TO THE SHAREHOLDERS
Back on the growth track

Dear Shareholders,
The past financial year was also dominated by the
COVID-19 pandemic. On the one hand, our economic and
social life was marked by constant change. And protecting
the health of our employees was paramount. On the other
hand, the global economic upturn, which had begun in
the prior year, continued although a trend toward normal-
ization became apparent at the end of the year.
Thanks to strong demand in all three market regions,

Bossard hit new records in terms of sales as well as EBIT
and net income in spite of major challenges on the pro-
curement market. Sales in the 2021 financial year totaled
CHF 995.1 million (prior year: CHF 812.8 million). EBIT
was CHF 123.3 million (prior year: CHF 86.4 million), cor-
responding to an EBIT margin of 12.4 percent (prior year:
10.6 percent) – a record result in an extremely demanding
year. This is equally true for net income, which reached
CHF 98.0 million (prior year: CHF 67.8 million).
Dr. Daniel Bossard

CEO
Dr. Thomas Schmuckli

Chair of the board of directors
7
Strengthened through the crisis Digitalization of assembly Active market consolidation and expansion
Bossard’s strong performance was sustained by a broad The gradual introduction of our new standalone Smart In October, Bossard acquired Jeveka B.V., a leading
and solid foundation consisting of three elements. Firstly, Factory Assembly service was well received by our cus- Benelux supplier of product solutions as well as logistics
by the high degree of flexibility and commitment of our tomers. Along with improved process reliability and pro- and engineering services in industrial fastening and as-
employees, whose performance was exceptional under ductivity, it reduces production costs in manufacturing. sembly technology. The company primarily serves cus-
difficult conditions. Secondly, our long-standing proven As a result, Smart Factory Assembly meets an important tomers in the mechanical engineering and high-tech
purchasing strategy, which is based on multiple sources customer need, enabling the documentation of produc- segments. The acquisition of this long-standing partner
of procurement. And thirdly, due to our generous stock- tion processes, flexible employee deployment, and con- is in line with the Bossard Group’s strategic approach of
keeping. During the last 24 months, these elements were sistently high quality. This minimizes possible sources of broadening its market presence in technologically ad-
essential in ensuring the best possible delivery capability error in assembly as well as defective products. vanced end markets.
to our customers and underlining our reliability as a part-
ner. Broad performance across the regions Strong sales development in America was driven by our
All three market regions benefited from the market re- expertise in the electromobility sector built up over the
Expanded market position covery and posted impressive double-digit growth rates. last years. We completed several exciting projects, which
In addition to our sustained delivery capability, our ex- The aforementioned sustained delivery capability to our helped us solidify new, long-term customer relationships.
panded market position is the outcome of the business customers let to above-average benefits in the European
model we have systematically refined in recent years. region, contributing significantly to the marked improve- With consistently high growth rates above 30 percent, the
Our ongoing geographic diversification is another con- ment in results. Furthermore, the region won new cus- Asia region affirmed the years-long upward trend during
tributing factor. This, along with market share gains in tomer projects in the focus industries of railway vehicle the last financial year. On the one hand, the Group bene-
growth industries such as robotics, electromobility, rail- construction and medical technology. The appreciation of fited from the investments made in the expansion and
way vehicle construction, and medical technology, has led the Swiss franc against the euro to the highest level in the modernization of its infrastructure over the recent years.
to accelerated growth. Recently won customer projects last six years, had a slightly negative impact on sales in On the other hand, the growth initiatives in the robotics
will also have a positive impact on our future growth. the fourth quarter. and electronics segments lead to a pleasing growth in the
project pipeline and gains in market share.
8
Strategy 200 – Capital Markets Day 2021 out, test, and implement the most suitable fastening With momentum into the future
For the first time, the Bossard Group held a Capital Mar- solutions for each set of requirements. Consequently, Bossard is entering the next stage of its 190-year history
kets Day (CMD) at its company headquarters in Zug. This we not only increase safety but also reduce costs for with great momentum. Over the past quarters, the Group
event for institutional investors, analysts, and media rep- our customers. has shown that after a year of economic uncertainty it is
resentatives introduced the Bossard Group’s business not only able to rapidly adapt high growth dynamics, but
model and provided a deeper look at the Strategy 200 Taken as a whole, our services establish Bossard as a to substantially exceed them. From today´s perspective,
announced in spring. In addition, higher financial targets strategic C-level partner to our customers that can boost it is difficult to forecast how procurement costs and the
were announced at the well attended event. Bossard their ability to compete. This creates a level of customer stability of supply chains will evolve over the coming
plans to permanently increase its average organic growth loyalty that we could never achieve by selling products months. A lot depends on people’s behavior, politics, and
rate to over 5 percent after a period of increased invest- alone. government measures in the individual countries – factors
ments. As a result, the Group is targeting mid-term a new outside our scope of influence. Nonetheless, we are
EBIT margin of 12 percent to 15 percent (currently 10 per- Strategy 200 – sustainability pleased that over the last few months governments have
cent to 13 percent). Bossard continues to rely on a strong Along with our Proven Productivity brand promise, our made every effort to support the economy and maintain
balance sheet with an equity ratio of at least 40 percent. business model stands for a successful and sustainable the pace of production in companies. The way in which
The stepped-up growth initiatives notwithstanding, the future. As an environmentally conscious company, we are Bossard mastered the recovery in 2021 gives us confi-
dividend payout is expected to remain at about 40 percent committed to the careful and efficient use of natural re- dence, and we are optimistic about the future. Globally
of the Group’s net income. sources and energy and to minimizing our environmental committed employees, stable cash flows, and a solid
impact. Through our “Together We Create” strategy ini- balance sheet with an equity ratio of 45.2 percent enable
Strategy 200 – the strategic significance of our tiative, we highlight the importance of our existing values the Bossard Group to move ahead with its strategically
services and operating principles. We create equal opportunities important projects at full speed.
The quality and deliverability of our product solutions are regardless of factors such as nationality, gender, sexual
the foundation of our business and the results we achieve. orientation, religion, or age. As part of Strategy 200,
The value of our cooperation with our customers – Proven Bossard will analyze the current state and formulate
Productivity – grows with the performance of our services. achievable CO2 neutrality goals for publication in 2022.
Our Smart Factory solutions enable logistics and product
managers to optimize their supply and production work-
flows. Our Assembly Technology Expert services seek
9
Proposals at the annual general meeting of For the current year, no new elections are proposed.
shareholders We express our deep gratitude to all our employees for
At the 2022 annual general meeting of shareholders, the their tireless dedication, solidarity, team spirit, and
board of directors will propose a gross dividend of CHF enthusiasm – they are the core of the Bossard Group’s
5.10 per registered A share (prior year: CHF 4.40 gross), success. We thank our customers for their years of loyalty,
in line with our dividend policy of a 40 percent payout of and our partners and suppliers for their outstanding
net income. This represents an increase of 15.9 percent. cooperation. And we thank you, valued Shareholders,
for your continued trust.
At last year’s annual general meeting of shareholders,
Petra Maria Ehmann and Marcel Keller were elected as

independent board members. We are pleased that both
board members broadly support Bossard with their ex-
pertise in digitalization and artificial intelligence in mar- Dr. Thomas Schmuckli Dr. Daniel Bossard
ket development. Chair of the board CEO
of directors
Zug, February 25, 2022

10
Company
Founded in Zug in 1831, the Bossard Group is a leading
strategic partner for industrial fastening and assembly

technology solutions to OEM customers globally with
proven expertise in engineering and logistic services.
With over 2,700 employees at 84 locations in 32 countries

throughout the world, the Bossard Group generated
CHF 995.1 million in sales in the financial year 2021.
Bossard is listed on the SIX Swiss Exchange.
11
AT A GLANCE
Company
Market position Customers worldwide
> 30,000
Bossard is one of the top 3 global distributors of Bossard is proud to serve more than 30,000 customers
fasteners. globally – in a huge variety of industries.
Customer loyalty Thereof with B- and C-parts management
> 1,000
More than 90 percent of our large and medium-sized More than 1,000 customers rely on Bossard´s automated
customers have been working with Bossard for more B- and C-parts management solutions.
than ten years.
12
BUSINESS MODEL
Proven Productivity ve Tech

no logy
v ati Be
no
In st
Bossard offers fastening solutions and process Produc
Qu
tS
al
optimization measures that are proven to de-
o
ity
liver the best possible efficiency, thereby reduc-
lut
tics
ogis
ing costs. In evaluating our services, we rely on
ion
facts. They consistently show that by working y L
t
r
s
r Throughpu
with us, our customers are able to achieve last-
cto
ing and measurable productivity improve-
Smart Fa
Proven
Reliability
ments. That is why we talk about Proven
Productivity
Productivity.
B e t te
The interplay of Product Solutions, Assembly

Technology Expert and Smart Factory Logistics
t
As
er
em p
services gives our customers competitive
Ex
s
bly gy
advantages in six key areas. Technolo
im
es
T s
eT
oM ces
o
ark Pr
er
et Lean
Time to market Better throughput Innovative technology

Thanks to shorter delivery times, products make it Advanced logistic systems and lean assembly processes Our forward-looking solutions are tailored to the very lat-
to market faster. markedly boost efficiency. est requirements of Industry 4.0.
Leaner processes Best quality Reliability

Systematic time, money, and resource savings For our product solutions, we rely on the highest quality We value continuity and this is how we empower and sup-
reduce overall operational costs. combined with comprehensive process consulting. This port our team to ensure that we will be there for our cus-
leads to maximum reliability and predictable planning. tomers tomorrow.
13
Product Solutions Produc

tS
o
lu
tio
Our fastening solutions are as unique as our customers’ Bossard ecosyn®
ns
products. Sometimes standard fasteners are just right, The ecosyn® product line features premium quality fas-
while in other cases brand solutions or custom fastening teners. They are both economical and in sync with the
solutions get the best results. Bossard has the right solu- needs of our customers. Smart and safe quality products
tion for every challenge. based on innovative engineering and designed to make
work easier and more efficient.
Fastening technology catalog products
Brand products
We have more than 200,000 different fasteners ready to

ship from our warehouses: screws, nuts, rivets, washers, Bossard maintains a carefully selected brand portfolio in
electrical fasteners and more. cooperation with highly innovative and reliable partners.
Customized items
Customized solutions and parts (turned, milled, extrud-
ed, stamped and bent parts) for unique technical require-
ments, manufactured to our customers’ specifications.
14
Assembly Technology Smart Factory Logistics

Expert In the world of Industry 4.0, Smart Factory Logistics ry
Lo
gistics
cto
is a core element for profitable growth. The more precise
Smart Fa
Our customers develop a diverse range of premium prod- and smarter factory logistics is, the better companies
ucts whose production methods place equally diverse de- fare against their competitors.
t
As
er
em p
Ex
s
b ly Technology
mands on fasteners. Six field-proven Bossard Assembly
Technology Expert services help find, test and implement While our customers fully focus on their core competen-
the most suitable fastening solutions based on specific ces, we take care of automating their B- and C-parts
requirements. In addition, they optimize the customer’s management processes, thus ensuring a lean assort-
assembly processes and product assortment and train ment and a smooth supply flow. Inventory is controlled
their employees. in real time, and material is delivered directly to the as-
sembly stations thanks to smart order management. All
Using this three-step approach, from design to optimiza- at the right time and in the right place. Lower material
tion to training, the specialists at Bossard help product handling costs and smaller inventories enable our cus-
designers and engineers meet the most diverse chal- tomers to significantly boost productivity in their produc-
lenges with respect to innovation, process optimization, tion.
and efficiency. This leads to a sustainable reduction in
production time and costs, increases product safety and In addition, we support our customers in the digital
quality, and significantly improves our customers’ com- transformation of their production with our Smart
petitiveness. Factory Assembly services. Digital documentation and
connected devices ensure consistently high quality, and
the recorded data provide maximum transparency and
traceability.
As a result, processing control takes place automatically,

significantly reducing faulty assembly and lowering the
overall cost of a product. Manufacturing companies can
more easily make the right decisions and produce high-
quality products with shorter lead times and smaller
batch sizes.
15
“Hidden aspects account for approximately

of the total cost of ownership of fasteners. We

are reducing them.”
16
BUSINESS RESILIENCE AND STRATEGY 200
Solid foundation for accelerated growth
Bossard’s business model has proven not only multiple sources from different continents to mitigate With our Strategy 200, we want to build on the past,
its strength for growth in normal circumstanc- supply risks. focusing on our key strengths and scale our business
es, but also its extraordinary resilience in these model to achieve relevant market share in all our key
unprecedented times. With Bossard “Strategy Customer centricity and sustainability markets by 2031.
200” – Bossard turns 200 years old in 2031 – we The close and strategic collaboration with our customers,
will focus on this business model and acceler- focusing on services to ensure the customer’s peace of Proven Productivity – our promise …
ate growth in all our key markets. mind in C-parts management and supply and enabling For the average industrial OEM (original equipment man-
trusted relationships, creates a solid customer base for ufacturer), more than 50 percent of single assembly parts
Leader in digitalization in our industry the long term. This is reflected in our enduring relation- are fastener-related while they only represent a very
26 years ago, Bossard invented the first fully digitalized ships with our customers, with over 90 percent of our small amount of the purchasing value. The related man-
and automated C-parts management system, based on large and medium-size customers still working with agement and handling costs – parts definition, ordering,
IoT technology, that today is being used every day by over Bossard after ten years. Our sustainable customer base goods receipt, inventory management, and assembly
1,000 customers globally. Our proven solutions, used by is a key foundation for our long-term sales and profit de- costs – typically exceed the purchase price of the C-parts
customers to maintain a seamless supply of C-parts for velopment. significantly. With our long-time philosophy of Proven
production without manual interaction, have been espe- Productivity, we focus on substantially reducing the man-
cially important during the COVID-19 pandemic. With the Innovation and experimental mindset agement and assembly costs of C-parts for our custom-
digital platforms developed over the last years, Bossard Ongoing curiosity has always been at the core of the ers, thereby boosting their competitiveness in a sustain-
was able to switch its wide range of services to the virtual Bossard DNA. For this reason, we would consider our- able and measurable way. This philosophy strengthens
space – instantly and across the globe. selves a “start-up with 191 years of experience.” Solving the bridge of trust between us and our customers day in
customer problems with creativity and passion – using and day out.
Industrial and geographical diversification years of experience in fastening technology, supply chain
As impressively demonstrated in the crisis, our broad and assembly solutions – has enabled us to provide lead- … in a globally fragmented market with growth
industrial diversification with around 30,000 customers ing-edge market services. And the journey continues: for potential
from a wide variety of industries enables us to balance example, we are looking into new products for lightweight The global fastener market for industrial OEMs is heavily
customer growth and makes us much less dependent on applications, AI-enabled systems to speed up the quoting fragmented. With only 3 percent global market share in
single industrial segments. Our global footprint, with process for customized fasteners, and new services to our industry segment, Bossard is one of the top 3 global
more than 80 operations in Europe, America and Asia, al- ensure secure assembly processes. distributors of fasteners. This leaves significant opportu-
lows for a global distribution of income. This global pres- nities for growth. We will exploit these opportunities by
ence also helps us on the procurement side where, for continuing to be as close to our customers as possible.
key products, Bossard has always been working with
17
Customer proximity creates growth Strategic aspiration towards 2031

opportunities … Together, we bring PROVEN PRODUCTIVITY and SUS- “With our Strategy
For us, proximity goes beyond geography. It also encom- TAINABILITY to every assembly operation in the world. To
passes the primary challenge that keeps our customers
awake at night – boosting their competitiveness with the
turn this aspiration into reality, we focus on OEM custom-
er groups with the aim of supporting them to boost their
200, we aim to
lowest total cost of ownership and the highest product
availability. The better we understand our customers’
competitiveness. In doing so, we rely on high-quality
products, outstanding services, assembly technology
achieve sustainable,
perspective on this core challenge and the more in-depth
we go in analyzing the issues associated with it, the bet-
consulting, and efficient processes along the entire sup-
ply chain. significant growth.”
ter we can bring our extensive experience and expertise

to bear when responding to this challenge. Strategy 200 – focus and scale
Within the context of our winning aspiration towards 2031
… captured by a truly empowered organization we are aiming to achieve sustainable high-quality growth
Bossard Strategy 200 has one theme at its core: to create by focusing on our key strengths. We want to substantial-
a company as amazing as its people, where everybody ly increase our sales revenue to further expand our mar-
collaborates, feels empowered, experiments, talks real, ket position – organically and through acquisitions.
and delivers value. Together we will create and pave the Bossard plans to increase its average organic growth rate
way for accelerated sales and profitability growth in the to over 5 percent after a period of increased investments.
years to come. As a result, the Group is targeting mid-term an EBIT
margin of 12 percent to 15 percent. Bossard continues to
rely on a strong balance sheet with an equity ratio of at
least 40 percent. The stepped-up growth initiatives
notwithstanding, the dividend payout is expected to re-
main at about 40 percent of the Group’s net income.
18
PROVEN PRODUCTIVITY
Stay up to date
In
you will experience what Bossard means by

Proven Producitivity. Stay up to date on product
innovations, services and customer experienc-
es by reading our blog.
provenproductivity.com
19
Sustainability
The Bossard Group has been committed to sustainable
corporate development for generations. This sustainabili-

ty report explains the activities and efforts of the Bossard
Group with regard to sustainable development. The re-
port contains information on the strategic and organiza-
tional anchoring of the topic of sustainability as well as
explanations on the respective focus areas.
20
AT A GLANCE
Sustainability
Employees by region Absences (2 percent of total hours worked)

Europe (54 %) Illness (85 %)

America (15 %) Non-occupational accidents (7 %)
Asia (31 %) Accidents at work (8 %)
Gender Fluctuation rate

in %
Women (35 %)
12.8
Men (65 %)
21
SUSTAINABILITY AT BOSSARD
Our business model: Proven Productivity and Sustainability

gistics
uced lo
Innovative, efficient, and holistic solutions – sustainable development. In order to understand our cus- Red
that is Bossard’s approach. Our products and tomers’ processes even better and make them more effi-
Produc
services simplify and optimize processes across cient, we promote internal innovation, such as analytical tS
Le
o
ss
all fastening solutions. Sustainability is an in-
ce
methods using big data.
lu
our
wa
gistics
tio
tegral ambition of our business model. Lo
st e
Efficient use of res
ry
ns
Over 2,700 employees at 84 locations in 32 countries help
cto
Smart Fa
We help our customers not only to avoid hidden costs in us to bring Proven Productivity and Sustainability into as- Sustainability
development, design, procurement, ordering, logistics, sembly operations around the world by making more effi-
signs
storage, assembly, and quality assurance. Our solutions cient fastening solutions possible. Driven by this value
rt
As
t de
also mitigate the impact on the environment. Streamlin- proposition and guided by its proven corporate values,
pe
m x
yE
se
bly
Technolog
uc
ing processes and optimizing individual products allow Bossard intends to expand even further and strengthen
od
Im
pr
for more careful and targeted use of materials, energy, its global supplier network for product solutions. ov
pr
ed
ed iz
wo tim
and production capacities. rk
env
Op
ironm
ent
Mindful handling of resources begins right in the product

design phase and extends through supply chain structur- log
Techno y
ing to the manufacturing processes, thus reducing oper- va t i ve
no
In Hi
ating waste and emissions. In addition, our customers’ g
Produc
h
employees save time; consolidated and more efficient tS
Qu
o
ali
workflows make their work easier, resulting in a better
ty
lu
gistics
tio
work climate overall. With our support, our customers y Lo
ns
t
r
Throughpu
demonstrably boost their productivity. True to our Proven
cto
Smart Fa
Productivity principle, we create added economic, ecolog- Proven
Productivity
ical, and social value.
B e t te r
ility
liab
t
The products and services of Bossard are already part of
As
er
em xp
Re
yE
s
bly
Industry 4.0 and contribute to groundbreaking innova- Technolog
tions. Moreover, we are working with customers in Ti
m
eT
emerging sectors such as electromobility, railway vehicle oM
ark e ss
et roc
construction and medical technology, which contribute to Lean P
22
Our strategy: profitable growth and sustainability

Topics centered on responsibility, Daniel Bossard (DB): Because sustain- You mentioned the central role of In such a collaboration across geo-
health, climate change, and supply ability has become an integral part of our employees. In their eyes, what do you graphical and hierarchical boundar-
chain challenges continued to strategy and organization, Bossard now think would be the highlights of ies, how do you as an international
dominate the second year of the approaches ESG themes more systemati- 2021? company foster team spirit?
pandemic. Chair of the board of di- cally and holistically. We pay attention to DB: I believe that our employees see and TS: Our “Together We Create” initiative
rectors Dr. Thomas Schmuckli and a balanced mix between the overarching feel that sustainability is a key success and the opportunity for employees to be
CEO Dr. Daniel Bossard look back requirements at Group level and the cre- factor on our strategic journey. They can part of the Group’s development have
on an eventful 2021 from a sus- ative freedom and thinking of the business voice their concerns in various Sustain- brought innovative momentum to the col-
tainability perspective. units. ability Community projects. The manage- laboration. This participatory approach is
ment is open to their ideas and sugges- also an excellent chance for the board of
What gives you both a sense of pride What does that mean specifically? tions. At the same time, they call for directors to understand what employees
when you look back on the year 2021 DB: Sustainability is something that af- continued concrete action – not just need to be successful in their work.
through “sustainability glasses,” as fects all of us. We cannot and do not want words. And that’s a good thing.
it were? to impose a change process toward sus- DB: I couldn’t agree more. To put it a little
Thomas Schmuckli (TS): On our journey tainability from top-down. Together with TS: For example, I’m thinking of our new more bluntly, you don’t achieve team spirit
toward greater sustainability, we moved the board of directors, we’d like to set the Code of Conduct, which was developed
from strategic work to the implementation right framework in the executive commit- and written by our employees in an inten-
phase over the course of the reporting tee so that all employees are empowered sive sprint. It’s the outcome of successful
year. As part of the sustainability initiative, to make their own contribution to sustain- cooperation across regions and hierar-
first concrete results were achieved in ability. We discuss sustainability-related chies. The result is a handy, practical
various participatory processes. In addi- topics with employees much more than Code of Conduct by and for Bossard em-
tion, we’ve begun to focus more on sus- before, and we actively involve them in ployees that will guide them in their day-
tainability issues on the board of directors making improvements. We encourage to-day work. Personally, I think that’s
and have formulated initial internal tar- everyone to participate and take action. great.
gets. As a strategic partner in fastening Personally, I feel that sustainability is in-
technology and logistics, we strive to offer creasingly becoming part of business-
our customers proven added value. This relevant considerations and decisions.
Retrospect
extends to sustainability topics as well, Thomas Schmuckli and Daniel Bossard in a
just as our principle Proven Productivity talk with Tabea Bürgler (VP Sustainability)
and Sustainability suggests.
23
and better cooperation simply by talking What do you mean by this? We talked about the customers and more on such sectors and partnerships in
about it: You have to work together to DB: I know that we still have a lot of work investors. What do their sustainabili- the future.
make it become reality. This vibrant cul- to do to turn our ambitions into tangible ty efforts mean for Bossard’s current
ture of collaboration is vital for us to results. But I’m very confident. On the one and future suppliers? DB: We see Bossard as a catalyst contrib-
achieve innovations as well as the profit- hand, the data we collected across the DB: Sustainable procurement is of great uting to developments, often indirectly,
able corporate growth we’re striving for. board in 2021 provides us with a basis for strategic importance to us. We’re already and supplying industries that have the po-
We experience intercultural cooperation setting concrete targets. On the other paying attention to factors relevant to sus- tential to make a positive impact on peo-
every day – and we make our share of hand, the high expectations give us the tainability, such as geographic proximity. ple and the environment. I’m thinking of
mistakes. What’s important is that we opportunity to cooperate even more close- This trend is likely to grow. Going forward, electromobility, railway vehicle construc-
learn from each other and treat each ly with our customers. we’ll place much greater emphasis on tion, robotics or medical technology. On
other’s customs with respect and under- strategic partnerships and focus on our the other hand, our own services and
standing. This is an ongoing but rewarding TS: I’d like to add another perspective: I business as a complex ecosystem, for ex- solutions make a positive contribution to
effort. We want to create an environment feel that the next generation of our family, ample by optimizing transport routes. Industry 4.0, especially our Smart Factory
in which our employees and the organiza- the eighth Bossard generation, considers solutions. For example, our consolidated
tion reach their full potential in order to sustainability to be of vital importance. In Finally, a look into the future: How logistics and management approach de-
create a strong foundation for success for other words, there is additional momen- does Bossard specifically plan to monstrably reduces transport distances
the next generation. tum coming from that side. Moreover, the promote sustainable development? and therefore fuel consumption. And let’s
board of directors is convinced that our TS: We know that sustainability and ESG not forget the two other dimensions of
Switching from an inside to an out- efforts to achieve the goals I mentioned topics require an effort that goes well be- sustainability: We help our customers be
side perspective, how important is earlier will continue to make us attractive yond what is legally required. On the one more productive and increase their com-
sustainability to Bossard’s various to investors. In my opinion, Bossard as a hand, Bossard will reduce the negative petitiveness, and ultimately do our part to
stakeholders? seventh generation “small cap” belongs in ecological impact of its own business ac- secure jobs.
DB: There is a lot of interest in the topic, any sustainable investment portfolio. tivities as much as possible. On the other
and the dialog with our customers and hand, we’ll make our expertise in prod-
investors is increasing steadily. We sense ucts, engineering and logistics available
expectation from the outside that Bossard to customers who are working on im-
will set itself clear goals and take effective por-tant developments and technological
measures. I see this development as an innovations in their own industries for the
opportunity. benefit of sustainability. We plan to focus
24
Integration of sustainability: focus on four areas

In the Blue Garage, a Bossard Group creative Future Proven Solutions
space, a working group devoted themselves to
the topic of sustainability. Four focus areas
emerged from their efforts: Future Proven Solu-
tions, Reduced Footprint, Empowered People,
and Fair Partnership.
These four focus areas cover the environmental, social,

and economic dimension of our responsible corporate
leadership. They were developed under the direction of

Tabea Bürgler, General Counsel and VP Sustainability, in
the Blue Garage (Annual Report 2020, page 32) and ad-
opted by the executive committee at the beginning of
2021. They serve as a framework for orienting our cur- Environmental Social Governance
rent and future sustainability efforts.
Future Proven Solutions

We see Future Proven Solutions as our value proposition
for Bossard’s products and services. We show our cus-
tomers where and how they can reach sustained added
value thanks to our solutions. At the same time, we are
working on making our solutions even more sustainable.
Reduced Footprint Empowered People Fair Partnership
In that effort, we are aligning ourselves with our quality
and efficiency claim, increasingly integrating the ap- − Waste Management − Employee Development − Integrity
proaches of a closed-loop economy.
− Packaging − Modern Work − Community Engagement
− Digitalization − Diversity, Equality & Inclusion
− Energy and Emission Manage- − Wellbeing & Safety
ment
25
Reduced Footprint Fair Partnership

In the Reduced Footprint focus area, we consolidate all of The Fair Partnership focus area revolves around “Our vision
Bossard’s efforts aimed at reducing the environmental Bossard’s integrity and reputation. First, we foster and
impact of our business operations. We follow a holistic
management approach that takes into account not only
protect them at the Group level in accordance with the
principles of our new Code of Conduct (page 42). Second,
is a climate-
the impact of our core business but also the up- and
downstream processes in the value creation chain. Our
integrity must be ensured with respect to our supplier
network. And last but not least, our social engagement at
neutral Bossard
long-term vision is clear: a climate-neutral Bossard
Group. To reduce any negative impact on the environment
the different locations contributes to our standing as a
fair and reliable partner. Group.”
in a targeted and efficient way, we have begun to collect

relevant environmental data across all business units
(page 34).
Empowered People
Our employees are the driving force behind Bossard’s
success. For this reason, their physical and mental
well-being at the workplace is one of our highest priori-
ties. All employees should be equally valued in their vari-
ety and diversity, feel supported, and be able to develop
their potential in our company without discrimination of
any kind. Bossard invests in its workforce and aims to
bring the best talents on board. To that end, Bossard of-
fers exciting education and training opportunities as well
as attractive benefits and bonuses. Last but not least, our
experience during the COVID-19 pandemic enabled us to
create even more flexible work models. Regardless of the
current situation, we want to advance these efforts to give
our employees a mobile and agile way of working.
26
Our contribution to sustainable development

Bossard aligns its sustainability efforts with Recognized principles of business responsibility We also added another part-time position to the sustain-
internationally recognized goals and stan- To further emphasize our commitment to maintaining ability team in the reporting year. This position is intend-
dards. environmentally, socially, and economically responsible ed to further support and coordinate the various initia-
business practices, our CEO signed the letter of commit- tives and measures at the Group level as well as in the
Agenda 2030 and the United Nations’ 17 sustainable de- ment of the United Nations Global Compact (UNGC) in individual units. Because of our highly decentralized or-
velopment goals (SDGs) are essential for sustainable March 2021. Bossard thus joined a global community of ganizational structure, we are able to implement sustain-
development. The SDGs are closely linked to one another nearly 15,000 companies of all sizes that have committed ability projects locally without directly involving head-
through their interdependencies. We see our greatest themselves to the ten global principles of responsible quarters in Zug.
potential for impact in our core business and hence in corporate leadership. As a signatory of the compact, we
relation to SDG 9. Our solutions make a significant contri- pledge to implement the principles in the areas of human
bution to the modernization of industry and promote re- rights, work standards, environmental protection, and the
source-saving production processes. Furthermore, the fight against corruption as well as submit a yearly report
efficient and resource-conscious use of all our product on our progress. In return, participation in the UNGC ini-
solutions is in line with SDG 12. The different measures tiative allows us to benefit from the organization’s exper-
within the Reduced Footprint focus area and the environ- tise and its extensive network.
mental requirements set forth in our Supplier Code of
Conduct (page 34 also address the issues in SDG 7 and Transparency as the basis
13. As an international business with local employees, At Bossard, we aim to implement reduction and improve-
we create secure jobs for men and women equally, with ment measures in the area of sustainability efficiently
humane and non-discriminatory conditions as outlined in and based on data. Before we set measurable sustain-
SDG 8. Finally, our Code of Conduct (page 42) forbids all ability goals, we want to validate our data basis. To this
forms of corruption and bribery in accordance with SDG 16. end, we developed a separate portal during the reporting
year in order to collect and manage sustainability data.
This data can then be analyzed, visualized, and made
available to all our locations for further sustainability
measures. In the future, we will be able to display the SDGs
most important key performance indicators for each fo- Bossard focuses on these six sustainability goals (source:
cus area in a cockpit (page 34). www.globalgoals.org).
27
FUTURE PROVEN SOLUTIONS
Product solutions
One of our core competencies is to critically A win for sustainability Opt
im
ier an ize
pl
evaluate our customers’ processes and identify Yet even that is not enough: Our product solutions also nt
ro
l d
d p nsport
Su
tr
potential for improvement. Our analyses reveal
co
have a positive impact on sustainability. Not only do we
urc
a
hasing
how our customers can optimize production source our products from certified suppliers that must Product
Solutions
and manufacturing. adhere to environmental and social standards (page 34).
Prod
Our high-quality products also consume fewer resources
uc
ua
tq
gi
ng
l ity
It is both our expertise and our passion to understand in and generate less waste. Moreover, it is our long-term Pac
ka
detail how C-parts are processed and used. We direct our goal to reduce packaging materials overall and rely on
attention to accelerating workflows where possible, re- recycled or renewable materials. In short, our product
ducing errors, decreasing the amount of materials used, solutions not only engender greater efficiency and pro-
and cutting energy consumption and logistics expenses. ductivity but simultaneously foster more careful use of Produc
tS
o
In this way, we can verifiably reduce high and often un- resources, thus creating sustainable added value.
lu
tio
derrated costs.
ns
The best product solution for every challenge
Bossard is committed to finding the optimal solution for
every customer. One way to do this is by using premium
standard fastening elements, among them screws, nuts,
rivets, and washers as well as electrotechnical fastening
elements. Furthermore, our ecosyn® product line offers
smart solutions that are economical (“eco”) and aligned
with the needs of our customers (“sync”). The customized
solutions and special items (turned, milled, extruded,
stamped, and flexible parts) that we manufacture based
on our customers’ specifications can deliver the best pos-
sible results. Bossard also offers a carefully selected
brand portfolio with highly innovative and reliable part-
ners.
28
Assembly Technology Expert

Our customers develop high-quality products whose
ing F
manufacturing poses various fastening requirements. ain
ew ts
Tr
pa
“With the support of our Expert
er
With our six Assembly Technology Expert (ATE) services,
r
Assembly
we offer tried-and-true solutions that our experts test Technology Design services, one of our
and implement in collaboration with our customers. Ser- Expert customers switched from welding
Qu
ia and
to riveting in a crucial step of his
ity
vices range from custom designing fastening elements
ali
ly
bil
mb l
ty
and streamlining parts lists to conducting factory tours. Asse s re truck assembly process. Because welding is a
s
proce
We scrutinize and optimize production workflows and time-consuming and exacting process, the
sustainably reduce production times and costs, which in change made production faster and more flexi-
ble. Rivets also allowed him to reduce his raw
turn boosts our customers’ competitiveness. In addition,

we offer a variety of training courses and practical semi- material and energy requirements for produc-
nars based our many years of experience; all of them can tion. In addition, the novel solutions reduced
be individually customized. Our engineers and techni- the weight of his products, so the trucks now
cians teach our customers’ employees how to optimize use less fuel. Overall, this is a win-win situa-
their assembly process and product range. This includes tion for our client, his customers, and society
knowing what types of screws can be reused or what in general.”
t
As
er
em p
Ex
s
b ly Technology
multifunctional fastening elements can be processed
without chemicals and additional adhesives. Training Peter Brans, Head of Global ATE, Bossard
courses give employees greater confidence in their work-
flows, which in turn leads to fewer errors in the manufac-
turing process and thus less waste. With their multistage
approach from design and optimization to training, ATE
services from Bossard provide comprehensive support
for process improvement, product reliability, and innova-
tion.
29
Smart Factory Logistics

In the world of Industry 4.0, our Smart Factory Logistics ce
d
tion
“With SFL, we were able to consolidate the supply
du orta O
(SFL) is a core element for profitable growth. Reliable p s chain process and reduce the number of transac-
tra e
R
pt pply
ns
im
u
supplier management reduces process costs and admin- tions. The SmartBin solution from Bossard optimizes
al
Smart
istrative tasks while guaranteeing the security of supply Factory our orders, so we now need 20 percent less storage
space. Overall, our productivity in internal logistics
Digi orm
at all times. The more precise and faster factory logistics Logistics
of in
tal
is, the more competitive a business becomes. While our ow and order management has increased more than 40
f
fl
at er i
/
ion Ord bil
ty
customers focus on their core competencies, we auto- re l i a percent. In short, thanks to SFL services from Bossard, we re-
mate their B- and C-parts management, thus providing main competitive in the truest sense of the word.”
for a leaner product range and a seamless supply of ma-
terials. Thanks to SFL, all deliveries from the individual K.V.R. Subba Rao, Managing Director, POLMOR STEEL PRIVATE LIMITED
suppliers are received and bundled directly at Bossard.
The subsequent consolidated delivery to our customers is gistics
Lo
at the heart of our efficient procurement process. Inven- ry
cto
tory is controlled in real time, and materials are delivered Smart Fa “In terms of sustainability, introduc-
directly to the assembly stations thanks to smart order ing SFL brought us a number of ben-
management. This results in lower inventory levels which efits. Thanks to digitalized material
sustainably increase our customers’ productivity. SFL procurement and inventory manage-
also digitalizes the flow of information and purchasing ment, we were able to save over 2,000
and delivery processes, making them more dependable, pages of paper annually and cut our op-
faster and paperless. This leads to a more careful use of erating costs by a total of 80 percent. Our em-
resources and fewer transports, and it reduces and sim- ployees benefit as well. They no longer have to
plifies the effort required for materials management wait in line, they find parts faster, and they can
work on the part of employees. check delivery schedules more easily. They are
more efficient, less stressed, and more satis-
fied. The employee turnover rate is noticeably
lower.”
Shun-Jen Tsai, Material Department Director,

Victor Taichung Machinery
30
Smart Factory Assembly

Smart Factory Assembly (SFA) represents the manual as- ab i
lity Dig
reli ability i
sembly system of the future, taking advantage of the ben- s ace Pa t
r
al
and s
ce
iza ess
T
pe
efits provided by digitalization and the Internet of Things. “The SFA system from Bossard
Pro
tion
rl
Smart
The latest solution from Bossard offers innovation with helps us not only to ensure product
/
Factory
Emplo itaervbe
numerous benefits. First, interactive work instructions Assembly quality and reduce the error rate in
dearnMd
ye
guide employees through the entire assembly process, up production. It also lightens the load on
e s el
d
y
oipte port
nc
e
automatically documenting all work steps. Updates to ex- mnde ar the assembly line because thanks to the precise
ennt cp
Tran
isting assembly instructions are generated centrally and digital assembly instructions, employees tire
can be implemented in production immediately. This not less quickly.”
only reduces the number of errors, which is also re-

source-saving; it also greatly simplifies management of Patrick Schmidt, Team Leader/Project Leader KIT-
product variations. Second, all the relevant assembly mbly Production, B. Braun Medical AG
sse
tools are connected to the system. Workstations are easi- yA
to
r
er to set up and tools can be calibrated and configured Smart Fac
faster. Third, automatic recording of production data en-

ables ongoing quality assurance and traceability because
all information is saved to a database for easy analysis
and visualization. Finally, this production data allows for
rapid analyses of cycle times, work times, capacity utili-
zation, throughput times, and other key indicators so the
assembly process can be optimized accordingly.
31
INTERVIEW WITH REMO GANDER
Global Head Smart Factory Assembly at Bossard

Remo, how did SFA potential for optimization is immediately Couldn’t experienced employees work is much more straightforward for
come about at recognizable and can be acted on. with years of expertise feel patron- everyone involved.
Bossard? ized or even replaceable?
Today, Bossard is one of How does digitalization affect as- In no way does SFA replace the knowledge What are the specific benefits of im-
the few experts in this sembly work? of assembly employees. On the contrary, proved traceability?
emerging sector. For our Thanks to digital work instructions, train- it allows for reflection and gathering of For our customers, guaranteed traceabili-
Group, the SFA system represents a con- ing new employees is much more effi- assembly knowledge and hence the data- ty of all production steps in the assembly
sistent strategic expansion of our portfo- cient. They are able to perform their tasks driven introduction of best practices. The process is ultimately an important safe-
lio. Building on our established services faster on their own. On the other hand, ex- digital work instructions can be custom- guard toward third parties. It has even be-
such as Smart Factory Logistics, the SFA perienced employees can switch more ized to the level of expertise on hand. Less come necessary in most industries. If a
approach also allows for efficient system easily between workstations/products. In detailed work instructions can be selected task isn´t solved digitally, then it becomes
integration within a factory, which covers short, SFA supports greater flexibility and for experienced assembly employees. In analog, which is often more labor-inten-
the customer's flow of materials and now adds variety to the workday of assembly addition, the resulting flexibility allows sive. If a product is assembled incorrectly,
the workflow as well. In other words, with employees, which is usually highly appre- employees to utilize their full potential. it is easy to verify based on the automated
SFA we deliver our Proven Productivity ciated. Should a certain work process become documentation. This can be a distinct ad-
promise to our customers’ assembly line. fully automated, SFA allows employees to vantage in case of damages or insurance
be moved to other workstations more claims.
What does the introduction of SFA quickly.
mean for your customers’ assembly
employees? What other benefits do you see?
SFA closely assists and guides employees The introduction of SFA and the resulting
in the assembly process so that they can digitalization allows our customers to go
avoid errors and save time. Any errors paperless in the production process, or at
that do occur can be traced and elimi- least reduce the paper consumption con-
nated faster. In addition, the smart tools siderably. On the one hand, this is good for
are automatically controlled. This helps the environment. On the other hand, our
employees save time in assembly and re- customers’ employees no longer have to
tooling. SFA makes their work easier and fight their way through stacks of paper
reduces the stress potential. Moreover, documentation to be able to analyze and
the resulting transparency means that the trace relevant process steps. Assembly
32
BOSSARD AND KOMAX
A strong partnership
The two companies not only strive for in- Smart deliveries and less packaging 290 kg of avoided CO2 emissions equals:
creased productivity, they are also united by Komax understands the competitive advantage of effi-
the promise of greater sustainability. Bossard cient supplier management. For this reason, Bossard’s
and Komax accept their responsibility toward Smart Factory Logistics (SFL) solutions have become an
the environment and future generations and integral part of Komax’s procurement process. SFL not
create long-term added value through their only ensures the optimized supply of B- and C-parts, but
cooperation. it also makes Komax part of a broad network of other
Bossard customers with a common supplier base. This
For two decades, Bossard has been Komax’s strategic allows shipments and transport routes to be consolidat-
partner for solutions in industrial fastening and assembly ed, ultimately leading to reduced fuel consumption. Be- Savings of 6 kg of CO2 per delivery.
technology. The close cooperation between the two part- tween November 2020 and October 2021, Komax was
ners is reflected in the fact that Komax uses Bossard’s thus able to avoid 24 percent of CO2 emissions of what
entire range of services: In addition to a wide range of would have occurred without the consolidated deliveries.
products, Komax also benefits from Bossard’s digital in- This corresponds to a CO2 reduction of around 290 kg. Ac-
ventory management and technical consulting. The two cording to Komax, SFL also increases the security of sup-
companies share the belief that sustainability and social ply. In addition, there is less packaging material because
responsibility are of strategic importance. the order quantities and delivery cycles are based on ac-
tual demand.
Or a distance of approximately 860 kilometers driven in a

fuel-powered car.
The calculation of CO2 savings was carried out by an independent external partner and is
based on data exported by Bossard Group from the internal supply chain platform. This
KOMAX and Bossard provides a comprehensive overview of locations, articles, orders and deliveries. In indi-
vidual areas that we were not yet able to substantiate with figures in the reporting year,
Watch the video of our cooperation. assumptions were made by such external consultant.
33
Successful over the last mile Factory 4.0

The market leader in automated wire processing also In Dierikon, Bossard’s brand new Smart Factory Assem-
uses Bossard’s Last Mile Management system as part of bly (SFA) solution also laid the foundation for the digital
SFL. This is a solution for efficient and paperless setup transformation of manual assembly. Komax’s Swiss
and replenishment instructions for internal logistics. At headquarters already has digitalized workstations and
Komax’s headquarters in Dierikon, Switzerland, the “last intends to further digitalize the production facility by us-
mile” begins at the company’s central warehouse and ing SFA across different areas. For Komax, the benefits
leads directly to the assembly workstations at the pro- are obvious: paperless processes, increased safety in the
duction lines. All fastener deliveries are distributed assembly process, traceability of all production steps,
About Komax   
straight to the individual floors via the internal distribu- and a noticeable reduction in the workload of employees. As a pioneer in the field of auto-
tion system. Thanks to the fully automated intralogistics mated wire processing, Komax
offers innovative solutions that
system, employees can concentrate on replenishing the A commitment to life-long learning optimize processes while increas-
handling boxes in the main warehouse, while the logistics Last but not least, Bossard and Komax share a commit- ing productivity. Headquartered in
Dierikon, Switzerland, the Komax
workers on each floor take care of equipping the assem- ment to continuously promoting their own employees and Group manufactures series and
bly workstations. In addition, the assembly personnel is their professional expertise. For this reason, Komax uses customer-specific machinery,
catering to every degree of auto-
aware of the order status of individual parts in real time, our Expert Education Service. As part of our Assembly mation and customization in a
which creates a higher degree of process reliability and Technology Expert (ATE) services, we offer advanced variety of industries. The auto-
motive industry is Komax’s most
transparency. For this purpose, more than 3,200 Smart- training on various aspects of fastening and assembly important market segment.
Labels (digital displays) are connected to the Last Mile technology. The primary focus is on employee empower-
Management system. Overall, this leads to higher pro- ment: Employees receive the support they need to as-
ductivity as well as shorter routes and fewer queries. Ex- sume personal responsibility and to advance their indi-
perience has shown that these factors increase employee vidual professional development. At Komax, Bossard
satisfaction. The system has the potential to be used conducted technical seminars on bolted joints for about a
more widely, and the number of SmartLabels installed is third of the specialists from the Technology Discipline
expected to rise to as many as 10,000 in the coming Mechanics unit (consisting of 60 employees). Our courses
years. promote safe and error-free production processes, thus
reducing waste and helping to avoid possible frustration
among assembly workers.
34
REDUCED FOOTPRINT
Reducing the environmental impact

With its Reduced Footprint focus area, Bossard Sustainable growth
endeavors to use resources and energy as effi- Bossard will continue to expand in the coming years. “Bossard
ciently and sparingly as possible and to reduce Global growth not only harbors great opportunities but
its overall environmental impact. also certain risks. Integrating new locations and expand-
ing the supplier network present challenges, especially
wants to
Our environmental management system is ISO 14001-cer-
tified in nearly all major business units and some smaller
for sustainability. According to our Supplier Code of Con-
duct, our suppliers are required to verify a high degree of
design its
units. Regular checks ensure that we comply with the
latest standards and that we continue to evolve. In the
environmental protection in their procurement, manufac-
turing, and transport activities or to guarantee compli- locations
even more
coming years, we will work toward comprehensive certifi- ance with internationally recognized environmental
cation of those locations that together generate over 90 management systems. Through that, we can use our in-
percent of our sales. Developing our internal data portal ternational network to raise awareness about environ-
is also part of continuous improvement. All operating
units with more than five employees feed sustainability-
mental issues and the consequences of climate change
among even more stakeholders. Concerning future inter-
sustainable.”
related data into the portal. By collecting energy and re- nal investment processes, Bossard will place even great-
source consumption data as well as waste volumes and er emphasis on qualitative as well as quantitative sus-
associated greenhouse gas emissions, we create the tainability aspects. Our Group should grow in line with
transparency needed to set future goals both at the Group our sustainability efforts and strengthen our four focus
and individual unit level and to adopt measures to avoid areas.
and reduce consumption and emissions.
Efficient buildings
Around the world, Bossard is committed to designing its
locations for maximum energy- and resource-efficiency
and, wherever possible, implementing more sustainable
alternatives. At our headquarters in Zug, experts have
conducted a number of tours to identify further potential
for more environmentally friendly building operations.
35
LPS BOSSARD INDIA
LPS Bossard is self-sufficient

Rajesh Jain, Managing Director at LPS Bossard the new 50,000 square meter distribution warehouse is frastructure allows it. The sustainability efforts are built
in India, is a busy citizen and businessman. He covered with 713 kWh solar panels. As a result, the LPS on the dedicated commitment of our colleagues at LPS
is never short of ideas on how to meet the so- Bossard branch in Rohtak is fully powered by solar energy. Bossard, and are widely appreciated by all employees and
cial and environmental responsibility of the the community of Rohtak alike. “As a company, we are ea-
company. However, Rajesh Jain and his team took sustainability ef- ger to contribute to sustainable development and a net
forts even further. In the reporting year, a circular water zero economy,” Jain says.
“My own family has been living in Rohtak for eleven gen- management system based on the “zero liquid discharge”
erations,” Jain says. “Together with my team, we want to approach will be operational. A borewell treatment plant
give back to the city and its community.” Over the past first purifies the groundwater to remove salts and miner-
years, next to supporting numerous community projects, als and delivers water for domestic use on campus, in-
charitable organizations and planting over 10,000 trees, cluding drinking water. Then, an environmentally friendly
LPS Bossard has gone to great lengths to reduce its envi- sewage treatment plant (STP) enables the reuse of
ronmental impact. The impressive achievements are a wastewater through a membrane recycling solution, sup-
result of smart building design, long-term investments ports the recovery of by-products, and converts liquid
and innovative technology. waste into solid residuals. The STP allows for a total wa-
ter recovery of up to 95 percent for further domestic use
When LPS Bossard moved into its new headquarters in except for drinking, which substantially decreases the
2006, it made sure the facility was constructed according daily net withdrawal of groundwater from 120,000 to only
to “green building” principles. Built of sustainable fly ash 20,000 liters. In addition, the solid waste is converted into
bricks, the facility is naturally well insulated, and an en- organic manure for the campus garden. “As a result, LPS
ergy-efficient air conditioning system based on the vari- Bossard discharges zero effluent into the city’s drainage
able refrigerant flow method redistributes excess heat systems,” says Rajesh Jain proudly.
from office areas that require cooling to rooms that re-
quire heating. Thanks to strategically placed large uPVC But that is not all: Rajesh Jain and his team already have
glass windows, the open office spaces are flooded with their eyes on the next steps for improvement. The compa-
natural light, reducing the need for electric lighting to al- ny currently uses electric generators to bridge the occa-
most zero. In addition to solar panels on the rooftop, an- sional power outages. While the generator chimneys are
other 180 kWh solar panel system was installed in the equipped with an air pollution filter, LPS Bossard plans to Warehouse and distribution center with solar panels
company’s parking area in 2016. Similarly, the rooftop of switch to more ecological gas generators once the city in- LPS Bossard in Rohtak, India
36
EMPOWERED PEOPLE
Strong roots for the future

Bossard finds itself in a cultural transforma- Together we are strong – and innovative
tion process. In the last two years, the company Appropriately, our motto is “Together We Create.” We
has taken a thorough look at its own basic val- want to include our employees to an even greater degree
ues and refined its business strategy. in the development of our business and recognize and
take up their ideas and concerns within the framework of
Based on our traditional values of trust, leadership, so- various initiatives, because we are convinced of the added
cial responsibility, entrepreneurship, and credibility, we value of collective intelligence. Bossard employees ac-
identified five additional guiding principles that should tively participated in developing the new strategy concept
guide us in all our business activities. We want to be inno- in “hack teams.” Symbolic for the Bossard tree, whose
vative and try unconventional approaches, tackle prob- healthy and sustainable growth is our joint responsibility,
lems and mistakes openly and constructively, and culti- our employees at the various locations all over the world
vate mutual trust. Led by the “One Bossard” principle, planted or drew trees. These trees serve as a constant
we will work together even more closely around the world reminder of the values and operating principles of the
and learn from one another. The values and guiding prin- Bossard Group as well as a call to action for each and ev-
ciples will help us to grow further and successfully steer ery employee to contribute to the company’s success.
our company into the future. In so doing, we realize that
our efforts will bear fruit only if we work closely with our
customers and suppliers – and above all with our em-
ployees. They are the standard-bearers of Bossard’s cor-
porate culture at all our locations and live it in their daily
Our corporate culture
work. Bossard’s corporate culture is
represented by a tree with five
values as its roots and five guid-
ing principles as its branches.
37
This living and breathing corporate culture and our new Be it flexible working models, creating education and
Strategy 200 – which alludes to our company anniversary training opportunities, or leadership training: At Bossard,
in 2031 – will embody an even stronger focus on sustain- empowering our employees is paramount. All activities
ability issues. By honoring its corporate responsibility, and initiatives revolve around strengthening our employ-
and in line with our four focus areas (page 24), Bossard ees’ sense of belonging and giving them opportunities
intends to contribute to the company’s sustainable devel- and space to leverage their full potential within Bossard’s
opment. corporate culture.
A successful team The filling of our positions is based on internal guide-

In the revised Business Strategy 200, our corporate cul- lines, professional criteria and job descriptions. This is
ture, and the relationship with our employees that is how we ensure transparent communication. Our mar-
based on it, are of primary significance. The professional ket-oriented compensation consists of a fixed salary
development and the advancement of our employees are component and various performance-related compensa-
extremely important to us. Thanks to their performance tion systems that allow employees to participate in the
and resilience, we have succeeded and mastered many Group’s success.
business challenges, including those presented by the
COVID-19 pandemic. In the current reporting year, we
created a new group-wide function, VP of People and
Organization, to provide even more support to our em-
ployees. Susan Salzbrenner therefore joined Bossard in
June 2021. She is particularly engaged in the change
agents movement (page 39) that is part of the ongoing
participatory initiatives.
Guiding Principles
Bossard employees symbolically planted trees.
38
Employees by region Employees in management Absences

position (2 percent of total hours worked)
Europe (54 %) Women (21 %) Illness (85 %)

America (15 %) Men (79 %) Non-occupational accidents (7 %)
Asia (31 %) Accidents at work (8 %)
39
IMPLEMENTATION STRATEGY 200
Our change agents create a movement

True to our motto “Together We Create,” we The sustainability sprints have already achieved consid-
give our employees all over the world the op- erable success. One team took on the issue of how we
portunity to assume responsibility and actively should design a future internal awareness campaign cov-
shape the future of our company. Their dedica- ering sustainability topics. Sustainability ambassadors in “Being part of Strategy 200
tion in the reporting year was significant and the individual business units and a regular newsletter and having the experience
rewarding. with inspiring stories from the Bossard Group aim to mo- of being a sprint master was
tivate employees to do their part to contribute to our extremely rewarding to me. It was
Over 400 volunteer change agents joined one of the eight company’s sustainability and promote local sustainability great to see how we as a sprint team
strategic initiatives launched last year. One of these ini- projects. increasingly grew together and at the
end of the day, in spite of some lan-
tiatives was especially devoted to sustainability. Numer-

ous employees came together in smaller teams of five to Two other sprint teams were crafting action plans on how guage barriers and our different cul-
eight and addressed the various aspects of our four focus we can foster solidarity and exchange within the compa- tures, we became a cohesive and su-
areas. ny. Under the title of “Bossard Buddy,” one team devel- per team.”
oped a concept for a global network that makes it possi-
In sprints, the change agents tackled specific problems, ble to share experiences across hierarchies. The second Anna Schneeberger, Sprint Master (Category
identified relevant questions and areas of action as well sprint team developed a standardized onboarding pro- Project Specialist at Bossard)
as possible solution approaches, or directly developed gram for new employees. Networking with experienced
initial prototypes. Within the teams, the designated sprint employees is intended to make it easier to get started at
master coordinated and moderated the meetings and Bossard, give them a practical overview of the most im-
presented the results. Each sprint lasted six weeks. The portant workflows, and quickly empower them to make
sprint teams were continuously supported by the leader- their own contribution. For the change agents, actively
ship team for the respective initiative as well as external conveying our corporate culture, especially the guiding
coaches, who helped them develop agile working meth- principles, is of particular importance. These principles
ods. are designed to give all employees self-confidence and
encouragement.
40
Gender Age women Age men

Women (35 %) < 30 years (21 %) < 30 years (15 %)

Men (65 %) 30 to 49 years (58 %) 30 to 49 years (56 %)
> 49 years (21 %) > 49 years (29 %)
41
FAIR PARTNERSHIP
Our partners, our responsibility

Our supplier network is of strategic importance expertise of the employees involved. Any cooperation gets Strengthening effective and broad implementation
and a key factor in Bossard’s success. The com- the green light only after all stages have been successful- Four of five of our most important long-term suppliers
bination of our network of nearly 4,600 suppli- ly completed. We review and revise the quality standards have signed our Supplier Code of Conduct. In the past,
ers and our many years of experience gives rise on an ongoing basis. Bossard also wants to provide cus- these partners covered approximately 80 percent of our
to unique solutions for our customers. tomers with transparent information about its own quali- purchasing volume. Through the many acquisitions we
ty and sustainability standards. For example, in the re- completed in recent years, that number has dropped to
Thanks to our complex supply chains, we are in touch porting year we were able to improve our result in the 65 percent. We are working on integrating the expanded
with numerous players in Europe, America, and Asia. renowned sustainability rating and supplier portal of the supplier network and effectively implementing our
These diverse business relationships offer many oppor- company EcoVadis. To reinforce our quality promise to group-wide purchasing standards. Our goal is to again
tunities, but they also involve risks. We carefully weigh our customers, a total of 16 certified testing laboratories cover approximately 80 percent of our purchasing volume
these risks while following clear principles. That is why worldwide vouch for the products and solutions from from signatories of the Supplier Code of Conduct. At the
we carefully select our suppliers on the basis of our Code Bossard. Furthermore, our own quality management sys- same time, we are expanding the code to reflect the new
of Conduct. Apart from the quality of their products, we tems are ISO 9001-certified. structure of our supplier network and further strengthen
are also interested in their contribution to a healthy soci- sustainability aspects. The new Supplier Code of Conduct
ety and environment. Social and environmental standards as the norm will take effect at the end of 2022. Already today, we ex-
We want to exercise and strengthen our corporate re- pect our partner companies to monitor and ensure com-
Fair and powerful partnerships sponsibility for humankind and the environment – includ- pliance with the values in the Supplier Code of Conduct.
We source more than a million items from specialized in- ing and especially through our suppliers. We expect all Bossard reserves the right to conduct reviews without
dustrial companies. Through a broad procurement net- our suppliers to comply with binding environmental regu- prior notice. Should (potential) business partners not
work, we ensure that our customers have access to inno- lations and social standards, particularly in dealing with comply with mandatory social and environmental stan-
vative solutions. Our relationships are fair and based on their employees. Our Supplier Code of Conduct includes dards, we will refrain from working with them or we will
partnerships, ensuring that all parties benefit from the mandatory requirements with regard to corruption and dissolve the relationship.
cooperation. We consistently align our supplier manage- bribery, environmental protection, as well as fundamen-
ment with high-quality fastening solutions because this is tal human and labor rights, such as safety standards and
the only way we can honor the quality promise we make the prohibition of child labor and forced labor. The code
to our customers. Acceptance into our network is based follows the 10 principles of the UNGC (page 26). In terms
on strict quality criteria. A new supplier is subject to mul- of sustainability, Bossard is also committed to continu-
tiple selection steps. The selection process includes fac- ously optimizing transport logistics. If several suppliers
tory audits to gather information on the production envi- are under consideration, we take environmental criteria
ronment, manufacturing processes, machinery, and into account in the selection process.
42
FAIR PARTNERSHIP
A solid foundation
Integrity, respect, and fairness have always national company, we value the multicultural diversity of A part of society
formed our set of basic values. These principles our employees and treat each other with respect at all Like every company, Bossard not only maintains business
pervade all our relationships and activities and times. Equal work should be remunerated with equal pay. relationships but is also engaged with local communities
represent the foundation of our partnerships Bossard analyses compliance with such equal pay. For and civil organizations. Such social involvement is largely
worldwide. That is how, for decades, we have example, in the reporting year an equal pay analysis was organized and pursued on a local level. Every unit is free
won the trust of our customers, employees, and carried out at the headquarters in Zug, Switzerland. The to champion social issues and sustainability projects in
other stakeholders. external review of this analysis by an independent and the given context. There are individual initiatives at the
certified auditor confirmed that the applicable rules re- Group level as well. At the annual general meeting of
The values and operating principles of Bossard are set garding equal pay between men and women are being shareholders in April 2021, for example, Bossard Holding
out in our Code of Conduct. It is a proven ethical com- complied with (Gender Equality Act). AG decided to contribute to a charitable organization in-
pass. Yet because our world and ways of working are stead of handing out give-aways to the shareholders. The
changing rapidly, we have decided to modernize our Code Seamless implementation Kindness Corporation in South Africa was the chosen re-
of Conduct (page 43). Among other things, the new Code It is the responsibility and duty of all employees to uphold cipient. This organization led by courageous women helps
of Conduct integrates the guiding principles as Bossard’s the Code of Conduct at all times. Bossard is planning a disadvantaged groups, especially children and youth,
central operating principles. We see ourselves as a learn- variety of training events to ensure its correct and seam- women and seniors by providing everyday consumer
ing Group that fosters innovation, welcomes experiments, less implementation. These are designed to support the items and warm meals.
and sees problems and mistakes as opportunities for management teams in their role model and enforcement
continuous improvement. In addition, the updated code function and to train them on sharing the code with their
explicitly mentions Bossard’s sustainability efforts and employees. Violations against the Code of Conduct are
the respect of human rights in all business activities. Im- reviewed internally and sanctioned if necessary. In the
portant aspects of our connected digital society were also event of suspected misconduct, employees can contact
added to the code. It articulates rules on handling new the supervisors in charge, local management, or the ex-
information and communication technologies, addresses ecutive committee. In addition, there is a new way for em-
data protection issues, and sets forth basic usage rules ployees to share their concerns with a specialized report-
for internal and external communication on social media ing office. All reports can be made anonymously and will
in connection with Bossard. Of course, the established be kept confidential.
central principles and rules of behavior continue to apply.
Bossard engages in fair competition and does not toler-
ate any form of bribery, corruption, or insider trading. We
always act in accordance with the valid laws. As an inter-
43
TOGETHER WE CREATE
A Code of Conduct from our employees

In accordance with our internal motto “Togeth- In coordination with the Bossard experts from the re-
er We Create,” we owe the new Code of Conduct sponsible areas for the respective topics, a new Code of
to the collective dedication of our change Conduct emerged that is both modern and practical –
agents. entirely in line with the change agent movement. For “It is great what we were
example, it contains specific applications of the rules able to develop and achieve
A motivated sprint team of six employees from Europe in day-to-day employee situations. Moreover, the sprint as a cross-functional and
and North America campaigned for a revision of our ex- team drafted an internal communication and implemen- cross-regional team within a short
isting Code of Conduct within the framework of the stra- tation concept so that the new Code of Conduct can be period of time. The great teamwork
tegic sustainability initiative. The group further developed shared with all employees of the Bossard Group as intui- resulted in a new Code of Conduct
which will have a lasting impact on
the code during two intensive sprints. Based on existing tively as possible.
best practice examples from industry, the team deter- the Bossard Group. This was only
mined the core content and identified other topics rele- After all, the Code of Conduct comes to life only when possible thanks to the empower-
vant to Bossard. each individual employee internalizes it. The revised ment by the management.”
Code of Conduct was adopted by the Bossard board of
They received ongoing support from the leadership team directors in the reporting year and will take effect in the Daniela Wälchli, Sprint Participant
of the sustainability initiative as well as assistance in first quarter of 2022. (Senior Legal Counsel at Bossard)
agile project management from an external coach. The
change agents not only participated strategically and
thematically, they also learned new working methods.
44
CODE OF CONDUCT
17 Principles we adhere to
We do business in a professional We promote a safe and healthy We do not tolerate any form of
and ethical manner. work environment. bribery.
We talk real. We protect ours and respect others Each Bossard employee is the
intellectual property rights. first line of defense against cyber-
security attacks.
Only sustainable success is suc- Avoid conflicts of interest. If there No insider information may be
cess. is any, solve it. used for trading.
See something, say something! We play fair in the market. Data privacy is key.
We respect human rights and ex- Only with continuous improve- We promote diversity and inclu-
pect the same from our suppliers. ment we can strive to excellence. sion at Bossard.
Bossard is committed to true and Social media shall be used in a

fair accounting and reporting. responsible manner.
45
SUSTAINABILITY FIGURES
Employee management figures

Dimension/Topic (reporting date 31.12.21) 1) Unit Result 2020 2) Result 2021 2) Δ to previous year Δ to previous year in %
FTE total FTE 2,451 2,549 98 4
Employees total HC 2,507 2,601 94 4
Employees in management positions HC 354 366 12 3
Employees working part-time (≤ 90 %) HC 147 158 11 7
Employees aged < 30 HC 433 450 20 4
Employees aged 30-49 HC 1,417 1,475 54 4
Employees aged > 49 HC 657 676 20 3
Number of women HC 858 899 40 5
Women in management positions HC 74 76 2 3
Women working part-time (≤ 90 %) HC 103 98 –5 –5
Women aged < 30 HC 170 190 19 12

Women aged 30-49 HC 494 519 25 5
Women aged > 49 HC 194 190 –4 –2
Number of men HC 1,649 1,702 54 3
Men in management positions HC 280 290 10 4
Men working part-time (≤ 90 %) HC 44 60 16 36
Men aged < 30 HC 244 260 12 7
Men aged 30-49 HC 940 956 20 2
Men aged > 49 HC 465 486 22 5
Flactuation rate 3) HC 8.96 12.79 3.83 43
Number of apprentices/trainees/interns HC 75 70 –5 –7
Employees with a formal annual employee
qualification dialogue/annual appraisal
talk 4) HC 2,046 2,244 198 10 1) The reporting of human ressources data is based on the international GRI standards
(namely GRI 102-7, 401, 403, 404 und 405).
Total hours worked Hours n/a 5)
4,057,106 - - 2) Business units with less than 5 employees and acquisitions in the corresponding
reporting year are not included in the table.
Absence rate Percent n/a 5) 2 - - 3) Fluctuation rate: All terminations in relation to the average number of employees
Total absences Hours n/a 5) 84,399 - - in the reporting year. The calculation includes all terminations, no distinction was
made between voluntary terminations, retirements and terminations by employees or
Absences due to illness Hours n/a 5) 72,106 - - Bossard.
Absences due to non-occupational 4) Excluding apprentices and trainees, employees entering and leaving the company
during the year, and employees with long-term absences. In such cases, individual
accidents Hours n/a 5) 5,727 - - conversations and reviews take place that are adapted accordingly to the case.
5) The consolidated data collection was expanded in the reporting year 2021. In 2020,
Absences due to accidents at work Hours n/a 5)
6,566 - -
these data were not yet collected in a globally consolidated manner.
46
RISK MANAGEMENT
Systematic risk monitoring and reduction

The aim of risk management is to identify po- Low supply risk as a result of large network Systematic quality monitoring
tential risks at an early stage and avoid or sub- Supply bottlenecks can occur when our suppliers are Quality assurance constantly faces new challenges as
stantially limit them through suitable mea- working close to capacity during times of above-average our customers’ requirements continue to rise and ever
sures. Bossard’s risk management approach is demand. Risks can also arise from working with suppli- stricter regulations apply, which is why we have devel-
an integral part of its group-wide planning, ers and when the price of raw materials fluctuates. We oped appropriate systems and testing standards. Quality
control and monitoring system and is regularly counter these risks with tactical and preventive mea- assurance measures are performed in close cooperation
reviewed by the executive committee. Each sures in our procurement activities by continuously as- with our procurement team and suppliers. We also check
year, the board of directors and executive com- sessing the market situation and by maintaining a suffi- our suppliers’ technical and economic performance. De-
mittee reassess the situation with a view to- cient level of stock. In taking these steps, we ensure that viations and defects identified during quality testing are
ward strategic and operational risks.
the required volume and quality of fastening parts are continuously analyzed, documented and discussed with
available in order to avoid production shutdowns at our our suppliers, thereby minimizing quality-relevant risks
In annual meetings, we examine all business activities customers. Steel, chrome, nickel and different alloys are from the very beginning.
and balance sheet items for potential risks, using a stan- the most important raw materials for fasteners. Because
dardized process. Each identified risk is assessed in we purchase finished products, we can not hedge against
terms of the possible loss that would be incurred should price increases. We have an extensive supply portfolio of
the damaging event occur. From the results, we then de- more than 4,500 manufacturers worldwide and rely on
rive targets and effective steps to be taken to mitigate the long-term relationships with various suppliers in Europe,
risks. The results of the risk process are summarized in a America and Asia. Our large network of suppliers enables
report to the board of directors and executive committee. us to minimize supply risks. Diversification also reduces
The Group’s risk management process is continuously the risk of negative consequences resulting from political
documented and checked for effectiveness. The Group upheavals or currency fluctuations.
finance department coordinates the revision of the risk
documentation from a central location.
47
Responding to sales risks through diversification Minimizing financial risks

Regional and global economic developments impact our Given its international operations, the Bossard Group is “Low supply
business environment and can lead to high price and vol- exposed to various financial risks; these comprise ex-
ume fluctuations in the sales markets. We therefore
closely monitor economic developments in the individual
change rate, interest rate, credit, liquidity and capital
risks. The individual risks are minimized through strin-
risk as a result
countries in order to minimize sales risks. We counter
this risk with a wide range of products and a customer
gent controls and monitoring. One of the central tasks to
reduce financial risk within the Group is coordinating and
of a large, global
portfolio that covers a broad spectrum of industrial sec-
tors and regions of the world.
managing financial requirements as well as ensuring fi-
nancial independence. The aim is optimal capital pro- network.”
curement and liquidity management via cash pooling in

IT protection is a high priority order to meet payment liabilities.
Unauthorized data access, data abuse and system
failure can seriously disrupt operating processes. To Financial risk management is described in detail on
prevent this, we use technical measures such as pages 129 to 130.
access authorization, virus scanners, firewalls and
backup systems. Our IT systems are continuously Bossard Group’s risk policy also includes a comprehen-
monitored and updated in order to meet the latest sive and efficient insurance scheme to protect against
requirements. We have an emergency concept that risks. This is achieved with the help of an international
includes daily backups and data mirroring. Detailed insurance program against third-party liability, property
internal policies govern how we use hardware and damage and business interruption. Overall, risks that
software. could negatively impact the Group’s further development
can never be completely excluded. Such risks include, for
example, war, terror attacks, natural hazards and pan-
demics.
48
Corporate
Governance
This corporate governance report describes the organi-

zational structure of the Bossard Group. The report con-
tains information on the allocation of duties within the
board of directors and its committees as well as further
information on the individual members.
49
AT A GLANCE
Corporate Governance
Market capitalization as of reporting date Shares by country

in CHF million
2,529
Switzerland (79 %)
Great Britain (11 %)
USA (4 %)
Other countries (6 %)
Gender board of directors Independance of the board of directors
Independent/non-executive (50 %)
Independent/non-executive/proposed by
Women (25 %) majority voting rights shareholder (37.5 %)
Men (75 %) Not independent/executive < 3 years (12.5 %)
50
CORPORATE GOVERNANCE
About corporate management

The Bossard Group’s organizational structure is Group structure and shareholders www.ser-ag.com/en/home/publications/signifi-
based on international standards for corporate cant-shareholders.html
management. The Group’s corporate bodies and Group structure
management follow the Directive on Information Bossard Holding AG, the parent company of the Bossard The following shareholders held more than 3 percent
relating to Corporate Governance of SIX Swiss Group, is a limited company under Swiss law with its reg- of the total voting rights in Bossard Holding AG as of
Exchange as well as the “Swiss Code of Best Prac- istered office in Zug. Bossard Holding AG is the only listed December 31, 2021:
tice for Corporate Governa nce” of economiesuisse. company belonging to the group of consolidated compa-
nies. It holds a direct or indirect interest in the companies The Kolin Group – a shareholder group as per article
The organizational structure of the Bossard Group is listed in note 29 of the financial report. Bossard Holding 120seq. of the Swiss Federal Act on Financial Market
based on clear delimitation of tasks, competencies and AG (Swiss securities no. 23862714, ISIN CH0238627142/ Infrastructures and Market Conduct in Securities and
responsibilities between the board of directors and the BOSN) is listed on the SIX Swiss Exchange. Its stock mar- Derivatives Trading (FMIA) – consisting of Kolin Holding
executive committee. The functions of the chair of the ket capitalization as of December 31, 2021 was CHF AG, Zug, and Bossard Unternehmensstiftung, Zug, owns
board of directors and the chief executive officer (CEO) 2,529.2 million (2020: CHF 1,372.1 million). The Group’s 56.3 percent (2020: 56.3 percent) of total voting rights
are held by two different persons, so that the separation structure aims to provide the best possible support for its and 27.8 percent (2020: 27.9 percent) of capital entitled to
of powers is guaranteed. This report is prepared accord- business activities within an efficient legal, financial and dividend (with notification on September 17, 2021 due to
ing to the Directive on Information relating to Corporate strategic framework. This means that the structure change in the information subject to the obligation to no-
Governance (DCG) of SIX Swiss Exchange. Unless other- should be as simple as possible and also transparent to tify). Kolin Holding AG is wholly controlled by the Bossard
wise indicated, all information applies as of December 31, anyone outside the Group. The Bossard Group operates families. The individual members (shareholders) of the
2021. The principles and rules on corporate governance in industrial fastening technology and generates its entire Bossard families are published on the electronic publica-
are set out in the rules and regulations of Bossard revenue in this market segment. Further information tion platform of SIX Swiss Exchange.
Holding AG, namely in the articles of association of regarding the Group structure are set out in the notes to
Bossard Holding AG (articles of association), in the orga- the financial report, namely on pages 107 and 114.
nizational and business regulations of Bossard Holding
AG (OBR), in the regulations of the board’s committees, in Significant shareholders
the code of conduct and in the resolutions of the board of The disclosure notifications in relation to shareholdings
directors. The rules are regularly reviewed by the board in Bossard Holding AG are published on the electronic
of directors and adapted to current requirements (arti- publication platform of SIX Swiss Exchange and can be
cles of association most recently in 2020, OBR most re- accessed via the search function of the disclosure office
cently in 2021 and regulations of the board’s committees via the following link:
most recently in 2015).
51
This shareholder group does not include shares without CHF 33,250,000 share capital relates to registered A SIX Swiss Exchange under the Swiss Reporting Standard
pooled voting rights, which are held by individual mem- shares and CHF 6,750,000 to registered B shares. (formerly Domestic Standard). Registered B shares are
bers of the Bossard families outside this shareholder wholly owned by Kolin Holding AG. As of December 31,
group. Authorized and conditional capital 2021, Bossard Holding AG held 300,904 own registered A
Bossard Holding AG holds 291,867 registered A shares shares (including the 291,867 reserve shares mentioned
Bossard Holding AG is not aware of any other sharehold- (2020: 298,162) in reserve. These reserve shares can be under authorized and conditional capital) that represent
ers or groups of shareholders that held 3 percent or used for management participation plans, acquisitions or 2.246 percent of the total shares of Bossard Holding AG.
more of the total voting rights of Bossard Holding AG as other purposes in the interest of the company and carry 9,037 (0.067 percent) of these shares are held by Bossard
of December 31, 2021. no voting rights and are not entitled to dividends. Other Holding AG as sales positions related to grants made un-
than this, Bossard Holding AG does not hold any autho- der its management participation plan. For further de-
Cross-shareholdings rized or conditional capital. tails, please refer to the compensation report and notes
There are no cross-shareholdings with other companies. 11 and 15 of the financial report.
Changes in capital in the last three years
Changes in the articles of association There were no changes in capital in the last three years. Number of registered A shares at December 31, 2021:
The board of directors proposes a revision of the articles
of association to the annual general meeting of share- Shares Number of registered Registered A shares
Number of registered A shares shareholders in %
holders on April 11, 2022. The detailed information re- The share capital of Bossard Holding AG is CHF 40,000,000.
1-100 3,518 2.5
garding the changes are outlined in the invitation to the It is divided into 6,650,000 registered A shares with a 101-1,000 2,425 11.5
annual general meeting of shareholders. The invitation nominal value of CHF 5 per share and 6,750,000 regis- 1,001-10,000 324 13.8
can be accessed via the following link: tered B shares with a nominal value of CHF 1 per share 10,001-100,000 46 15.4
www.bossard.com/en/about-us/investor-relations/annu- (voting right shares). The share capital is fully paid in. > 100,000 7 19.1
al-shareholders-meeting/ With the exception of the own registered A shares held by Total registered
Bossard Holding AG, (i) each registered share entered in shareholders/shares 6,320 62.3
the share register with voting rights is entitled to one vote Non-registered shares 37.7
Total 100.0
Capital structure (see also limitations on transferability and nominee reg-
istrations) and (ii) each registered share is entitled to a
Share capital dividend. The measurement of voting rights by the num-
As of December 31, 2021 the ordinary share capital of ber of registered voting right shares is not applicable for
Bossard Holding AG totaled CHF 40,000,000, of which individual decisions specified in article 16 of the articles
of association. Only registered A shares are listed on the
52
Number of holders of registered A shares at December 31, in which these shares were issued. The board of directors Nominee registrations
2021: may reject such a request for good reason – primarily to According to article 6 of the articles of association, the
protect the purpose of the company and to maintain its acquirer of a registered A share is entered in the share
Shareholders in % Shares in % economic independence (article 9 of the articles of asso- register with voting rights provided that she or he con-
Individual entities 92.6 34.0 ciation). In particular, this includes the transfer of regis- firms that this share is held in her or his own name and
Legal entities 7.4 66.0 tered B shares to a competitor and a fiduciary transfer if for her or his own account.
Total 100.0 100.0
the acquirer does not inform the board of directors in
writing at its first request that she or he is acquiring the Up to a registration limit of 0.5 percent of the total num-
Registered A shares by country at December 31, 2021: shares concerned in her or his own name and for her or ber of registered A shares entered in the commercial
his own account. Furthermore, the board of directors may register, anyone who does not expressly state that she or
Shareholders in % Shares in % refuse its approval if it offers to the seller or acquirer of he is acting on her or his own account shall be acknowl-
Switzerland 95.5 78.8 the registered B shares that it will acquire these shares edged as being a nominee with voting rights. Beyond this
Great Britain 0.2 11.1 for the account of the company, other shareholders or registration limit, anyone who makes known to Bossard
USA 0.5 4.1
third parties for at least their actual value at the time the Holding AG the name, address and/or registered office of
Germany 2.0 1.7
request was made (article 8 of the articles of association). the person for whose account she or he holds more than
Other countries 1.8 4.3
If there is good reason to do so, the board of directors 0.5 percent of the total number of registered A shares
Total 100.0 100.0
may grant exceptions to these rules (no exceptions have entered in the commercial register, shall be acknowl-
been granted in the reporting year 2021). However, edged as being a nominee with voting rights. Otherwise
Participation and profit-sharing certificates transfer requests containing incorrect information must the acquirers of registered A shares shall be acknowl-
Bossard Holding AG has not issued any participation or always be rejected; a new, corrected request may edged or registered as shareholders without voting
profit-sharing certificates. subsequently be submitted (article 9 of the articles of rights. The board of directors makes the necessary ar-
association). For the incorporation or tightening of trans- rangements for the acknowledgement and registration
ferability restrictions, at least two-thirds of the votes rep- of acquirers of registered A shares, and particularly also
Limitations on transferability and nominee resented and an absolute majority of the represented of nominees. These provisions also apply to registered A
registrations nominal share value are required a decision. The provi- shares that have been acquired by exercising subscrip-
sions also apply for registered B shares, which are action, option or conversion rights as well as to the cre-
Limitations on share transferability quired (subscribed) by the exercise of subscription, option ation of rights of usufruct to registered A shares.
According to article 7 of the articles of association, the or conversion rights, and for the establishment of usu-
transfer of registered B shares is always subject to the fruct of registered B shares.
approval of the board of directors, irrespective of the form
53
Outstanding bonds and options

Bossard Holding AG currently has no bonds or convert-
ible bonds outstanding. Information on conditional rights
to receive registered A shares of Bossard Holding AG
(outstanding options respectively Restricted Stock Units/
RSUs) according to the management participation plan
that is offered to selected members of the management
of the Bossard Group is disclosed in section 6 of the com-
pensation report and in note 15 of the financial report.
Further detailed information can be accessed on the

electronic publication platform of the SIX Swiss Exchange
via the following link:
www.ser-ag.com/en/home/publications/signifi-
cant-shareholders.html?companyId=BOSSARD
54
Board of directors Members of the board of directors

As of December 31, 2021, the board of directors of
Bossard Holding AG consisted of eight non-executive
Dr. René Cotting Marcel Keller members. David Dean was CEO of the Bossard Group
David Dean Martin Kühn
Petra Maria Ehmann Prof. Dr. Stefan Michel from 2005 to April 2019. None of the other members of
the board of directors belonged to the executive commit-
Board of directors tee in the past.
Chair: Dr. Thomas Schmuckli
Vice Chair: Patricia Heidtman
The board of directors had the following members as of
December 31, 2021:
Name Function Appointed

Dr. Thomas Schmuckli Chair 2007
Audit, risk & compliance Nomination committee Compensation committee Patricia Heidtman Vice chair 2021
committee Chair: Chair: David Dean Dr. René Cotting Member 2015
Chair: Dr. René Cotting Dr. Thomas Schmuckli
Repr. of registered
David Dean A shares 2019
Petra Maria Ehmann Petra Maria Ehmann Patricia Heidtman Petra Maria Ehmann Member 2021
Martin Kühn Patricia Heidtman Marcel Keller
Marcel Keller Member 2021
Dr. Thomas Schmuckli Prof. Dr. Stefan Michel Prof. Dr. Stefan Michel
Martin Kühn Member 2018
Prof. Dr. Stefan Michel Member 2011
At the annual general meeting of shareholders on April 12,

2021, Maria Teresa Vacalli and Anton Lauber resigned
from their positions as member of the board of directors
(personal information on Maria Teresa Vacalli and Anton
Lauber can be found in the annual report 2020 on the
pages 57 and 61 via the following link: www.bossard.com/
en/about-us/investor-relations/financial-reports/).
Petra Maria Ehmann and Marcel Keller were newly elect-
ed to the board of directors.
55
Other activities and vested interests entity is exercised. The actual number of additional man- The following table shows the year in which each mem-
Dr. Thomas Schmuckli, Patricia Heidtman and Martin dates are listed on pages 59 to 64. ber was first elected to the board of directors as well as
Kühn were proposed for election by the majority voting their function as of December 31, 2021:
rights shareholder, Kolin Holding AG, Zug, and were Elections and terms of office
elected to the board of directors of Bossard Holding AG. According to the articles of association, the board of di- Name Function First elected
Dr. Thomas Schmuckli is a member of the Bossard family, rectors consists of five to nine members. The chair of the Dr. Thomas Schmuckli Chair 1) 2000
which has 100 percent control over Kolin Holding AG. The board of directors and the other members of the board of Prof. Dr. Stefan Michel Member 2) 2011
Dr. René Cotting Member 3) 2015
members of the board of directors do not perform any directors are elected by the annual general meeting of
Martin Kühn Member 4) 2018
activities outside of the Bossard Group other than the shareholders for a period of one year (until the next ordi-
Repr. of registered
mandates listed on pages 59 to 64 and therefore do not nary annual general meeting of shareholders). Members
David Dean A shares 5) 2019
have any significant business relationships with Bossard are elected on an individual basis. The annual general Patricia Heidtman Vice Chair 6) 2019
Holding AG or one of the subsidiaries. Furthermore, they meeting of shareholders also elects the chair of the Petra Maria Ehmann Member 7) 2021
do not have any other significant external interests. board of directors. There are no statutory limits to the Marcel Keller Member 8) 2021
term of office; members may be re-elected. According to
1) Chair of the nomination committee (NC), member of the audit, risk & compliance
Allowed number of mandates the OBR, however, a member of the board of directors committee (ARCC)
2) Member of the compensation committee (CC), member of the NC
According to article 44 of the articles of association, a shall offer to step down at the annual general meeting of 3) Chair of the ARCC
member of the board of directors may, including his func- shareholders following her or his 70th birthday. Each cat- 4) Member of the ARCC
5) Chair of the CC
tion for the company, at the same time take on a maxi- egory of shareholders, namely the holders of registered A 6) Member of the CC, member of the NC
7) Member of the NC, member of the ARCC
mum of ten mandates, whereby chairmanships count as shares as a group are entitled to one seat on the board of 8) Member of the CC
two mandates. A maximum of four mandates may be in directors. In 2021, David Dean was re-elected as the rep-
listed companies. If the mandates assumed relate to le- resentative of the holders of registered A shares; holders
gal entities that belong to the same group or are similarly of registered B shares with voting rights did not take part Until April 12, 2021, Maria Teresa Vacalli (first elected
related in terms of management, these mandates are in this election. As a rule, the majority of the board mem- 2013) was member of the audit, risk & compliance com-
considered a single mandate. There are no restrictions on bers should be external members with no executive func- mittee (ARCC) and Anton Lauber (first elected 2006)
the number of mandates (i) for mandates assumed in le- tions in the company. None of the members of the board member of the compensation committee (CC) as well as
gal entities that are directly or indirectly controlled by of directors exercised any executive functions in the member of the nomination committee (NC).
Bossard Holding AG or that directly or indirectly control Bossard Group in the reporting year 2021.
Bossard Holding AG, or (ii) if, in exercising the function for
the Bossard Group, a mandate in another, related legal
56
Term Gender Age

< 5 years (62.5 %) Women (25 %) 30 to 40 years (12.5 %)

5 to 8 years (12.5 %) Men (75 %) 41 to 50 years (25 %)
9 to 12 years (12.5 %) 51 to 60 years (50 %)
> 12 years (12.5 %) 61 to 70 years (12.5 %)
57
Expertise/experience Independence Diversity and independence

The board of directors ensures that its composition ful-
fills critera of diversity and independence as well as that
the required skills are available for a critical exchange of
ideas.
Industry/technology/innovation/ Independent/non-executive (50 %)

digitalization (32 %) Independent/non-executive/proposed by
Leadership/management (21 %) majority voting rights shareholder 1) (37.5 %)
Finance/accounting (16 %) Not independent/executive < 3 years (12.5 %)
Governance/corporate sustainability (10 %)
1) Members of the board of directors, which are proposed for election by the
International relations/markets (21 %) majority voting rights shareholder, are not classified independent by Ethos.
58
Internal organization – drawing up the annual report and the compensation rectors by the latter. With exception to the CC, the board
report, preparing the annual general meeting of of directors may dismiss any of the committees it has ap-
Allocation of duties within the board of directors shareholders and implementing its resolutions pointed at any time.
The board of directors of the Bossard Group is ultimately – notifying the judge in the event of excessive indebted-
responsible for the Group’s business policy and manage- ness Certain duties and competencies are assigned to the
ment. It is the company’s highest management body and – adopting resolutions on subsequent payment of capital chair of the board of directors alone.
is entitled to make decisions on all matters which, by law, with respect to not fully paid-up shares
through the articles of association and/or under the regu- – adopting resolutions regarding the approval of capital The board of directors has additionally delegated opera-
lations of Bossard Holding AG, are not the responsibility increases and the resulting amendments to the arti- tional management and overall leadership of the Bossard
of the annual general meeting of shareholders, or which cles of association Group as well as the related duties and competencies to
it has not transferred to other bodies through regulation the CEO. In turn, the CEO is authorized to arrange further
or decision. Committees delegation.
To assist it in its duties, the board of directors has estab-
The board of directors has the following non-transferable lished three permanent committees: Detailed information on the division of duties within the
and inalienable main tasks (article 23 of the articles of – the audit, risk & compliance committee (ARCC) board of directors can be found in the OBR, which is avail-
association): – the nomination committee (NC) able via the following link:
– ultimate direction of the company, namely establishing – the compensation committee (CC) www.bossard.com/en/about-us/investor-relations/cor-
the goals and policy, defining the resources available porate-governance/organization-regulations/
for same and the priorities, and issuing the instruc- These committees prepare specific issues for discussion
tions required for implementation by the board of directors. The overall integral responsibil- Continued on page 65
– determining the organizational structure ity of the board of directors is not affected by the activities
– defining finance and accounting as well as financial of these committees or by any delegation of tasks to
planning and control them. Ad hoc committees can be formed to deal with spe-
– appointing and dismissing the CEO and other mem- cific or time-limited projects or issues. Unless otherwise
bers of the executive committee and adopting provi- stipulated by the articles of association, the board of di-
sions governing authorized signatories rectors defines the composition, duties, competencies
– maintaining ultimate supervision of the CEO and other and compensation for these committees in the relevant
members of the executive committee regulations, which are periodically reviewed by the re-
– exercising rights of participation from and to share- spective committee and are amended in accordance with
holdings/investments any proposed amendments submitted to the board of di-
59
Board of directors
Dr. Thomas Schmuckli-Grob (1963) − Further studies in the fields of strategy and strategy develop-
Swiss citizen ment, HSG, St. Gallen, Switzerland
− Further studies in the field of finance, University of
− Chair of the board of directors since 2007 Zurich, Zurich, Switzerland
− Chair of the nomination committee since 2007
− Member of the audit, risk & compliance committee since 2002 Other activities and vested interests
− Chair of the board of directors, Credit Suisse Funds AG,
− Member of the board of directors since 2000
Zurich, Switzerland *)
− Secretary to the board of directors from 1997 to 2000
− Member of the board of directors, MultiConcept (Luxembourg)
S.A. (affiliate company Credit Suisse Funds AG), Luxembourg,
Professional background
Luxembourg *)
Dr. Thomas Schmuckli-Grob currently works as a professional
− Member of the board of directors, Hans Oetiker Holding AG,
board member. Between 1993 and 2013, he held various man-
Horgen, Switzerland
agement positions in the General Counsel division of Credit
Suisse Group, primarily for M&A, Corporate & Institutional − Chair of the board of directors, Patria Genossenschaft, Basel,
Clients and Asset Management, in Zurich. From 2000 to 2005, Switzerland
he was Head of Process and Product Management at Zuger − Vice chair of the board of directors, Helvetia Holding AG and
Kantonalbank. two subsidiaries, Basel/St. Gallen, Switzerland
Educational background *) waiver of re-election, resignation from function as per Annual General Meeting
− Degree in law (LLB and LLD), University of Fribourg, Fribourg, in April 2022.
Switzerland
− Accredited lawyer and notary, Zug, Switzerland
− Management studies, University of Zurich, Zurich,
Switzerland
− Further studies in the fields of strategy, leadership, board of
directors; and leading a family office, IMD, Lausanne,
Switzerland
60
Patricia Heidtman (1973)

Dual Swiss-US citizen
− Vice chair of the board of directors since 2021

− Member of the compensation committee since 2019
− Member of the nomination committee since 2019
Patricia Heidtman is working for SIKA since her studies and is a
member of the SIKA group management since 2021 as the Chief

Innovation and Sustainability Officer. From 2017 to 2021 she led
the research & development team for thermoplastic systems in
Sarnen, Switzerland. Prior to this, Patricia Heidtman spent
around 14 years in the USA, most recently as Head of Innovation
Management for products, processes and developments for the
automotive industry.
Educational background
− Master of Science, ETH Zurich, Zurich, Switzerland
− Executive education, London Business School, Lucerne,
Switzerland
− Executive education, IMD, Lausanne, Switzerland
61
Dr. René Cotting (1970) Educational background

Swiss citizen − Degree in economics, social sciences and
doctorate, University of Fribourg, Fribourg,
− Chair of the audit, risk & compliance committee since 2015 Switzerland
− Member of the board of directors since 2015 − Further studies in the fields of strategy, finance,
controlling and corporate management, IMD,
Lausanne, Switzerland
Dr. René Cotting is since May 2021 CFO of Smartenergy Group, − Further studies in the field of driving corporate
an investor, developer and operator of large solar, wind and performance, Harvard Business School, Boston, USA
green hydrogen plants, and is acting in this function as mandat- − Further studies in the field of business marketing strategy,
ed CFO of the stocklisted (SIX) Edisun Power. From 1995 until
Kellogg School of Management Northwestern University,

April 2021 he has held various positions in Switzerland and Evanston, USA
abroad for the ABB Group. From 2013 until the end of May 2017,
− Further studies in the field of Artificial Intelligence – Implica-
he was CFO of ABB Switzerland. On March 1, 2017, he was
tions for Business Strategies, MIT Massachusetts Institute of
named Head of Operation, Innovation and R&D for the ABB
Technology, Cambridge, USA
Group and Chairman of ABB Technology Ventures. In the course
of his professional activities, René Cotting gained experience in − Further studies in the field of venture capital,
emerging markets, in particular in India, China and Poland. Wharton Business School, San Francisco, USA
Other activities and vested interests

− Member of the board, CCI Cotting Consulting AG, Tafers,
Switzerland
− Member, Representative Patria Genossenschaft, Basel,
Switzerland
− Member of the board, Edisun Power Schweiz AG, Zurich,
Switzerland
62
David Dean (1959) Other activities and vested interests

Swiss citizen − Member of the board of directors, Komax Holding AG,
Dierikon, Switzerland
− Representative for holders of registered A shares since 2020 − Member of the board of directors, Burckhardt
− Chair of the compensation committee since 2019 Compression Holding AG, Winterthur, Switzerland
− Member of the board of directors since 2019 − Member of the board of directors, Haag-Streit
Holding AG, Köniz, Switzerland
Professional background − Member of the board of directors, Brugg Group AG, Brugg,
David Dean currently works as a professional board member. He Switzerland
was CEO of the Bossard Group from 2005 to 2019. From 1998 to
2004, he served as CFO of Bossard Group and has been with

Bossard since 1992. Between 1990 and 1992, he was Corporate
Controller and a member of the executive committee of an inter-
national logistics group. From 1980 to 1990, he worked for
PricewaterhouseCoopers AG in various management functions
in auditing and business consulting. In the course of his profes-
sional activities, David Dean gained experience in emerging
markets, in particular in India, China, Malaysia, Thailand,
Taiwan and South Korea.
− Swiss certified management accountant/controller, AKAD
Business, Zurich, Switzerland
− Swiss certified public accountant, Expertsuisse,
Zurich, Switzerland
− Executive education, Harvard Business School,
Boston, USA
63
Petra Maria Ehmann (1985) Marcel Keller (1968)

German citizen Swiss citizen
− Member of the nomination committee since 2021 − Member of the compensation committee since 2021
− Member of the audit, risk & compliance committee since 2021 − Member of the board of directors since 2021
Professional background Marcel Keller is a member of the executive board of Vorwerk
Petra Maria Ehmann has been working for Google since 2018 as International, Wollerau, since 2018 and responsible for digital
Global Lead for Product Partnerships for the innovation technol- transformation and Group IT as well as for the markets in North
America and Asia with a focus on China. From 2001 to 2018, he
ogy augmented reality. From 2016 to 2018, she drove new busi-
ness development for Google Advertising & Commerce in EMEA held various management positions at Hewlett Packard, most
and prior to that for Google Maps and Google Finance for EMEA recently as COO and VP Strategy, Planning and Operations at
and APAC. From 2012, Petra Maria Ehmann worked as Head of Hewlett Packard Enterprise Technology Services in Palo Alto,
Business Intelligence at the internet startup Kekanto in Sao USA.
Paulo, Brazil. Prior to that she worked as a Senior Business An-
alyst at A.T. Kearney. From 2008 to 2009 she gained her first Educational background
work experience at Bosch in steel supply in Toluca, Mexico, and − Business degree, KV Business School Zurich, Zurich,
at Hilti in lean warehouse logistics in Shanghai, China. Switzerland
Educational background Other activities and vested interests

− Bachelor of Science in mechanical engineering, ETH Zurich, − Member of the board, Vorwerk International & Co. KmG,
Zurich, Switzerland Wollerau, Switzerland
− Master of Science in management science and engineering, − Member of the board of directors, Jafra International,
Stanford University, Palo Alto, USA Westlake, USA
− Chair of the board of directors, Vorwerk Household Appliances
Other activities and vested interests Manufacturing (Shanghai) Co., Ltd., Shanghai, China
− Member of the board of trustees, Swiss Science Center − Chair of the board of directors, Vorwerk Household Appliances
Technorama, Winterthur, Switzerland Co., Ltd., Shanghai, China
− Member of the board, We Shape Tech, Zurich, Switzerland
64
Martin Kühn (1976) Prof. Dr. Stefan Michel (1967)

Swiss citizen Swiss citizen
− Member of the audit, risk & compliance committee since 2018 − Member of the compensation committee since 2021
− Member of the board of directors since 2018 − Member of the nomination committee since 2015
Since 2010 Martin Kühn is working for the KIBAG Group in Professional background
Zurich, since 2014 as CFO and member of the executive commit- Prof. Dr. Stefan Michel is a professor for marketing and service
tee. He is responsible for finance, ICT, human resources, real management and director of the executive MBA at the IMD
estate, KIBAG Marina and the technical services of the construc-
Business School in Lausanne, Switzerland since 2008. Between

tion and building materials company. From 2002 to 2010, he had 2003 and 2008, he was a professor at the Thunderbird School of
been employed at PricewaterhouseCoopers AG national and Global Management in Arizona, USA. Prior to this, he taught as a
international as an auditor and M&A consultant for industrial professor at the Lucerne University of Applied Sciences and
clients. Prior to that, he worked two years for UBS. Arts, managed a family-run hotel and worked at Bank Leu in
Zurich.
− Business economist FH, University St. Gallen, Educational background
St. Gallen, Switzerland − Degree in economics and doctorate in marketing, University
− Swiss certified public accountant, Academy of of Zurich, Zurich, Switzerland
Public Accountants, Zurich, Switzerland
Other activities and vested interests − Member of the foundation board (school representative), IMD,
− Member of the board of directors, Kannewischer Ingenieur- Lausanne, Switzerland
büro AG, Cham, Switzerland − Chair of the foundation board, Swiss A
ssociation for Market-
− Member of the board of directors, Runwaysafe AB, ing GfM, Zurich, Switzerland
Gothenburg, Sweden − Member of the board of directors, Peka Systeme AG, Mosen,
− Member of the foundation board, pension fund KIBAG Group, Switzerland
Zurich, Switzerland − Owner, Business School Press AG, Zug, Switzerland
− Member of the foundation board, employee foundation KIBAG
Group, Zurich, Switzerland
− Member of the audit commission, Bürgergemeinde Zug, Zug,
Switzerland
65
Continued from page 58 Board of directors Function

Participation Participation
2021 2021 in %
by conference call. Such decisions must be included in
the minutes of the next board meeting. To ensure that the
Working methods of the board of directors Dr. Thomas Schmuckli Chair 8/8 100 board of directors receives sufficient information to reach
The board of directors normally meets six to eight times Patricia Heidtman Vice Chair 8/8 100 decisions, it invites the CEO, the CFO and – if necessary –
per year, but is available to discuss matters at short no- Dr. René Cotting Member 8/8 100 other members of the executive committee, members of
tice should this be required. A member of the board of di- Repr. registered staff or third parties to attend meetings.
rectors may request that additional meetings be con- David Dean A shares 8/8 100
vened by providing written justification to the chair of the Petra Maria Ehmann 1) Member 5/5 100
The chair, the CEO, the CFO and other representatives of
Marcel Keller 1) Member 5/5 100
board of directors. The duration of board and committee the executive committee meet regularly to discuss funda-
Martin Kühn Member 8/8 100
meetings depends on the respective agenda. In 2021, a mental corporate matters. These include the Group’s
Prof. Dr. Stefan Michel Member 8/8 100
total of six full-day board meetings were held (two of strategy, medium-term financial, operational and suc-
Anton Lauber 2) Vice Chair 3/3 100
these meetings were held virtually), as well as a two-day Maria Teresa Vacalli 2) Member 3/3 100 cession planning, organizational issues and market con-
retreat and one shorter conference call. The board of di- solidation. If there is a conflict of interests, the board or
1) Election to the board of directors in April 2021
rectors holds a retreat once a year, which lasts for several 2) Resignation from the board of directors in April 2021 executive committee members concerned abstain from
days and is used for analyzing the strategic risk/opportu- voting.
nities mix and for fundamentally reviewing the strategy. The chair invites the members to the meetings in writing,
In 2021, the retreat took place in Hamburg, Germany. enclosing the agenda and any relevant documents. The The board of directors evaluates and assesses its own
Thereby, the board of directors was intensively discussing invitations are sent out at least seven days before the performance at regular intervals (most recently in March
with representatives of the executive committee the meeting. Each member of the board of directors may re- 2021) – of each individual member as well as of the board
strategy regarding the aerospace industry as well as the quest the chair to add further items to the agenda. The as a whole – and determines, if necessary, actions to take
curent strategy cycle (“Bossard 200 Strategy”). meeting is presided by the chair of the board or, in his ab- to improve the in- and output.
sence, by the vice chair. The board of directors is quorate
if the majority of its members is present. The board of di-
rectors makes decisions based on an absolute majority of
the votes cast. Each member of the board of directors has
one vote. If a vote is tied, the chair has the casting vote.
Minutes must be taken detailing the negotiations and de-
cisions of the board of directors; these minutes must be
approved by the board of directors. In particularly urgent
cases the chair may require the board to reach a decision
66
Composition/working methods of the board’s and the CEO, as well as to those who attended the meet- regulatory provisions as well as corporate ethics.
committees ing. In addition, the ARCC regularly reports on its activi- Furthermore, the ARCC works closely together with
The functions of the three permanent board committees ties to the board of directors at meetings of the latter. In the external auditor and evaluates the performance,
are primarily analytical, advisory and supervisory. They 2021, the ARCC held four meetings (one of these meet- independence and remuneration of the external auditor.
also have decision-making a uthority in certain individual ings was held virtually). On average, the meetings lasted The board of directors has drawn up in the rules and
cases. half a day. In addition, two shorter conference calls were regulations of the audit, risk & compliance committee
held. the detailed regulations on the areas of activity and
Audit, risk & compliance committee (ARCC) competencies of the ARCC.
The ARCC consists of at least three members elected by Audit, risk & Participation Participation
compliance committee Function 2021 2021 in %
Compliance
the board of directors from among its members, for a

Dr. René Cotting Chair 6/6 100
period of office lasting from one ordinary annual general The board of directors is kept continuously informed of all
Petra Maria Ehmann 1) Member 4/4 100
meeting of shareholders until completion of the next major matters affecting the compliance principles. The
Martin Kühn Member 6/6 100
ordinary annual general meeting of shareholders. As of Dr. Thomas Schmuckli Member 6/6 100 statutory auditors additionally inform the board of direc-
December 31, 2021, the members of the ARCC were Maria Teresa Vacalli 2) Member 2/2 100 tors on reports it has received on matters of a legal na-
Dr. René Cotting (chair), Dr. Thomas Schmuckli, Petra ture. An evaluation of such reports received in 2021 did
1) Member since April 2021
Maria Ehmann and Martin Kühn. The ARCC meets at 2) Member until April 2021 not reveal anything new but confirmed what the board of
least three times per year: in the summer, to define the directors already knew. Ultimate supervision of compli-
scope and key points of the annual audit with the audit The ARCC ensures that the board of directors is informed ance matters rests with the board of directors.
company, in late fall to discuss the findings from the main of all matters that could significantly impact the financial
audit and the existence and effectiveness of the internal situation of the Bossard Group and the business environ- Restricted periods for trading shares
control system (ICS), and in February, to discuss the re- ment. The primary duty of the ARCC is to support the The board of directors implements processes to prevent
sult of the audit of annual accounts. These meetings are board of directors in its ultimate supervisory role and in insider trading. For the board of directors, the executive
attended by the chair of the board of directors (unless she its financial management activities. In particular, with the committee, the extended executive committee, the fi-
or he is already a member of the ARCC), the CFO, the assistance of the external auditor it reviews the struc- nance department of the Bossard Group, the senior man-
Head of Group Controlling and at least one representative tures and processes in the area of finance and account- agement, which may come into possession of price-rele-
of the external auditors. The CEO, other members of the ing, thus ensuring that financial reporting and audit vant information, as well as the Kolin Group, defined
executive committee and other persons (internal or ex- activities are transparent and comply with the related block out periods apply regarding the trading with regis-
ternal) may be invited to attend the meetings, depending legislation. The ARCC also evaluates the effectiveness tered A shares of Bossard Holding AG. The trading win-
on the agenda. The minutes of these meetings are circu- of the ICS and the internal audit, risk management and dow is closed for at least 14 trading days prior to the pub-
lated to all members of the board of directors, the CFO compliance with tax-related and other statutory and lication of the quarterly, half-yearly and annual results
67
for the aforementioned group of persons of Bossard for two meetings (one of these meetings was held virtual- – ensuring succession planning for members of the
Group. A longer block out period applies from mid- ly); each of these meetings lasted on average three board of directors, the executive committee and, in
December until the publication of the annual report hours. In addition, a shorter conference call was held. collaboration with the CEO, the deputies on the execu-
(beginning of March). No exceptions were granted in tive committee
the reporting year. Participation Participation – developing annual objectives to be submitted to the
Nomination committee Function 2021 2021 in %
board of directors for the CEO (in collaboration with
Dr. Thomas Schmuckli Chair 3/3 100
Nomination committee (NC) the chair of the board of directors), defining the annual
Petra Maria Ehmann 1)
Member 2/2 100
The NC consists of at least three members elected by the objectives of the other members of the executive com-
Patricia Heidtman Member 3/3 100
board of directors from among its members, for a period Prof. Dr. Stefan Michel Member 3/3 100 mittee and assessing the performance of the CEO and
of office lasting from one ordinary annual general meet- Anton Lauber 2) Member 1/1 100 the other members of the executive committee (with
ing of shareholders until completion of the next ordinary the assistance of the chair of the board of directors and
1) Member since April 2021
annual general meeting of shareholders. A representa- 2) Member until April 2021 the CEO). If necessary, the NC requests from the board
tive of the A shareholder group on the board of directors of directors measures to improve performance
is entitled to a seat on the NC. As of December 31, 2021, The NC prepares all relevant business with regard to the – submitting applications concerning the election and
the members of the NC were Dr. Thomas Schmuckli nomination of members at strategic and operational dismissal of members of the board of directors of the
(chair), Petra Maria Ehmann, Patricia Heidtman and Prof. management levels of the Bossard Group for the meet- more important Group companies
Dr. Stefan Michel. The NC meets as required, but at least ings of the board of directors and has the following main
twice a year. Normally also the CEO and the chair of the tasks: The board of directors has drawn up in the nomination
board of directors (unless she or he is already a member – periodically reviewing the composition of the board of committee regulations the detailed regulations on the
of the NC) attend the meeting. Other members of the ex- directors areas of activity and competencies of the NC.
ecutive committee and other persons (internal or exter- – developing criteria and requirement profiles for elec-
nal) may be invited to attend the meetings, depending on tion/re-elections to the board of directors, the CEO
the agenda. and, in collaboration with the CEO, the other members
of the executive committee
The minutes of these meetings are circulated to all mem- – supporting the board of directors in implementing se-
bers of the board of directors and the CEO, as well as to lection processes for the nomination of candidates for
those who attended the meeting. The NC also regularly the board of directors and, in collaboration with the
reports to the board of directors at the latter’s meetings CEO, the executive committee
on its activities and, at least once a year, in detail on the – providing possible training to the board of directors in
progress of the nomination process. In 2021, the NC met relation to its duties
68
Compensation committee (CC) Compensation committee Function

Participation
2021
Participation
2021 in %
meeting of shareholders and, where applicable, pre-
The CC consists of at least three members of the board of David Dean Chair 3/3 100 paring other reports as requested
directors individually elected as members of the CC by Patricia Heidtman Member 3/3 100 – submitting proposals concerning the compensation of
the annual general meeting of shareholders for a period Marcel Keller 1) Member 2/2 100 the individual members of the board of directors, the
of office until completion of the next ordinary annual gen- Prof. Dr. Stefan Michel 2) Member 3/3 100 CEO and the other members of the executive commit-
eral meeting of shareholders. Subject to election by the Anton Lauber 3) Member 1/1 100 tee
annual general meeting of shareholders, the representa- Guest/no – checking and approving employment contracts as well
tive of the A shareholder group on the board of directors Dr. Thomas Schmuckli voting rights 3/3 100
as other agreements with members of the executive
is entitled to a seat on the CC. David Dean (re-election), 1) Election to the CC in April 2021 committee
Patricia Heidtman (re-election), Marcel Keller (new elec- 2) Election to the CC in April 2021, participation in the first meeting as a guest with no
voting rights
– if the CC considers necessary, the assignment, the su-
tion) and Prof. Dr. Stefan Michel (re-election) were elect- 3) Resignation from the CC in April 2021 pervision and the critical evaluation of the results of
ed to the CC at the annual general meeting of sharehold- advisers or the comparison with third party companies
ers on April 12, 2021. The board of directors appointed The CC prepares all relevant business with regard to the regarding the compensation practices
David Dean as the chair of the CC. The CC meets as re- compensation of members at strategic and operational
quired, but at least twice a year. The members of the ex- management levels of the Bossard Group for the meet- The board of directors has drawn up in the compensation
ecutive committee and other persons (internal or exter- ings of the board of directors and has the following main committee regulations detailed regulations on the areas
nal) may be invited to attend the meetings, depending on tasks: of activity and competencies of the CC.
the agenda. Normally, the CEO attends the meetings of – developing the general remuneration principles and
the CC. The minutes of these meetings are circulated to the remuneration system for the board of directors, Division of responsibility
all members of the board of directors and the CEO, as the CEO and the other members of the executive com- The division of responsibility between the board of direc-
well as to those who attended the meeting. The CC also mittee for the board of directors to make a decision on tors and the executive committee is defined in the OBR in
regularly reports to the board of directors at the latter’s – developing the guidelines governing the structure of accordance with article 23, paragraph 2 and article 25 of
meetings on its activities and, at least once a year, in de- the occupational pension scheme for the CEO and the the articles of association. These describe the non-trans-
tail on the progress of the compensation process. In 2021, other members of the executive committee for the ferable and inalienable duties which are vested in the
the CC held two meetings (one of these meetings was board of directors to make a decision on board of directors by law, and also govern the duties and
held virtually), each lasted on average half a day. In addi- – periodically reviewing the compensation system and powers of the executive committee. The OBR define the
tion, a shorter conference call was held. proposing any necessary changes to the board of di- duties and competencies of the board of directors, the
rectors chair of the board of directors and the CEO. The CEO is
– preparing the annual compensation report to be sub- entitled to delegate tasks.
mitted to the board of directors for the annual general
69
Furthermore, the OBR lay down the procedures to be fol- Information and control instruments with regard This written report is supplemented at each board meet-
lowed in the event of a conflict of interests: a member of to the executive committee ing by verbal reports from the executive committee. In
the board of directors and/or executive committee must The board of directors ensures that the executive com- special cases the CEO informs the board of directors
abstain from voting if matters are discussed which touch mittee establishes and maintains an internal control sys- about the specific issue promptly in writing and/or ver-
on that member’s personal interests or the interests of tem (ICS), which is adapted to the dimensions of the bally. The chair of the board of directors also maintains
an individual or legal entity associated with the member. Bossard Group and the risks involved in its business ac- regular contact with the CEO and the CFO and is informed
tivities. The external auditors review the existence of the by them about all business transactions and matters of
Regulations on the division of responsibility are set out in ICS as part of its annual audit and submit an annual re- fundamental importance.
the OBR. These are available via the following link: port to the board of directors. The internal audit is func-
www.bossard.com/en/about-us/investor-relations/cor- tionally integrated in Group Controlling and directly re- Outside the meetings of the board of directors, each
porate-governance/organization-regulations/ ports to the chair of the ARCC with regard to its activities. member can request information from persons responsi-
ble for management concerning the course of business
Each member of the board of directors may request in- and, with authorization from the chair, individual transac-
formation concerning all matters relating to Bossard tions.
Holding AG. The board of directors receives monthly up-
dates on the Group’s financial development. It receives a Continued on page 74
written monthly report consisting of the income state-
ment, various balance sheet items and the main key fig-
ures. The information is based on the internal manage-
ment information system and includes the current and
budget data as well as regular projections based on cur-
rent trends and expectations.
70
Executive committee
Dr. Daniel Bossard (1970) Stephan Zehnder (1965)
Swiss citizen Swiss citizen
− Group CEO since 2019 − Group CFO since 2005
Professional background Professional background

From 2009 to 2018, Dr. Daniel Bossard was CEO Northern and Stephan Zehnder took over the function as group controller of
Eastern Europe. From 2006 to 2008, he served as sales & mar- Bossard Group in 1998, remaining in this position until the end
keting manager of Bossard Group and was responsible for the of 2004. From 1996 to 1997, he was a controller in Bossard’s cor-
reorientation of Bossard’s sales strategy as well as the develop- porate finance team. Prior to this, he was employed by various
ment of international customer relations. From 2003 until 2006, international companies in functions concerned with finance
he was CEO of Bossard Denmark. Dr. Daniel Bossard joined and controlling.
Bossard in 2000 as an e-business manager, after having worked
as a consultant for Accenture (formerly Andersen Educational background
Consulting). − MBA in Finance, Graduate School of Business
Administration and University of Wales, Zurich,
Educational background Switzerland
− Business administration degree and doctorate in technology
management, University of St. Gallen, St. Gallen, Switzerland

− Member of the board of directors, Schweiter Technologies AG,
Steinhausen, Switzerland
71
Beat Grob (1962) Dr. Frank Hilgers (1966)

Swiss citizen German citizen
− CEO Central Europe since 2006 − CEO Northern & Eastern Europe since 2019
− Group CCO since 2015
From 2005 to 2016 Beat Grob was managing director of Bossard
Switzerland. He joined Bossard in 1995 as a project manager in
Dr. Frank Hilgers has been CEO Northern and Eastern Europe
logistics; the following year, he became head of logistics for
since May 2019. Since 2015, he has been responsible for the
Bossard Group.
group-wide management of branded products and high quality
fastening solutions (Chief Category Officer, CCO). He has also
Educational background headed the business units of KVT-Fastening since 2012. From
− Degree in law, University of Zurich, Zurich, Switzerland
2009 to 2012, he was a member of the KVT-Koenig management
− Postgraduate MBA, University of San Diego, team responsible for sales, product management and the fas-
San Diego, USA tening systems division. During his employment at Continental
between 2007 and 2009, he was in charge of all national organi-
Other activities and vested interests zations of the spare parts business and key account manage-
− Chair of the board of directors, Kolin Holding AG, Zug, ment in the Commercial & Special Vehicle area. From 2004 to
Switzerland 2007, Dr. Frank Hilgers headed Group Strategy and Corporate
Development at Siemens VDO Automotive and was instrumental
− Member of the board of directors, Aeschbach H
olding AG,
in the turnaround and sale of this Siemens segment. As senior
Zug, Switzerland
manager for strategy, Dr. Frank Hilgers headed major interna-
− Member of the foundation board, Bossard tional projects at Accenture (formerly Andersen Consulting)
Unternehmensstiftung, Zug, Switzerland from 1997 until 2004, and was responsible for automotive sup-
− Member of the board of directors, Imbach & Cie AG, Nebikon, pliers and the shareholder value initiative in the German speak-
Switzerland ing countries.
− Degree in chemistry and doctorate, University of Stuttgart,
Stuttgart, Germany
− Executive MBA (Accenture Program), Kellogg School of
Management Northwestern University, Evanston, USA

− Member of the advisory board, enersis suisse AG, Bern,
Switzerland
72
David Jones (1970) Robert Ang (1963)

Citizen of the USA Citizen of Singapore
− CEO America since 2021 − CEO Asia since 2009
Professional background Professional background

From 2013 until 2020, David Jones was responsible for the glob- From 2005 until 2009, Robert Ang was responsible for Bossard
al automotive business as part of the Sika Group. Prior to that, Greater China (China, Taiwan) and prior to that, the Southeast
from 2010 to 2013, he managed the industry- and automotive Asia region. From 1997 until 1999, he was CEO of Bossard
business in North America for Sika Corporation. From 2004 to Singapore. Robert Ang managed his own company from 1994
2010, David Jones served as a Key Account Manager and later as until it was acquired by Bossard in 1997. He spent the four years
the Vice President of Engineering for Sika Corporation. While prior as a product manager for Conner Peripherals and Optics
living in Switzerland, from 2000 to 2004, he was the Director of Storage Pte Ltd. in Singapore. Between 1986 and 1989 he
Engineering and Global Account Manager, supporting the inte- worked as a buyer at Printronix AG.
gration of newly acquired automotive based business for Sika
AG. Between 1995 and 2000, David Jones held positions as Educational background
Project Manager & Key Account Manager for Sika Corporation − Diploma in business administration, Thames
and was a Release Engineer for General Motors in 1994. Business School, S
ingapore, Singapore
− Diploma in mechanical engineering, Singapore Polytechnic,
Educational background Singapore, Singapore
− Bachelor degree in Mechanical Engineering, Lawrence
Technological University, Southfield, USA − MBA, Lee Kong Chian School of Business, Singapore,
Singapore
− MBA, Ross School of Business, University of Michigan,
Ann Arbor, USA
73
Rolf Ritter (1969)

Dual Swiss-US Citizen
− CSO M&A and Business Development since 2021
Rolf Ritter joined Bossard in January 2020 as VP of M&A and
Business Development (Chief Strategy Officer). In 2014, he
founded his own consulting company in Miami, USA, and started
investing in tech startups and providing strategic M&A advice to
various companies. In addition, Rolf Ritter taught an EMBA in
Information Technology at Florida International University.

From 2009 to 2014, he was CEO of BDT Media Automation
GmbH, Rottweil, Germany, a global technology leader in data
archiving with production facilities in Germany, Mexico, China
and Singapore. Rolf Ritter joined Bossard in 2004 as General
Manager at Bossard France after having worked as project
manager and consultant for Volkswagen, Accenture and SIG
in Mexico, Brazil, Germany and Switzerland.
− Business administration degree, HSG, St. Gallen, Switzerland
74
Continued from page 69 The executive committee had the following members as
of December 31, 2021:
Executive committee Joined
Name Function company Appointed
Dr. Daniel Bossard Dr. Daniel Bossard CEO 2000 2019

CEO Stephan Zehnder CFO 1996 2005
Beat Grob CEO Central Europe 1995 2006
CEO Northern &
Rolf Ritter Stephan Zehnder
Dr. Frank Hilgers Eastern Europe, CCO 2012 2019/2015
CSO CFO
David Jones CEO America 2021 2021
Robert Ang CEO Asia 1997 2009

CSO, M&A, business
Rolf Ritter development (CSO) 2020 2021
Dr. Frank Hilgers
Beat Grob David Jones Robert Ang
CEO Northern & Eastern
CEO Central Europe CEO America CEO Asia With press release on February 1, 2021, the Bossard
Europe; CCO
Group announced that Steen Hansen, CEO America, is
leaving the Bossard Group. David Jones has been unani-
Members of the executive committee mously elected by the board of directors as successor
The board of directors has delegated the management of (transition as of February 1, 2021). David Jones newly
the Group to the CEO. He is responsible for the Group’s joined the Bossard Group. Further, Rolf Ritter has been
operational management. The CEO has delegated individ- appointed as a member of the executive committee as of
ual tasks to the members of the executive committee. May 1, 2021.
Supervision and control of the executive committee is the
responsibility of the CEO. The executive committee han- With press release on December 13, 2021 the Bossard
dles matters relevant to the management of the Bossard Group informed that Beat Grob, CEO Central Europe, will
Group and is the forum for systematic exchange of infor- leave the Bossard Group at his own request at the end of
mation. After consultation with the executive committee, April 2022.
the CEO develops the strategic initiatives of the Group to
achieve the corporate objectives.
75
Other activities and vested interests Management contracts holders may issue their powers of attorney and instruc-
The executive committee members do not perform any There are no management contracts between the Group tions to the independent proxy, including by electronic
other activities outside the Bossard Group apart from the and companies or persons to whom management tasks means. Shareholders can issue a special instruction to
mandates listed on pages 70 to 73. Furthermore, they do have been delegated. the independent proxy for each motion announced on the
not have any other significant vested interests. Beat Grob agenda sent out in the invitation.
and Dr. Daniel Bossard are members of the Bossard fam- Compensation, participations and loans
ilies, which have 100 percent control over Kolin Holding This information is provided in the compensation report. Shareholders may issue general instructions to the inde-
AG. Beat Grob is chair of the board of directors of Kolin pendent proxy for other motions on agenda items pro-
Holding AG. Individual members of the executive commit- Shareholders’ participation rights posed at the annual general meeting of shareholders as
tee carry out executive functions at Bossard Holding AG Shareholders’ participation rights are defined solely ac- well as for motions for convening extraordinary general
subsidiaries. cording to the Swiss Code of Obligations (OR) and the ar- meetings without any agenda and the performance of a
ticles of association. The articles of association are avail- special audit. The independent proxy is obliged to exer-
Allowed number of mandates able on the Bossard website via the following link: cise as instructed the voting rights that have been trans-
According to article 44 of the articles of association, a www.bossard.com/en/about-us/investor-relations/cor- ferred to her or him by the shareholders. If she or he has
member of the executive committee may at the same porate-governance/articles-of-association/ not received any instructions, she or he shall abstain
time, alongside his function for the company, take on a from voting.
maximum of five material mandates, with a maximum of Voting right restrictions and representation
one chairmanship, which counts as two mandates. A (articles 16 to 18 of articles of association) The measurement of voting rights by the number of
maximum of two out of these five mandates may be in Registered B shares are voting right shares. At the annu- shares with voting rights is not applicable for:
listed companies. If the mandates assumed relate to le- al general meeting of shareholders each share registered – electing the external auditor
gal entities that belong to the same group or are similarly with voting rights is entitled to one vote. The voting rights – appointing experts to review the management of the
related in terms of management, these mandates are for registered A shares may be exercised by anyone en- business or individual parts thereof
considered a single mandate. There are no restrictions on tered in the share register as the owner or beneficiary. A – making decisions on the initiation of a special
the number of mandates (i) for mandates assumed in le- shareholder entitled to vote can have her- or himself rep- audit
gal entities that are directly or indirectly controlled by resented at the annual general meeting of shareholders – making decisions on the filing of a liability claim
Bossard Holding AG or that directly or indirectly control by the independent proxy, or – with written power of at-
Bossard Holding AG, or (ii) if, in exercising the function for torney – by any other person. Legal representatives do
the Bossard Group, a mandate in another, related legal not require a written power of attorney. In the invitation to
entity is exercised. The actual number of additional man- the annual general meeting of shareholders, the board of
dates are listed on pages 70 to 73. directors shall make known the date by which the share-
76
Statutory quorum (article 19 of articles of Convocation of the annual general meeting of of shareholders 2022 due to the COVID-19
association) shareholders (articles 12 and 13 of articles of situation. The shareholders will be informed in due time.
The annual general meeting of shareholders makes its association)
decisions and holds its elections with an absolute majori- The ordinary annual general meeting of shareholders is With the publication (SHAB) of the request for items to be
ty of the valid votes cast, provided there are no legal pro- held each year at the latest four months after the end of placed on the agenda as of January 25, 2022, the board of
visions or provisions in the articles of association to the the financial year. It is convened by the board of directors directors invites shareholders to submit any requests for
contrary. In a second ballot, the relative majority decides by announcing the venue, date and time of the meeting items to be included on the agenda, together with the
the outcome. and the invitation is published at least 20 calendar days proposals formulated, by February 18, 2022.
before the meeting, along with the agenda, motions and
At least two-thirds of the votes represented and an abso- the required form of proving share ownership. One or more shareholders who together represent at
lute majority of the represented nominal share value are least 10 percent of the share capital, can request the
required for decisions on: Due to the extraordinary situation related to the COVID-19 board of directors to convene a general meeting of share-
– a change to the corporate purpose pandemic, shareholders were not able to attend the 2021 holders.
– an increase in the voting power of existing voting annual general meeting of shareholders in person. Based
shares and the issue of new shares with more exten- on article 27 of the COVID-19 Ordinance 3, the board of Inclusion of items on the agenda
sive voting privileges than those of existing voting directors decided that shareholders may only exercise Shareholders themselves or collectively representing
shares their rights at the 2021 annual general meeting of share- shares with a nominal value of at least 0.75 percent of the
– the introduction of more stringent transferability re- holders through the independent proxy. The chair of the share capital are entitled to have an item placed on the
strictions board of directors, the independent proxy, a representa- agenda. By publication in the Swiss Official Gazette of
– an approved or conditional capital increase tive of Devigus Shareholder Services AG as well as the Commerce (Schweizerisches Handelsamtsblatt/SOGC) at
– a capital increase from equity, subscribed in kind or for General Counsel were physically present. In addition, the least 20 calendar days before the publication of the invita-
granting special privileges statutory auditors, the chair of the CC and the ARCC as tion for the ordinary annual general meeting of share-
– the restriction or withdrawal of subscription rights well as the CEO and the CFO of the Bossard Group were holders, the board of directors requests the sharehold-
– the relocation of the company domicile connected via video conference. In addition, the share- ers, that are fulfilling the mentioned requirements, to
– the dissolution of the company holders were kept informed with a video message from submit any items to be placed on the agenda with the re-
Dr. Thomas Schmuckli and Dr. Daniel Bossard on the day spective motions within the time stated.
Decisions and elections are generally settled by open bal- after the annual general meeting of shareholders.
lot. A secret ballot or election is held if required by the chair
or if one or more shareholders who together hold at least At the issuance of this report, the board of directors is
10 percent of the represented voting shares request it. considering how to conduct the annual general meeting
77
Entry in the share register (article 5 of articles of The voting right and the associated rights may only be ex- The period of notice for members of the executive com-
association) ercised by the person registered in the share register as mittee is between six and twelve months, during which
The company keeps a share register in which owners and having voting rights. time they are entitled to receive salary and bonus pay-
beneficiaries are inscribed with their names and ad- ments. If the company changes hands or goes into liqui-
dresses. The company must be notified of any change of The board of directors can delete entries made on the ba- dation, all share options (RSUs) held under the manage-
address. Until this notification is received, all information sis of false information by the acquirer. It will implement ment participation plan become due immediately.
for registered shareholders must be sent to the legally this measure within one year, backdated to the date of
valid address entered in the share register. the entry, after receiving definite information about the
error and hearing the person concerned. The person con-
In the invitation to the annual general meeting of share- cerned must be notified of the deletion immediately.
holders, the board of directors announces the date by
which an entry in the share register must be made in or-
der to attend the meeting and vote. Changes of control and defense measures
Entry in the share register is subject to advance proof Duty to make an offer
that ownership of the registered A shares was acquired According to FMIA, anyone, who directly or indirectly or
or that usufruct has been granted (the conditions for acting in concert with third parties, acquires shares and
transfer of ownership and the registration requirements thereby exceeds the threshold of 33 1/3 percent of the
for registered B shares are governed by articles 7 to 9 of voting rights of Bossard Holding AG must make a take-
the articles of association). Shareholders are entered over offer for all outstanding shares. Bossard Holding AG
with voting rights if they expressly declare that the shares has waived its opportunity to modify (opting-up) or dis-
in question are held in their own name and for their own pense (opting-out) with this regulation.
account.
Clauses on changes of control
The company only recognizes a person as a shareholder The employment agreement for members of the execu-
or beneficiary if this person is registered as such in the tive committee does not contain any clauses on changes
share register. of control. The Group does not provide golden parachutes
for its senior management.
78
Auditors Information and control instruments towards the

statutory auditor
Duration of the mandate and term of office of the The ARCC meets at least three times per year to discuss
lead auditor plans for the annual and Group audit, the results of the
PricewaterhouseCoopers AG, Zurich, has been the statu- interim audit and the year-end financial statement, as
tory auditor of Bossard Holding AG since 1986 and audits well as other business matters. The management letters
the annual financial statements and the consolidated fi- from the statutory auditor form the basis for discussion
nancial statements. In 2021, Bossard Holding AG ten- of the interim audit and the year-end financial state-
dered the audit mandate. After an objective review and ments. The ARCC assists the board of directors with its
in-depth analysis by the ARCC, it was decided to propose supervision of the statutory auditors. The ARCC’s main
PricewaterhouseCoopers AG again for election as auditor responsibility is to propose the statutory auditors, to re-
to the shareholders at the 2022 annual general meeting view their qualifications, independence and performance
of shareholders. During this review, great importance annually, to approve the auditing fee and to review the
was set to both, the criteria for ensuring independent, accounting principles as well as the annual financial
competent, and critical auditing activities as well as open statements. The committee annually reviews the scope of
communication with the ARCC. The statutory auditors are the audit, the audit plans and the related procedures, and
elected by the annual general meeting of shareholders discusses the results of the audit with the auditors.
for a term of one year.
The auditor in charge is replaced at least every seven

years. In 2021, Thomas Wallmer, Swiss certified public
accountant, has taken over the position of the auditor in
charge and is responsible for the audit mandate.
Fees for the statutory auditor

In the financial year 2021, PricewaterhouseCoopers AG
received fees of CHF 764,003 (2020: CHF 720,545) for
auditing services, CHF 19,848 (2020: CHF 20,088) for
tax consulting and CHF 101,498 (2020: CHF 119,550) for
other consulting services.
79
Information policy The Group publishes relevant information on its business Bossard maintains contact with representatives of the
operations using a number of channels, including the an- capital market via media conferences, meetings with an-
With its disclosure policy, the Bossard Group nual report, interim reports and press releases. The com- alysts and roadshows. The company also regularly holds
creates transparency for investors and finan- pany also keeps its stakeholders informed by means of individual and group meetings with institutional investors
cial markets and ensures a fair market price for press conferences and meetings with analysts and via the and analysts. All publications on business results and
Bossard shares. annual general meeting of shareholders. In the reporting press releases are available in English and in German
year, the Group also held a Capital Markets Day, which under the “Investor Relations” section of the Bossard
The Bossard management is convinced that the financial will most likely take place every two to three years. The website www.bossard.com (www.bossard.com/en/about-
markets will honor a clear, consistent and informative consolidated financial statements are drawn up in accor- us/news-and-press-releases/).
disclosure policy in the long term with a fair valuation dance with Swiss GAAP FER.
of the company’s shares. Bossard therefore applies the Further, shareholders can subscribe on the Bossard web-
following principles in its financial reporting and related List of key dates in 2022: site (www.bossard.com/en/about-us/investor-
disclosure: relations/subscription-press-releases/) to Bossard an-
– Transparency: the disclosure principle is intended to Meeting for financial analysts & media nouncements, press releases and ad hoc publications.
ensure a better understanding of the economic drivers conference All Bossard publications can be ordered by e-mailing
influencing the Group and the detailed operating re- Publication Annual Report 2021 March 2, 2022 [email protected] or from Bossard Holding AG,
Annual general meeting April 11, 2022
sults. Investor Relations, Steinhauserstrasse 70, 6300 Zug,
Publication of sales results
– Consistency: disclosure within each reporting period Switzerland.
1st quarter 2022 April 11, 2022
and between the individual periods is consistent and
Publication of Semi-Annual Report 2022 July 21, 2022
comparable. Publication of sales results
– Clarity: information is presented as clearly as possible 3rd quarter 2022 October 12, 2022
so that the company’s stakeholders can form an accu- Publication of sales results 2022 January 12, 2023
rate picture of how the business is developing.
– Relevance: to avoid a flood of information, Bossard fo-
cuses on data that is relevant for the company’s stake-
holders in terms of content and timing, is necessary
for supervisory purposes or is required by law.
80
Compensation
Report
The compensation report describes the compensation

principles and programs as well as the governance
framework related to the compensation of the board of
directors and the members of the executive committee of
Bossard Holding AG. The report also provides details
around the compensation awarded to those two bodies in
the financial year 2021.
The compensation report has been prepared in compli-

ance with the Ordinance against Excessive Compensation
in Listed Companies (VegüV/OaEC), the Directive on In-
formation relating to Corporate Governance (DCG) of SIX
Swiss Exchange and the principles of the “Swiss Code of
Best Practice for Corporate Governance” of economie-
suisse.
81
AT A GLANCE
Compensations
Compensation of board Compensation Compensation of executive

of directors 2021 of CEO 2021 committee 2021
in CHF 1,000 in CHF 1,000 in CHF 1,000
1,543 1,039 6,348
Fixed compensation Fixed compensation Fixed compensation

Social costs Variable compensation – Variable compensation –
Expense allowance short-term incentive short-term incentive
Management participation Management participation
plan – long-term incentive plan – long-term incentive
Social costs and other benefits Social costs and other benefits
82
COMPENSATION REPORT
Compensation of the board of directors and the executive committee

The compensation report contains information revision of the articles of association that is on the agen- pensation has already been approved by the annual gen-
on the compensation policy, the compensation da for the annual general meeting of shareholders 2022. eral meeting of shareholders (article 42 of the articles of
programs and the procedure for determining Provided that the annual general meeting of sharehold- association):
the compensation of the board of directors and ers approves the revision of the articles of association,
the executive committee of Bossard Group. The these amendments will come into effect as of May 1, 2022. Time period of
compensation Approved compensation Effective compensation
report also contains information on the com- 2021 CHF 6,000,000 CHF 6,348,376
pensation for these two bodies in the financial Compensation of the board of directors
year 2021 and an outlook on the changes in the The compensation of the board of directors for the period
compensation of the executive committee as of from the annual general meeting of shareholders 2020
the annual general meeting of shareholders
until the next annual general meeting of shareholders

2022. 2021 is below the approved maximum compensation
amount:
Based on an in-depth review of the compensation system
of the executive committee by the compensation commit- Time period of
compensation Approved compensation Effective compensation
tee, the board of directors decided on the following ad-
2020-2021 CHF 1,600,000 CHF 1,481,477
justments based on the analyses: 2021-2022 CHF 1,600,000 n/a 1)
The variable compensation will include a short-term and
1) Compensation period has not yet ended: the final amount will be disclosed in the
a long-term incentive: compensation report for financial year 2022.
– The short-term incentive is determined by purely
quantitative targets and is a cash compensation.
– The long-term incentive is based on purely qualitative Compensation of the executive committee
objectives and is compensated in the form of restricted Due to the expansion of the executive committee by an
stock units (RSU). The RSUs are subject to a three- additional member, the compensation granted to the ex-
year vesting period, after which yearly one-third of the ecutive committee for 2021 is CHF 348,376 higher than
RSUs are delivered to the respective member of the the maximum compensation approved by the annual gen-
executive committee as registered A shares. eral meeting of shareholders 2020. This increase in total
compensation is within the additional amount allowed by
Necessary amendments with regard to the compensation the articles of association, which is available to the board
in connection with the revision of the company law, which of directors for cases in which additional members are
will come into force in 2023, will also be made with the appointed to the executive committee after the total com-
83
1. Compensation philosophy and principles 2. Compensation Governance
The compensation philosophy of Bossard Holding AG re- 2.1. Articles of association

flects the commitment to recruit, retain, motivate and de- In line with the requirements of VegüV/OaEC, the articles
velop well-qualified employees and executives at all lev- of association of Bossard Holding AG summarize the
els in the organization. Compensation programs are compensation principles and include the following provi-
designed to motivate executives to achieve the business sions:
objectives and to create long-term and sustainable value – compensation principles (articles 36 to 40): the com-
for the company. They are based on the following princi- pensation of the members of the board of directors
ples: consists of a fixed compensation and the total com-

pensation of the executive committee of a fixed and
Pay for performance A portion of compensation is directly linked to the sustainable success of the company and to variable compensation (short-term incentive). The
individual contributions. variable compensation of the executive committee is
Alignment to shareholders’ The compensation system strengthens the link between management and shareholders’ interests measured primarily
interests through the remuneration of part of the compensation in the form of shares or share-based – for the CEO: on the EBIT of the Bossard Group and
compensation.
on the achievement of further qualitative objectives
Balanced system There is a healthy balance between fixed and variable performance-based compensation (no (discretionary power of the board of directors)
excessive leverage of variable compensation, capped at 100 percent of fixed compensation) for the
executive committee. The board of directors receives a purely fixed compensation in order to ensure – for the other members of the executive committee:
its independence. on the EBIT as well as the gross profit for which the
Market competitiveness Compensation levels are market competitive in order to attract and retain individuals with the person has managerial responsibility and by the
required skill sets and leadership capabilities. achievement of further qualitative objectives (dis-
Simplicity and transparency Compensation programs are straightforward and transparent. cretionary power)
In addition, members of the executive committee may
be awarded with restricted stock units (management
participation plan), in the terms of a long-term incen-
tive, at the discretion of the board of directors with re-
gard to achieved goals.
– Binding vote on compensation of the board of directors
and the total compensation of the executive committee
84
(article 11.8): the annual general meeting of share- loans or credits up to a maximum of CHF 0.5 million and, if necessary, propose any changes to the board of
holders approves separately the maximum aggregate per person, pension benefits outside the occupational directors;
amounts of compensation payable to the board of di- pension scheme up to a maximum of CHF 0.5 million – propose to the board of directors the maximum aggre-
rectors and to the executive committee: (one-time) per person. gate amounts of compensation of the board of direc-
– for the board of directors: for the period until the tors and of the executive committee to be submitted to
next annual general meeting of shareholders More details available at: the shareholders’ vote at the annual general meeting
– for the executive committee: for the following finan- www.bossard.com/en/about-us/investor-relations/cor- of shareholders;
cial year porate-governance/articles-of-association/ – propose to the board of directors the individual com-
– In addition, the annual general meeting of sharehold- pensation for the members of the board of directors,
2.2. Compensation committee
ers has the opportunity to express its opinion on the the CEO and the other members of the executive com-
compensation report in a consultative vote (article 43). In accordance with the articles of association, the organi- mittee, within the limits approved by the annual gener-
– Additional amount for payments to members of the zational and business regulations of Bossard Holding AG al meeting of shareholders;
executive committee appointed after the vote on and the compensation committee regulations, the com- – review and approve the employment contracts of the
compensation at the annual general meeting of share- pensation committee is composed of at least three mem- executive committee members;
holders (article 42): to the extent that the maximum bers of the board of directors that are elected individually – develop and regularly review the guidelines governing
aggregate compensation amount as approved by the by the annual general meeting of shareholders for a the structure of the occupational pension scheme for
annual general meeting of shareholders does not suf- period of one year. Subject to the approval of the annual the executive committee;
fice, an amount of up to 30 percent of the maximum general meeting of shareholders, the representative of – prepare the compensation report;
aggregate compensation amount approved for the ex- registered A shares is entitled to be a member of the – if the compensation committee considers necessary:
ecutive committee is available, without further approv- compensation committee. The 2021 annual general the assignment, the supervision and the critical evalu-
al, for the compensation of the members of the execu- meeting of shareholders re-elected David Dean (chair), ation of the results of advisers or the comparison with
tive committee who have been appointed after the Patricia Heidtman and Prof. Dr. Stefan Michel and newly third party companies regarding the compensation
annual general meeting of shareholders. elected Marcel Keller as members of the compensation practices.
– Loans, credit facilities and post-employment benefits committee.
for members of the executive committee (article 41): The levels of authority between the CEO, the compensa-
upon proposal of the compensation committee, the It is the responsibility of the compensation committee to: tion committee (CC), the board of directors (BoD) and the
board of directors may, in justified cases, grant to – develop and regularly review the compensation policy annual general meeting of shareholders (AGM) are sum-
members of the executive committee and persons re- and principles applicable to the board of directors and marized in the following table:
lated to them mortgage-backed loans or credits up to the executive committee, including the design of com-
a maximum of CHF 1 million per person, unsecured pensation programs and retirement benefits plans;
85
CEO CC BoD AGM

cussed and its recommendations. The minutes of the
Compensation policy and principles compensation committee meetings are available to the
(incl. guidelines for the pension scheme) Proposes Approves
entire board of directors.
Maximum aggregate compensation amounts
of the board of directors Proposes Reviews Approves (binding vote)
The compensation committee may appoint external con-
Maximum aggregate compensation amounts
sultants to provide support in fulfilling its duties. In 2021,
of the executive committee Proposes Reviews Approves (binding vote)
no external consultants were mandated.
Individual compensation of members of the board of directors Proposes Approves
Compensation of the CEO Proposes Approves The compensation committee regularly compares com-
Individual compensation of members of the pensation levels with benchmarks, reviews Bossard’s
executive committee Proposes Reviews Approves compensation policies and conducts a self-assessment.
Compensation report Proposes Approves Consultative vote The compensation committee mandated the last time in
2019 Agnès Blust Consulting AG, which, in cooperation
with Mercer AG, conducted a benchmarking study on
The compensation committee meets as often as business compensation. These consulting companies do not hold
requires but at least twice a year. In 2021, it held two any other consulting mandates with the Bossard Group.
meetings, each lasted half a day (one of these meetings
was held virtually). In addition, a shorter conference call 2.3. Method of determination of compensation
was held. All members were present at these meetings. Benchmarking: in order to assess the market competi-
tiveness of compensation and to determine appropriate
As a general rule, the CEO participates in the meetings of compensation levels for the members of the board of
the compensation committee in an advisory capacity. directors and of the executive committee, the compen-
Other members of the board of directors may attend the sation committee periodically (i.e. every three to four
committee meetings (without voting rights) and other ex- years) reviews the compensation reports published by
ecutives may be invited in an advisory capacity as well. other international industrial companies that are listed in
However, the other members of the board of directors Switzerland and comparable to the Group in terms of size
and the executives abstain from a topic when their own (market capitalization, employees, revenues), geographic
performance and/or compensation are being discussed. scope and business complexity. In 2019, a benchmarking
After each meeting, the chair of the compensation com- analysis of the compensation of the board of directors
mittee reports to the board of directors the topics dis- was carried out based on a comparison group of 20 Swiss
86
industrial companies listed on the SIX Swiss Exchange, value drivers, which are decisive for the Group’s future
which are comparable in terms of market capitalization, results and profitability. The assessment is closely linked
employees and turnover. These included: Autoneum, to the value-oriented and sustainability-focused manage-
BELIMO, BOBST, Burckhardt Compression, Comet, ment approach implemented by the Bossard Group.
Huber+Suhner, INFICON, INTERROLL, Kardex, Komax, Qualitative criteria are derived from the company’s stra-
Landis+Gyr, LEM, Metall Zug, Phoenix Mecano, Rieter, tegic targets. Therefore, compensation reflects both the
Schweiter Technologies, Siegfried, Valora, Ypsomed and sustainable success of the company and the respective
Zur Rose. individual contributions.
In addition, a benchmarking analysis of the compensation

of the executive committee was carried out with the in-
tention of using the same comparison group as for the
compensation of the board of directors. The peer group
had to be adjusted in the light that such data was not
available for all these companies. The following compa-
nies were used for comparison: Archroma, Ascom,
BOBST, Clariant, Comet, EMS-CHEMIE, Forbo, Franke,
Gurit, Hero, Komax, Landis+Gyr, LEM, OC Oerlikon,
Rieter, RUAG, Siegfried, Straumann, TEMENOS, u-blox,
Valora, Ypsomed and Zimmer Biomet.
Performance management: the actual compensation ef-

fectively paid out in a given year to the executive commit-
tee members depends on their individual performances.
Depending on the level of responsibility, the evaluation of
individual performances takes into account the results
of the entire Group and/or of a business area. The perfor-
mance evaluation is based on quantitative and qualitative
criteria. The quantitative elements are derived both from
the current business results and from the long-term
87
3. Compensation structure – board of directors
in CHF per year

In terms of independence of the members of the board of
Fixed compensation for the chair of the board of directors 320,000
directors, each member of the board of directors receives
Fixed compensation for each member of the board of directors 120,000
a fixed compensation, supplemented by a compensation
Fixed compensation for the chair of a committee of the board of directors 20,000
for his or her work on a committee of the board of direc- Fixed compensation for each member of a committee of the board of directors 10,000
tors. The remuneration is intended to compensate appro- Expense allowance 8,000
priately for the time spent on the board of directors and
its committees as a result of the mandate. In addition, The illustrated amounts are after deduction of social security contributions.
each member of the board of directors receives a lump-

sum expense allowance.
For the term of office starting at the annual general

meeting of shareholders in 2021, CHF 30,000 of the total
compensation is paid in the form of registered A shares of
Bossard Holding AG. The shares are subject to a restric-
tion period of three years during which they can not be
sold, transferred or pledged. The restriction period also
applies in case of termination of mandate, except in case
of termination following death where the restriction im-
mediately lapses. The shares are priced at their market
value, determined at the end of February of each year
based on the average share price of the previous ten
trading days.
The shares required for the share plan are provided by

the Group’s treasury shares or by share purchases on the
market.
88
4. Compensation structure – executive committee
According to the compensation principles defined in sec-

tion 1, the compensation of the executive committee in-
cludes the following elements:
– fixed compensation
– variable compensation – short-term incentive
– management participation plan – long-term incentive
– occupational benefits
Structure of compensation of the executive committee:
Element Purpose Drivers Performance measures Vehicle
Fixed compensation Attract & retain Position, skills and experience Monthly cash payments
Variable compensation – Pay for performance Annual performance EBIT Group respectively EBIT Annual bonus in cash
short-term incentive as well as gross profit of own
business area
Management participation Align to shareholders’ interests, Achieved strategic goals RSU with five-year staged vesting
plan – long-term incentive retain period
Occupational benefits Protect against risks, attract & Market practice and position Retirement plan, insurance,
retain perquisites
89
4.1. Fixed compensation from 31 percent to 40 percent (2020: fixed compensation

The annual fixed compensation is paid in cash on a from 65 percent to 71 percent and variable compensation
monthly basis. It reflects the scope and responsibilities from 29 percent to 35 percent). In order to maintain com-
of the role, the skills required to perform the role and pensation at a reasonable level and to not encourage ex-
the profile of the jobholder in terms of experience and cessive risk taking or a focus on short-term decisions at
capabilities. the expense of the company’s sustainable success, the
variable compensation is capped at 100 percent of the an-
4.2. Variable compensation – short-term incentive nual fixed compensation.
The variable compensation rewards the achievement of
annual financial goals agreed within the annual objec- The variable compensation (short-term incentive) is
tive-setting process and evaluated at the end of a year. based on the financial performance of the Group as a
whole and/or its businesses as follows:
The fixed compensation and the expected variable com-
pensation, namely the short-term incentive, (assuming Other members
Component CEO CFO/CSO of the executive committee
100 percent achievement of all performance objectives)
form the so-called total cash compensation. The target Financial Group Group gross profit (1/3), Group gross profit (1/3), Group EBIT (1/3)
performance Group EBIT (2/3) Group EBIT (2/3)
value of the total cash compensation of the CEO and the
Own business area EBIT as well as gross profit of
other executive committee members is reviewed annually
own business area (2/3)
based on the scope of the role, competitive market prac-
tice, individual profile and performance, as well as the
company’s affordability. The financial objectives always include a measure of
profitability, such as business area and Group operating
For the CEO the fixed compensation amounts to 68 per- profit, because profitability is absolutely critical to the
cent of total cash compensation, while the variable com- long-term success of the company. In addition, gross
pensation amounts to 32 percent (or 48 percent of the profit development is used as a growth parameter. For
annual fixed compensation) (2020: 67 percent fixed com- each financial objective, an expected level of performance
pensation and 33 percent variable compensation). For is determined, either on the basis of the annual financial
the other executive committee members, the fixed com- plan or of the prior year’s results.
pensation ranges from 60 percent to 69 percent of total
cash compensation while the variable portion ranges
90
Due to the commercial sensitivity of financial objectives, 4.3. Management participation plan – long-term Each RSU is a conditional right to receive one registered
the board of directors abstains from such a disclosure in incentive A share of Bossard Holding AG after the vesting period.
the compensation report. However, the actual payout lev- The objectives of the management participation plan for The RSUs vest conditionally if she or he is employed at
el of the variable compensation in the reporting year is the executive committee are to strengthen the link be- the time of the vesting date and according to the following
explained and commented in section 5. tween management and shareholders’ interests, to foster vesting schedule: one third of the RSUs vest three years
the executive committee’s long-term motivation and after the grant date, one third vest four years after the
The CEO and other members of the executive committee identification with the Bossard Group, to let participants grant date and the last third vest five years after the grant
may draw up to 20 percent of their total cash compensa- directly participate in the long-term shareholder value date. At the respective vesting date, the vested RSUs are
tion in the form of registered A shares of Bossard Holding created through share price appreciation. converted into registered A shares of Bossard Holding AG.
AG. The shares are subject to a restriction period of three The shares are not subject to any further restrictions
years during which they can not be sold, transferred or The condition for a grant is linked to the implementation other than the general rules governing management
pledged. The restriction period also applies in cases of of Bossard Group’s strategic initiatives approved by the transactions. In circumstances where the allocation of
termination of employment and retirement. In case of board of directors. These objectives are qualitative in shares may be unsuitable or impractical, the award may
termination following death the restriction lapses imme- nature and relate primarily to innovation, market cultiva- be settled in cash instead of registered A shares of
diately. The shares are priced at their market value, de- tion, cultural transformation and sustainability criteria Bossard Holding AG.
termined at the end of February of each year, based on (ESG). For the CEO a maximum amount of CHF 100,000
the average share price over the previous ten trading and for the other members of the executive committee
days. The individual choice to draw shares by the CEO as a maximum amount of CHF 50,000 is foreseen. The con-
well as the other members of the executive committee is version is carried out at market value and is based on
made the day after the annual general meeting of share- the average share price of the last ten trading days in
holders. The shares required for the share plan are pro- December. The grant based on the achievement of objec-
vided by the Group’s treasury shares or by share purchas- tives takes place in the second quarter for the prior
es on the market. financial year and thus represents the beginning of the
vesting period.
91
Vesting period:
Year 1 Year 2 Year 3 Year 4 Year 5
RSU grant 1/3 vesting 1/3 vesting 1/3 vesting

shares allocation shares allocation shares allocation
4.4. Occupational benefits 4.5. Employment contracts

rately with local market conditions and with their posi-

The members of the executive committee participate in tion. Each plan varies in line with the local competitive The members of the executive committee are employed
the benefit plans available in the country of their employ- and legal environment and is, as a minimum, in accor- under employment contracts of unlimited duration with a
ment contract. Benefits consist mainly of retirement, in- dance with the legal requirements of the respective notice period of six months, respectively twelve months
surance and healthcare plans that are designed to pro- country. for the CEO. Members of the executive committee are not
vide a reasonable level of protection for the employees contractually entitled to termination payments or any
and their dependents with respect to retirement, risk of In addition, members of the executive committee are also change of control provisions other than the early vesting
disability, death and health. The members of the execu- eligible to standard perquisites, such as a company car or of RSU awards in specific situations mentioned previously.
tive committee with a Swiss employment contract partici- a car allowance, seniority awards, child allowance and
pate in the pension plan of Bossard (Bossard Personal- other benefits in kind, according to competitive market
stiftung, Zug) offered to all employees in Switzerland, in practice in their country of contract. The monetary value
which a base compensation up to an amount of CHF of these other elements of compensation is evaluated at
286,800 per annum is insured, as well as a supplementa- fair value and is disclosed in the compensation tables.
ry plan in which earnings in excess of this limit are in-
sured up to the maximum amount permitted by law.
Bossard’s pension benefits exceed the legal require-
ments of the Swiss federal law on occupational retire-
ment, survivors’ and disability pension plans (BVG) and
are in line with what other international industrial com-
panies offer. Members of the executive committee under
foreign employment contracts are insured commensu-
92
5. Compensation of the board of directors and the Compensation paid to members of the board of directors for the financial year 2021
executive committee
Expense Social Total Thereof in
5.1. Compensation paid to current members of the in CHF, gross Fixed allowance costs compensation shares 7)
board of directors for the financial years 2021 and Dr. Thomas Schmuckli Chair, Chair NC 1), ARCC 2) 344,167 8,000 50,303 402,470 29,918
Patricia Heidtman Vice Chair 3), NC, CC 4) 137,667 8,000 21,213 166,880 29,918
2020
Dr. René Cotting Chair ARCC 137,667 8,000 21,213 166,880 29,918
In 2021, the members of the board of directors received a
David Dean Repr. of registered A shares, Chair CC 137,667 8,000 21,213 166,880 29,918
compensation in the amount shown in the following table.
Petra Maria Ehmann 5) NC, ARCC 93,333 5,333 14,382 113,048 -
Marcel Keller 5) CC 86,667 5,333 13,354 105,354 -
Compared to the prior year, the total compensation re- Martin Kühn ARCC 127,833 8,000 19,698 155,531 29,918
mains stable. Prof. Dr. Stefan Michel NC, CC 134,500 8,000 20,725 163,225 29,918
Anton Lauber 6)
Vice Chair, NC, CC 44,333 2,667 5,102 52,102 29,918
Maria Teresa Vacalli 6) ARCC 41,167 2,667 6,343 50,177 29,918
2021 1,285,001 64,000 193,546 1,542,547 239,344
1) Nomination committee (NC)

2) Audit, risk & compliance committee (ARCC)
3) Vice Chair of the board of directors since April 2021
4) Compensation committee (CC)
6) Resignation from the board of directors in April 2021
7) Each member of the board of directors will get delivered CHF 30,000 of its total compensation in registered A shares of Bossard Holding AG. The shares are priced at market
value. For the drawn shares in 2021 the price was CHF 199.45. The draw of the shares took place one day after the annual general meeting of shareholders 2021.
93
Compensation paid to members of the board of directors for the financial year 2020 In 2021, the annual general meeting of shareholders ap-
proved a maximum compensation amount for the board
Social Total Thereof in
of directors of CHF 1,600,000 for the period from the an-
in CHF, gross Fixed Variable 5) costs compensation shares 6) nual general meeting of shareholders 2021 until the next
Dr. Thomas Schmuckli Chair, Chair NC 1), ARCC 2) 321,166 15,950 46,640 383,756 46,800 annual general meeting of shareholders 2022. As this
Anton Lauber Vice Chair, NC, CC 3) 121,666 15,950 14,647 152,263 29,952
compensation period has not yet ended, the final amount
Dr. René Cotting Chair ARCC 121,666 15,950 19,679 157,295 40,950
will be disclosed in the compensation report for financial
David Dean Repr. of registered A shares, Chair CC 121,666 15,950 19,679 157,295 29,952
year 2022.
Patricia Heidtman NC, CC 121,666 15,950 19,679 157,295 46,800
Martin Kühn ARCC 115,500 15,950 18,777 150,227 59,904
Prof. Dr. Stefan Michel NC 115,500 15,950 18,777 150,227 29,952 In 2020, the annual general meeting of shareholders ap-
Maria Teresa Vacalli ARCC 115,500 15,950 18,777 150,227 29,952 proved a maximum compensation amount for the board
2020 4)
1,154,330 127,600 176,655 1,458,585 314,262 of directors of CHF 1,600,000 for the period from the an-
nual general meeting of shareholders 2020 until the next
1) Nomination committee (NC)
2) Audit, risk & compliance committee (ARCC)
annual general meeting of shareholders 2021.The com-
3) Compensation committee (CC) pensation of the board of directors for this term of office
4) The compensation of the financial year 2020 includes a deduction of 20 percent for three months as solidarity contribution during short time work of the workforce due to
COVID-19. augmented to CHF 1,481,477 and remains therefore with-
5) For the period from January 1, 2020 to April 30, 2020, the variable remuneration of the Chair of the board of directors accounted for 16 percent of the fixed compensation. For
the other members of the board of directors, the share of variable compensation was 53 percent. As of May 1, 2021, the board of directors no longer received variable com- in the approved compensation payable to the board of di-
pensation due to the amendment of the articles of association.
6) Each member of the board of directors will get delivered CHF 30,000 of its total compensation in registered A shares of Bossard Holding AG. The shares are priced at market
rectors.
value, less a reduction (tax) of approximately 16 percent for the three years lockup period. For the drawn shares in 2020 the price was CHF 117.00. The draw of the shares took
place one day after the annual general meeting of shareholders 2020. Since the draw of the shares relates to the compensation until the annual general meeting of share-
holders 2020 (before the revision of the articles of associations), the deduction of the tax-permissible reduction was still made here. Payments to former members of the board of
directors
Anton Lauber and Maria Teresa Vacalli, who resigned
from their positions as member of the board of directors
at the annual general meeting of shareholders 2021,
received compensation in 2021. Anton Lauber received
shares in the amount of CHF 29,918 based on the total
compensation from the annual general meeting of
shareholders 2020 to the annual general meeting of
shareholders 2021. For his services as a member of the
board of directors for the period from January 1, 2021 to
94
April 12, 2021, the total compensation amounted to 5.2. Compensation paid to members of the execu-
CHF 52,102. Maria Teresa Vacalli received shares in the tive committee for the financial years 2021 and
amount of CHF 29,918 based on the total compensation 2020
from the annual general meeting of shareholders 2020 In 2021, the members of the executive committee re-
to the annual general meeting of shareholders 2021. For ceived the following compensation:
her services as a member of the board of directors for the
period from January 1, 2021 to April 12, 2021, the total Compensation paid to members of the executive committee
compensation amounted to CHF 50,177.
Executive committee total Dr. Daniel Bossard, CEO
In 2020, no compensation was paid to former members of in CHF 2021 5) 2020 6) 2021 2020
the board of directors. Fixed compensation 2,981,010 2,465,178 452,137 415,471

Variable compensation – short-term incentive 1) 2,059,604 1,238,928 283,868 203,772
Other benefits 2) 101,429 66,284 16,800 16,800
Payments to related parties of members of the
Management participation plan (RSU) – long-term incentive 3)
372,167 280,000 100,000 80,000
board of directors
Social and pension costs 834,166 740,585 186,308 180,390
In 2021, as well as in 2020, no compensation was paid to Total 6,348,376 4,790,975 1,039,113 896,433
related parties of present or former members of the Thereof in shares 4) - 35,100 8) - -
board of directors. Number of members of the executive committee 7.5 7) 6
Loans and credits to present or former members

1) The disclosed variable compensation is accrued for the reporting year. This may differ from the actual payment made in the following year. Any deviations between accruals and actual
of the board of directors or to related parties payments are recognized in the following reporting year for which the compensation was paid. The compensation disclosed for 2020 is the actual total payment made.
2) Private share in company vehicle, child allowances, anniversary bonus.
As of December 31, 2021 as well as of December 31, 2020 3) The grant of RSU for the financial year 2021 will take place in the second quarter of 2022 (according to section 4.3). The amount disclosed in this table represents the intended
no such loans or credits existed to present or former compensation as of the reporting date. Any deviations between the reported amount and the actual grant will be recognised in the following year for the corresponding finan-
cial year. The remuneration disclosed for 2020 is the actual grant that was made. The market value of the RSU allocation for the financial year 2021 is CHF 317.50 (2020:
members of the board of directors, or to related parties CHF 169.90).
4) Members of the executive committee may draw up to 20 percent of their total compensation in registered A shares of Bossard Holding AG of the prior year (according to article
of present or former members of the board of directors. 38 and 39 of the articles of association). In 2021, no shares were drawn. For the drawn shares in 2020 the price was CHF 117.00. The draw always takes place one day after the
annual general meeting of shareholders.
5) This total compensation includes the compensation for the new CEO America as of February 1, 2021 as well as the former CEO America, who left Bossard Group due to a ter-
mination agreement as of July 31, 2021. This total compensation further includes the compensation for the additional member of the executive committee as of May 1, 2021.
6) The compensation includes a deduction of 4 percent for three months as solidarity contribution during short time work of the workforce due to COVID-19.
7) Six members until end of January 2021 and seven members as of beginning of May 2021. In addition, there was an overlap (double occupancy) from the beginning of February
to the end of July due to the change of CEO Bossard America.
8) Since the draw of the shares relates to the compensation until the annual general meeting of shareholders 2020 (before the revision of the articles of associations), the
deduction of the tax-permissible reduction in the amount of 16 percent for the three years lockup period was still made here.
95
Compensation of CEO Compensation of CEO Compensation of executive Compensation of executive

for 2021 for 2020 committee for 2021 committee for 2020
in CHF 1,000 in CHF 1,000 in CHF 1,000 in CHF 1,000
1,039 896 6,348 4,791

Fixed compensation Variable compensation – short-term incentive Management participation plan – long-term incentive Social costs and other benefits
The higher remuneration compared to prior year is due In 2020, the annual general meeting of shareholders amount of 30 percent of the total amount available to the
to the change in the CEO America function (double remu- approved a maximum compensation amount for the ex- board of directors for cases in which additional members
neration for the period of contractual overlap) and the ecutive committee of CHF 6,000,000 for the period from are appointed to the executive committee (article 42 of
expansion of the executive committee. January 1, 2021 to December 31, 2021. The total compen- the articles of association).
sation 2021 of the executive committee of CHF 6,348,376
In 2021, the variable component, short-term incentive, is therefore higher than the approved maximum compen- In 2021, the annual general meeting of shareholders ap-
amounted to 63 percent of the fixed compensation for the sation. This increase is due to the expansion of the execu- proved a maximum compensation amount for the execu-
CEO Dr. Daniel Bossard (2020: 49 percent) and to 70 per- tive committee by an additional member after the maxi- tive committee of CHF 6,000,000 for the period from Jan-
cent on average for the other executive committee mem- mum compensation has already been approved by the uary 1, 2022 to December 31, 2022. Due to the expansion
bers (2020: 51 percent). The board of directors refrains annual general meeting of shareholders. The increase of of the executive committee, the board of directors has de-
from disclosing a maximum or a range with regard to the CHF 348,376 is within the statutorily permitted additional cided to increase the maximum total amount for the com-
ratio between the variable and the fixed compensation.
96
pensation of the executive committee for the period from 6. Participations of members of the board of direc-
January 1, 2022 to January 31, 2022 accordingly. The tors and the executive committee at December 31,
board of directors thus proposes to the annual general 2021 and 2020
meeting of shareholders on April 11, 2022 the approval of
a maximum of CHF 7,000,000 as total compensation for At December 31, the individual members of the board of
the financial year 2022. directors and the executive committee (including persons
closely associated with them) held the following numbers
Compensation paid to former members of the of registered A shares of Bossard Holding AG:
executive committee
In 2021, Steen Hansen, former CEO Bossard America, Board of directors 2021 Thereof blocked 2) 2020 Thereof blocked 2)
who left the Bossard Group due to a termination agree- Dr. Thomas Schmuckli Chair, Chair NC, ARCC 8,523 998 9,829 1,004
ment as of July 31, 2021, received a compensation to Patricia Heidtman Vice Chair, NC, CC 650 550 500 400
Dr. René Cotting Chair ARCC 2,400 900 2,250 950
which he was entitled. This compensation is included in
David Dean Repr. of registered A shares, Chair CC 1,150 406 1,456 256
the table under this section 5.2.
Petra Maria Ehmann 1) NC, ARCC - - - -
Marcel Keller 1) CC - - - -
In 2020, no compensation was paid to former members of Martin Kühn ARCC 1,312 1,102 1,162 952
the executive committee. Prof. Dr. Stefan Michel NC, CC 1,054 854 904 904
Total 15,089 4,810 16,101 4,466
Compensation paid to related parties of members
of the executive committee 2) These shares are subject to a restriction period of three years starting from the
grant date.
In 2021, as well as in 2020, no compensation was paid to
related parties of present or former members of the ex-
ecutive committee.
Loans and credits to present or former members

of the executive committee or to related parties
As of December 31, 2021, as well as of December 31,
2020, no such loans or credits existed to present or for-
mer members of the executive committee, or to related
parties of present or former members of the executive
committee.
97
Executive committee 2021 Thereof blocked 4) 2020 Thereof blocked 4)

Guideline of shareholding
Dr. Daniel Bossard 1)
CEO 5,363 400 7,062 400
The board of directors adopted guidelines on shareholdings.
Stephan Zehnder CFO 10,349 600 14,048 600
These came into effect on January 1, 2020:
Beat Grob 1) CEO Central Europe 12,701 750 37,400 750
Dr. Frank Hilgers CEO Northern & Eastern Europe, CCO 2,301 300 3,419 300
– The chair of the board of directors shall hold 150 percent
David Jones 2) CEO America - - - - of the equivalent value of the base fee in registered A
Robert Ang CEO Asia 12,793 900 13,492 1,523 shares of Bossard Holding AG.
Rolf Ritter 3) CSO - - - - – The members of the board of directors shall hold 100 per-
Total 43,507 2,950 75,421 3,573 cent of the equivalent value of the base fees in registered
A shares of Bossard Holding AG.
1) Additionally, shareholder of Kolin Holding AG, which holds 56.3 percent of the votes of Bossard Holding AG.
2) Takeover as CEO America in February 2021 – The CEO shall hold 150 percent of the equivalent value of
3) Appointment as CSO as of May 1, 2021
4) These shares are subject to a restriction period of three years starting from the grant date. the fixed compensation in registered A shares of Bossard
Holding AG.
– The members of the executive committee shall hold 100
At December 31, the individual members of the executive committee held the following numbers of percent of the equivalent value of the fixed compensation
awarded restricted stock units (RSUs): in registered A shares of Bossard Holding AG.
2021 3) 2020 – Newly elected members shall build up the required share-
Dr. Daniel Bossard CEO 1,243 1,544 holding within four years upon their election. Should the
Stephan Zehnder CFO 765 1,066 share price fall or rise significantly, the board of directors
Beat Grob CEO Central Europe 765 1,066 may, at its own discretion, adjust this period accordingly.
Dr. Frank Hilgers CEO Northern & Eastern Europe, CCO 765 1,066
David Jones 1)
CEO America - -
For the determination of the minimum shareholdings, all
Robert Ang CEO Asia 765 1,066
shares are considered, independent of restricted or not. The
Rolf Ritter 2) CSO 94 94
Total
compensation committee annually assesses the alignment
4,397 5,902
of the shareholdings with the guideline of shareholding.
1) Takeover as CEO America in February 2021
3) RSU which will be granted in the second quarter of 2022 for the financial year 2021 are not included in the balance. According to the review of the compensation committee (last
review in 2021), all members of the board of directors and
the executive committee comply with the guideline of share-
holding; this also includes the transition period of the newly
elected or appointed members.
98
Report
Report of
of the
thestatutory
statutoryauditor
auditor
Opinion
In our opinion, the compensation report of Bossard Holding AG for the year ended December
to the General
GeneralMeeting
MeetingofofBossard
BossardHolding
HoldingAGAG 31, 2021 complies with Swiss law and articles 14–16 of the Ordinance.
Zug
Zug PricewaterhouseCoopers AG
We have audited the compensation report of Bossard Holding AG for the year ended December
We have audited the compensation report of Bossard Holding AG for the year ended December 31, 2021. The audit was
31, 2021. The audit was limited to the information according to articles 14–16 of the Ordinance
limited to the information according to articles 14–16 of the Ordinance against Excessive Compensation in Stock Exchange
against Excessive
Listed Companies Compensation
(Ordinance) contained ininthe
Stock
note Exchange Listed
5 on pages 77 to 81 ofCompanies (Ordinance)
the compensation report. contained in
the note 5 on pages 92 to 96 of the compensation report.
Board of Directors’ responsibility Thomas Wallmer Remo Waldispühl

The Board
Board ofofDirectors’
Directors is responsible for the preparation and overall fair presentation of the compensation report in accord-
responsibility
ance with Swiss law and the Ordinance against Excessive Compensation in Stock Exchange Listed Companies (Ordi- Audit expert Audit expert
nance). The Board of Directors is also responsible for designing the compensation system and defining individual compen- Auditor in charge
The Board of Directors is responsible for the preparation and overall fair presentation of the com-
sation packages.
pensation report in accordance with Swiss law and the Ordinance against Excessive Compensa-
tion in Stock Exchange Listed Companies (Ordinance). The Board of Directors is also responsible
Auditor’s responsibility
for designing the compensation system and defining individual compensation packages. Zurich, February 25, 2022
Our responsibility is to express an opinion on the compensation report. We conducted our audit in accordance with Swiss
Auditing Standards. Those standards require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether the compensation report complies with Swiss law and articles 14–16 of the Or-
dinance.
Our responsibility
An audit is to express
involves performing proceduresan to opinion onevidence
obtain audit the compensation report.
on the disclosures madeWe conducted
in the compensationour audit
report in
with
accordance with Swiss
regard to compensation, loansAuditing Standards.
and credits in accordanceThose standards
with articles 14–16 ofrequire that weThe
the Ordinance. comply withselected
procedures ethical
requirements and plan
depend on the auditor’s and perform
judgment, theassessment
including the audit to obtain reasonable
of the risks of material assurance
misstatementsabout whether there-
in the compensation
compensation report
port, whether due to fraud orcomplies
error. Thiswith
auditSwiss law and
also includes articles
evaluating the14–16 of the Ordinance.
reasonableness of the methods applied to value
components of compensation, as well as assessing the overall presentation of the compensation report.
An audit involves performing procedures to obtain audit evidence on the disclosures made in the
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
compensation report with regard to compensation, loans and credits in accordance with articles
14–16 of the Ordinance. The procedures selected depend on the auditor’s judgment, including
Opinion
the assessment of the risks of material misstatements in the compensation report, whether due to
fraud or error.
In our opinion, theThis audit also
compensation includes
report evaluating
of Bossard Holding AG the
for reasonableness of the31,
the year ended December methods applied
2021 complies with to
Swiss
value
law andcomponents ofthe
articles 14–16 of compensation,
Ordinance. as well as assessing the overall presentation of the compen-
sation report.
PricewaterhouseCoopers AG
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a PricewaterhouseCoopers AG, Birchstrasse 160, Postfach, CH-8050 Zürich, Switzerland
basis for our opinion. Telefon: +41 58 792 44 00, Telefax: +41 58 792 44 10, www.pwc.ch
PricewaterhouseCoopers AG is a member of the global PricewaterhouseCoopers network of firms, each of which is a separate and
independent legal entity.
Thomas Wallmer Remo Waldispühl

Audit expert Audit expert
Auditor in charge
99
Financial
Report
101 Financial Review 2021
Consolidated Financial Statements

103 Consolidated Balance Sheet
104 Consolidated Income Statement
105 Consolidated Statement of Changes in Equity
106 Consolidated Cash Flow Statement
107 Notes to the Consolidated Financial Statements
131 Report of the Statutory Auditor on the Consolidated
Financial Statements
Bossard Holding AG
135 Balance Sheet
136 Income Statement
137 Notes to the Financial Statements
140 Appropriation of Available Earnings
141 Report of the Statutory Auditor on the Financial
Statements
143 Investor Information

813 Mio.
100
AT A GLANCE
Most important figures

Net Sales EBIT margin
12.4 %
in CHF
813 Mio.
EBIT Net Income
98 million
in CHF in CHF
101
FINANCIAL REVIEW 2021
Robust profitability and new records

In a strong economic environment, the Bossard Strong recovery in Europe Robust profitability
Group generated sales of CHF 995.1 million in Sales in Europe increased by 23.1 percent to CHF 574.0 The global economic upturn led to capacity bottlenecks,
the financial year 2021 (prior year: CHF 812.8 million (in local currency: +22.1 percent). Among other rising raw material prices, and significantly higher freight
million), despite bottlenecks in the supply chains things, newly won customer projects in the focus markets rates. In spite of the considerable increase in procure-
and market uncertainties caused by the COVID-19 of railway vehicle construction and medical technology ment costs caused by these factors, gross profit grew dis-
pandemic. Sales growth amounted to 22.4 per- helped sustain positive demand. The acquisition of the proportionately in relation to sales.
cent (in local currency: +22.2 percent). Organi- Dutch company Jeveka B.V., consolidated since October 1,
cally, sales increased by 21.2 percent. EBIT was 2021, contributed to the gratifying sales performance. Sales and administration expenses increased by
CHF 123.3 million (prior year: CHF 86.4 million), Adjusted for acquisitions, annual sales totaled CHF 564.4 19.4 percent to CHF 193.8 million. In relation to sales,
a remarkable plus of 42.8 percent, resulting in
million. however, these costs fell to 19.5 percent from 20.0

an EBIT margin of 12.4 percent (prior year: 10.6 percent in the prior year. On the one hand, these expens-
percent). Net income grew by 44.7 percent to Broad-based growth in America es increased due to the steadily growing number of em-
CHF 98.0 million (prior year: CHF 67.8 million). Sales in America increased by 12.4 percent to CHF 226.2 ployees, which increased by 9.7 percent (organically:
The Group achieved new records in sales as well million (in local currency: +15.3 percent). Continued di- +4.9 percent) or 235 employees to a total of 2,657 full-
as in EBIT and net income. versification of the customer base, for example in the time equivalents. On the other hand, the increases are
electromobility sector, drove business performance. The associated with the normalization of business activities
The COVID-19 situation continued to cast uncertainty in completion of several exciting projects helped Bossard as well as our targeted investments in the organization as
all three market regions in the financial year 2021. At the solidify new long-term customer relationships. part of Strategy 200 and our digitalization initiatives.
same time, strong global demand continued to strain the
situation on the procurement market, resulting in further Focus on growth segments pays off in Asia In spite of the higher cost basis, the strong growth
price increases and longer delivery times. Thanks to our Continued strong growth throughout the year was resulted in a material increase in earnings. EBIT grew
sustained delivery capabilities, the Group benefited from recorded in Asia, where all regional companies posted by CHF 36.9 million to CHF 123.3 million, an increase of
strong global demand. The extent of the recovery is also double-digit growth rates. Especially Malaysia, India and 42.8 percent. The EBIT margin was 12.4 percent (prior
evident in the – in some cases significantly – double-digit Taiwan, as well as growth segments such as automation, year: 10.6 percent), reflecting a significant improvement
growth rates in all three market regions. The Group also robotics, and electronics, performed particularly well. in profitability after the challenging prior year.
solidified its competitive position in various markets and Overall sales increased by 34.0 percent to CHF 194.9
countries in 2021 by expanding its range of products and million (in local currency: +31.8 percent). The financial result amounted to CHF –1.3 million.
services and developing its infrastructures. Compared to last year, financial expenses decreased by
CHF 2.5 million. The decline was largely due to the posi-
tive effect of foreign currency valuations. Tax expenses
102
increased from CHF 14.5 million to CHF 23.3 million as a Despite high earnings, the equity ratio decreased from we will continue to focus on digitalization and increased
result of the significant increase in profit. The tax rate 50.3 percent in the prior year to 45.2 percent. The reason investments in growth initiatives in 2022. At the beginning
was 19.2 percent (prior year: 17.6 percent), mainly due to for this decline is that Bossard directly offsets the good- of the year, the purchasing manager indices continue to
the regional profit mix. will from acquisitions against equity. As a result of high point to expansive industry production, and from today’s
investment activity and accelerated growth, net debt in- perspective, procurement lead times will likely continue
Net income grew by 44.7 percent to a record CHF 98.0 creased from CHF 155.7 million in the prior year to to normalize in the course of the year.
million (prior year: CHF 67.8 million). At the annual gen- CHF 217.2 million. The gearing – the ratio of net debt to
eral meeting of shareholders, the board of directors will equity – rose slightly to 0.6 from 0.5 in the prior year. As communicated last year, Bossard is targeting an aver-
propose a dividend of CHF 5.10 per registered A share age organic growth rate of over 5 percent and an EBIT
(prior year: CHF 4.40), in line with our dividend policy of a While cash flow from operating activities before changes margin of 12 percent to 15 percent in the medium term
40 percent payout of net income. in net working capital increased by CHF 35.8 million to following a phase of increased investments. To achieve
CHF 126.0 million, cash flow from operating activities this, we will continue to rely on a strong balance sheet
Solid balance sheet in spite of higher net debt fell from CHF 91.6 million in the prior year to CHF 65.9 with an equity ratio of at least 40 percent and a payout ra-
Along with the Group’s investment activities, the above- million as a result of the strong increase in operating tio of approximately 40 percent of net income.
average growth let to an increase in total assets in 2021. net working capital. Cash flow from investment activities
Compared to the prior year, total assets increased by 20.5 increased from CHF 41.2 million in the prior year to CHF
percent to CHF 772.8 million. 92.3 million, mainly due to the acquisition of Jeveka B.V.
in October 2021 as well as higher investments in tangible
This increase is driven by higher customer receivables and intangible assets. While the Group had a positive free Stephan Zehnder
due to increased sales as well as higher inventory. While cash flow of CHF 50.4 million in the prior year, a negative CFO
the increase in receivables is in line with the sales growth, free cash flow of CHF 26.4 million resulted in 2021 be-
inventory grew at an above-average rate. Besides the cause of the significant growth and the investments Zug, February 25, 2022
higher sales volumes, this increase is due to higher raw made.
material prices and freight costs. Also, in light of the per-
sistent market uncertainties and longer delivery times, Outlook
we increased our inventory in order to ensure the best The uncertainties arising from the COVID-19 pandemic
possible delivery capability to our customers. Last but not continue to impact business development. Supply chain
least, the acquisition of Jeveka B.V. contributed to the in- challenges remain a major issue. Nonetheless, we are
crease in total assets as well. optimistic about the future. In addition to the market de-
velopment and the implementation of the Strategy 200,
103
BOSSARD GROUP
Consolidated balance sheet

in CHF 1,000 Notes 31.12.2021 31.12.2020 in CHF 1,000 Notes 31.12.2021 31.12.2020
Assets Liabilities and shareholders’ equity
Current assets Current liabilities
Cash and cash equivalents 1 34,108 40,676 Accounts payable, trade 77,200 49,870
Accounts receivable, trade 2 174,524 145,080 Other liabilities 19,007 20,328
Other receivables 5,717 3,462 Accrued expenses 45,436 28,502
Prepaid expenses 10,812 12,246 Tax liabilities 11,391 4,745
Inventories 3 338,296 251,772 Provisions 8 789 3,353
563,457 453,236 Short-term debts 9 86,554 67,652
240,377 174,450
Non-current assets
Property, plant and equipment 4 141,129 129,170 Non-current liabilities

Intangible assets 5 39,613 32,259 Long-term debts 10 164,776 128,679
Financial assets 6 7,671 5,404 Provisions 8 7,388 6,805
Deferred tax assets 7 20,906 21,239 Deferred tax liabilities 7 10,687 9,034
209,319 188,072 182,851 144,518
Total assets 772,776 641,308 Total liabilities 423,228 318,968
Shareholders’ equity
Share capital 11 40,000 40,000
Treasury shares 11 –4,242 –3,171
Capital reserves 75,165 72,860
Retained earnings 234,332 210,266
345,255 319,955
Non-controlling interest 4,293 2,385
Total shareholders’ equity 349,548 322,340
Total liabilities and shareholders’ equity 772,776 641,308
The notes on pages 107 to 130 are an integral part of the consolidated financial
statements.
104
BOSSARD GROUP
Consolidated income statement

in CHF 1,000 Notes 2021 2020
Net sales 12/13 995,148 812,792
Cost of goods sold –678,028 –564,062
Gross profit 317,120 248,730
Selling expenses –128,918 –109,692

Administrative expenses –64,876 –52,652
EBIT 123,326 86,386
Share of result from associated companies –620 –280

Financial result 17 –1,348 –3,870
Income before taxes 121,358 82,236
Income taxes 7 –23,341 –14,485

Net income 98,017 67,751
Attributable to:
Shareholders of Bossard Holding AG 96,374 67,055
Non-controlling interest 1,643 696
in CHF Notes 2021 2020

Earnings per registered A share 1) 18 12.53 8.73
Earnings per registered B share 1) 18 2.51 1.75
1) Earnings per share is based on the net income of the shareholders of Bossard Holding AG and the annual average number of out-
standing shares entitled to dividend. There is no dilution effect.
statements.
105
BOSSARD GROUP
Consolidated statement of changes in equity

Retained earnings
Translation Shareholders Non-controlling Shareholders'

in CHF 1,000 Issued share capital Treasury shares Capital reserves Retained earnings Goodwill offset differences Bossard interest equity
Balance at January 1, 2020 40,000 –2,571 72,477 615,014 –333,937 –89,460 301,523 3,001 304,524
Dividend –15,355 –15,355 –186 –15,541
Net income for the period 67,055 67,055 696 67,751
Management participation plan 1,093 1,093 1,093
Change in treasury shares –600 –710 –1,310 –1,310
Offset goodwill from acquisitions –16,599 –16,599 –16,599
Non-controlling interest from acquisitions 0 –749 –749
Translation differences –16,452 –16,452 –377 –16,829

Balance at December 31, 2020 40,000 –3,171 72,860 666,714 –350,536 –105,912 319,955 2,385 322,340
Balance at January 1, 2021 40,000 –3,171 72,860 666,714 –350,536 –105,912 319,955 2,385 322,340
Dividend –33,866 –33,866 –367 –34,233
Net income for the period 96,374 96,374 1,643 98,017
Management participation plan 1,141 1,141 1,141
Change in treasury shares –1,102 –718 –1,820 –1,820
Usage unissued treasury shares 31 1,882 1,913 1,913
Offset goodwill from acquisitions –34,777 –34,777 –34,777
Non-controlling interest from acquisitions –1,111 –1,111 636 –475
Translation differences –2,554 –2,554 –4 –2,558
Balance at December 31, 2021 40,000 –4,242 75,165 728,111 –385,313 –108,466 345,255 4,293 349,548
For details regarding share capital, please refer to note 11 on page 113 and
regarding the goodwill offset from acquisitions to note 21 on pages 117 to 118.
statements.
106
BOSSARD GROUP
Consolidated cash flow statement

in CHF 1,000 Notes 2021 2020 in CHF 1,000 Notes 2021 2020
Net income 98,017 67,751 Investments in property, plant and equipment 4 –24,265 –19,254
Share of result from associated companies 620 280 Proceeds from sales of property, plant and equipment 4 1,763 1,204
Income taxes 7 23,341 14,485 Investments in intangible assets 5 –11,024 –4,673
Financial income 17 –5,531 –4,745 Net cash flow from purchases of companies 19 –59,140 –11,620
Financial expenses 17 6,879 8,615 Cash flow from purchases of associated companies 19 - –8,002
Depreciation and amortization 4/5 22,578 19,477 Investments in financial assets 6 –793 –425
(Decrease)/Increase provisions 8 –1,936 526 Divestments of financial assets 6 1,148 1,618
Loss/(Gain) from disposals of property, plant and equipment 4 233 –175 Cash flow from investing activities –92,311 –41,152
Loss from disposals of intangible assets 5 64 12
Loss from disposals of companies 19 779 -
Interest received 357 306 Proceeds of short-term debts 9 19,051 16,982

Interest paid –3,293 –3,495 Proceeds/(Repayment) of long-term debts 10 36,279 –40,603
Taxes paid –19,114 –13,421 Purchase/Sale of treasury shares –1,102 –1,477
Increase management participation plan (part of equity) 1,141 1,093 Dividends paid to shareholders –33,866 –15,355
Other non-cash expenses/(income) 1,878 –469 Dividends paid to non-controlling interest –367 –186
Cash flow from operating activities before changes in net Cash flow from financing activities 19,995 –40,639
working capital 126,013 90,240
Translation differences –183 –1,780

Increase accounts receivable, trade –23,843 –12,047 Change in cash and cash equivalents –6,568 8,023
Decrease/(Increase) other current assets 706 –1,261 Cash and cash equivalents at January 1 40,676 32,653
(Increase)/Decrease inventories –81,722 16,529 Cash and cash equivalents at December 31 1 34,108 40,676
Increase/(Decrease) accounts payable, trade 26,076 –3,943
Increase other non-interest bearing liabilities 18,701 2,076
Cash flow from operating activities 65,931 91,594
statements.
107
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Scope of operations
Bossard Holding AG, Zug, Switzerland, a limited company subject to Swiss law, is the
parent company of all entities within the Bossard Group (hereinafter Bossard or Group).
Bossard is a leading distributor of fasteners of every kind and a provider of related engi-
neering and logistics services. The Group operates in three geographic regions, Europe,
America and Asia, and is one of the market leaders in its sector of industry.
Accounting principles of the consolidated financial statements

The consolidated financial statements of the Group are based on the financial state-
ments of the individual Group companies at December 31, 2021, prepared in accordance
with uniform accounting policies. The consolidated financial statements have been pre-
pared under the historical cost convention except for the revaluation of certain financial
assets and liabilities at market value, in accordance with full Swiss GAAP FER. They are
consistent with Swiss law and the listing rules of the SIX Swiss Exchange.
The consolidated financial statements were approved by the board of directors on

February 25, 2022 and will be recommended for approval at the annual general meeting
of shareholders.
The main principles of consolidation and valuation are detailed at the end of the notes to
the consolidated financial statements.
108
1. Cash and cash equivalents 3. Inventories

Interest Interest
in CHF 1,000 2021 rates in % 2020 rates in % in CHF 1,000 2021 2020
Cash on hand and at banks 34,093 0.0–2.0 39,978 0.0–1.5 Goods for trading/components 383,134 296,787
Short-term bank deposits 15 4.9–6.4 698 5.5–6.8 Value adjustments –44,838 –45,015
Total 34,108 40,676 Total 338,296 251,772
Value adjustments in % of inventory value 11.7 15.2
For details of movements in cash and cash equivalents please refer to the consolidated
cash flow statement (page 106).
2. Accounts receivable, trade
in CHF 1,000 2021 2020

Accounts receivable, trade gross 175,579 147,025
According to due date not due 162,777 137,254
30 days overdue 7,635 5,274
Notes receivable 3,316 2,071

Allowance for bad debts –4,371 –4,016
Total 174,524 145,080
109
4. Property, plant and equipment
Facilities under Land and Machinery Facilities under Land and Machinery
in CHF 1,000 construction buildings and equipment Others Total in CHF 1,000 construction buildings and equipment Others Total
Cost Cost
Balance at Jan. 1, 2021 18,889 129,546 124,476 9,150 282,061 Balance at Jan. 1, 2020 9,325 131,112 123,443 9,723 273,603
Additions 5,924 5,497 11,607 1,237 24,265 Additions 9,700 773 8,239 542 19,254
Changes in the scope of consolidation ‑ 5,900 1,346 382 7,628 Changes in the scope of consolidation - - - - -
Disposals ‑ –2,103 –10,491 –1,343 –13,937 Disposals - –538 –4,383 –919 –5,840
Reclass –18,972 16,610 2,362 ‑ ‑ Reclass - - - - -
Translation differences 276 –791 –503 –153 –1,171 Translation differences –136 –1,801 –2,823 –196 –4,956
Balance at Dec. 31, 2021 6,117 154,659 128,797 9,273 298,846 Balance at Dec. 31, 2020 18,889 129,546 124,476 9,150 282,061
Accumulated depreciation Accumulated depreciation

Balance at Jan. 1, 2021 0 58,454 88,058 6,379 152,891 Balance at Jan. 1, 2020 0 55,680 83,417 5,344 144,441
Depreciation ‑ 4,399 11,052 1,395 16,846 Depreciation - 3,712 10,186 1,733 15,631
Impairments ‑ 244 ‑ ‑ 244 Impairments - - - - -
Disposals ‑ –1,462 –9,254 –1,146 –11,862 Disposals - –367 –3,856 –588 –4,811
Translation differences ‑ –106 –206 –90 –402 Translation differences - –571 –1,689 –110 –2,370
Balance at Dec. 31, 2021 0 61,529 89,650 6,538 157,717 Balance at Dec. 31, 2020 0 58,454 88,058 6,379 152,891
Net book value 6,117 93,130 39,147 2,735 141,129 Net book value 18,889 71,092 36,418 2,771 129,170
110
5. Intangible assets
Software in Software in
in CHF 1,000 development Software Others Total in CHF 1,000 development Software Others Total
Cost Cost
Balance at Jan. 1, 2021 2,036 58,345 220 60,601 Balance at Jan. 1, 2020 24,643 32,102 427 57,172
Additions 9,018 2,006 ‑ 11,024 Additions 2,076 2,377 220 4,673
Changes in the scope of consolidation ‑ 1,965 ‑ 1,965 Changes in the scope of consolidation - - - -
Disposals ‑ –871 ‑ –871 Disposals - –746 –427 –1,173
Reclass –781 781 ‑ ‑ Reclass –24,683 24,683 - -
Translation differences –2 –307 ‑ –309 Translation differences - –71 - –71
Balance at Dec. 31, 2021 10,271 61,919 220 72,410 Balance at Dec. 31, 2020 2,036 58,345 220 60,601
Accumulated amortization Accumulated amortization

Balance at Jan. 1, 2021 0 28,323 19 28,342 Balance at Jan. 1, 2020 0 25,316 399 25,715
Amortization ‑ 5,444 44 5,488 Amortization - 3,799 47 3,846
Disposals ‑ –803 ‑ –803 Disposals - –734 –427 –1,161
Translation differences ‑ –230 ‑ –230 Translation differences - –58 - –58
Balance at Dec. 31, 2021 0 32,734 63 32,797 Balance at Dec. 31, 2020 0 28,323 19 28,342
Net book value 10,271 29,185 157 39,613 Net book value 2,036 30,022 201 32,259
In 2021, CHF 1.1 million self-generated intangible assets were capitalized

(2020: CHF 0.1 million).
111
6. Financial assets The Group’s average tax rate is the weighted average based on the various individual
Interest Interest results and the local tax rates.
in CHF 1,000 2021 rates in % 2020 rates in %
Loans and deposits to third parties 5,966 0.0–5.0 3,074 0.0–5.0
The deferred taxes consist of the following:
Investments in associated companies 1,670 2,295
Other financial assets 35 35 in CHF 1,000 Assets 2021 Liabilities 2021 Assets 2020 Liabilities 2020
Total 7,671 5,404 Accounts receivable 468 245 439 260
Inventories 7,343 2,909 6,358 2,726
Property, plant and equipment 337 2,377 332 1,668
7. Income taxes Intangible assets 8,446 1,303 10,211 1,012
Liabilities 4,312 3,853 3,899 3,368

The tax expenses are made up as follows: Total deferred taxes 20,906 10,687 21,239 9,034
Net 10,219 12,205
in CHF 1,000 2021 2020
Current taxes 21,740 13,669
The gross values of unused tax losses carried forward which have not been capitalized
Deferred taxes 1,601 816
Total 23,341 14,485
expire as follows:
Expiry of unused tax losses carried forward Within After
The effective tax rate on the Group’s profit differs from the average basic tax rate of the in CHF 1,000 5 years 5 years Total
various countries in which Bossard operates as follows: 2021 39 11,587 11,626

2020 206 12,568 12,774
in CHF 1,000 2021 2020
Income before taxes 121,358 82,236
This results in not capitalized deferred tax assets for unused tax losses carried forward
Weighted average tax rate in % 19.3 19.7
Tax expense at weighted average tax rate 23,410 16,240
of CHF 2.2 million (2020: CHF 2.5 million).
Non tax deductible expenses 856 449
Non-taxable income –248 –1,389
Expenses taxed at special rate 67 20
Unrecognized current year tax losses 155 217
Utilization unrecognized prior year tax losses –502 –261
Change in applicable tax rate 202 191
Others –599 –982
Tax expense at effective tax rate 23,341 14,485
Effective tax rate in % 19.2 17.6
112
8. Provisions
Pension and Management Pension and Management
other termination participation other termination participation
in CHF 1,000 benefits plan Others Total in CHF 1,000 benefits plan Others Total
Balance at Jan. 1, 2021 4,770 446 4,942 10,158 Balance at Jan. 1, 2020 4,666 456 4,929 10,051
Additions 708 595 852 2,155 Additions 287 267 1,699 2,253
Changes in the scope of consolidation ‑ ‑ 177 177 Changes in the scope of consolidation - - - -
Usage –81 –268 –1,619 –1,968 Usage –123 –255 –1,493 –1,871
Reversals –151 ‑ –1,980 –2,131 Reversals –14 - –88 –102
Translation differences –230 9 7 –214 Translation differences –46 –22 –105 –173
Balance at Dec. 31, 2021 5,016 782 2,379 8,177 Balance at Dec. 31, 2020 4,770 446 4,942 10,158
Thereof short-term 11 ‑ 778 789 Thereof short-term 2 - 3,351 3,353
Pension and other termination benefits include liabilities for pension and granted legal
benefits based on affiliation to the Group. 9. Short-term debts
Interest Interest
The provision management participation plan pertains to a long-term orientated pro- in CHF 1,000 2021 rates in % 2020 rates in %
gram which is offered by the Group to specified middle and top management person- Bank overdrafts 4,895 0.6–4.5 2,859 0.6–5.0
Bank loans 50,140 0.7–5.1 35,660 0.7–6.4
nel. The manager annually receives a defined sum which is converted into restricted
Personnel savings accounts 24,869 0.8 22,858 0.8–1.0
stock units of Bossard Holding AG registered A shares. This additional compensation
Others 1) 6,650 0.6–0.8 6,275 0.6–2.0
is locked up for three to five years.
Total 86,554 67,652
1) For details, please refer to note 24

Other provisions include CHF 1.2 million (2020: CHF 1.4 million) for assumed obliga-
tions for renovations related to the acquisition of KVT-Fastening. The personnel savings accounts correspond to savings of employees. The effective
weighted average interest rate on all borrowings was 1.1 percent (2020: 1.1 percent).
113
10. Long-term debts Treasury shares

Interest Interest
The treasury shares can be used especially for management participation plans, acqui-
in CHF 1,000 2021 rates in % 2020 rates in % sitions or other purposes in the interest of the Group.
Bank loans 141,404 0.5–1.2 112,747 0.5–1.2
Others 1) 23,372 0.5–12.0 15,932 0.5–12.0 2021 2020
Total 164,776 128,679 Number in CHF Number in CHF
1) For details, please refer to note 24 Balance at Jan. 1 308,691 3,170,816 304,640 2,571,271
Additions 93,408 24,382,760 104,950 14,857,586
Use of treasury stock - 1,901,090 - -
Disposals –101,195 –25,212,830 –100,899 –14,258,041
11. Share capital
Balance at Dec. 31 300,904 4,241,836 308,691 3,170,816

Par value Number Total
Details of share capital 2021/2020 in CHF of shares in CHF 1,000
Registered A shares 5 6,650,000 33,250
Average transaction price in CHF 2021 2020
Registered B shares 1 6,750,000 6,750
Additions 261.04 141.57
Total 40,000
Disposals management participation plans 284.34 153.67
Other disposals 260.78 145.30
300,904 registered A shares of CHF 5 par value are held by Bossard Holding AG and
have neither voting rights nor dividend entitlement.
The disposals contain 7,361 shares (2020: 7,535) for the restricted stock unit plan (RSU).
The consolidated reserves include non-distributable legal reserves of CHF 16 million
(2020: CHF 16 million). 9,037 registered A shares (2020: 10,529) are reserved for the management participa-
tion plan (RSU).
Dividend
At the upcoming annual general meeting of shareholders on April 11, 2022, the board
of directors of Bossard Holding AG will propose a dividend for the financial year 2021 of
CHF 5.10 (2020: CHF 4.40) per registered A share and CHF 1.02 (2020: CHF 0.88) per
registered B share.
114
12. Segment information 14. Personnel expenses
The Group and all its regional companies are operating internationally in the field of in CHF 1,000 2021 2020
industrial fastening technology. There are no separate segments as per Swiss GAAP Salaries and variable compensation 158,320 130,441
Social security expenses 23,797 21,422
FER 31. All the regional companies are managed based on a uniform business strategy.
Pension expenses 11,300 9,330
The core of Bossard’s strategy is a uniform business model with the same customer
Other personnel expenses 6,315 4,535
and product focus in the world’s major industrial regions. Bossard supplies industrial
Total 199,732 165,728
companies at their worldwide production sites with fastening technology products
and related services based on uniform quality standards using uniform operational
systems and processes. The board of directors and executive committee manage the The expense recognized for share-based compensation in the result for the period is
Group on the basis of the financial statements of the individual regional companies and CHF 1.7 million (2020: CHF 1.4 million).
the Group’s consolidated financial statement. Based on the number of regional compa-
nies, the CEO delegates the monitoring of the goals and their implementation in daily In 2021, the personnel expenses contain reductions due to governmental support in
operations to the remaining members of the executive committee, each of whom is one country in the amount of CHF 1.3 million (2020: CHF 6.9 million).
responsible for a different number of companies in the various regions.
15. Awarded restricted stock units

13. Sales by regions
Number of RSUs 2021 2020
Europe America Asia Group Balance at Jan. 1: Number of RSUs outstanding 33,263 35,094
in CHF million 2021 2020 2021 2020 2021 2020 2021 2020 Deliveries –8,986 –9,309
Sales 575.5 467.8 226.9 201.7 194.9 146.1 997.3 815.6 Allocations 4,377 8,320
Sales deductions –1.5 –1.6 –0.7 –0.5 –0.0 –0.7 –2.2 –2.8 Other changes –720 –842
Net sales 574.0 466.2 226.2 201.2 194.9 145.4 995.1 812.8 Balance at Dec. 31: Number of RSUs outstanding 27,934 33,263
115
16. Other operating expenses 18. Earnings per share
in CHF 1,000 2021 2020 2021 2020

Occupancy costs 17,017 15,896 Net income in CHF 1,000 96,374 67,055
Capital taxes, insurance and charges 4,102 3,408 Average number of shares entitled to dividend 1) 7,693,138 7,680,874
Other operating expenses 14,571 10,388 Earnings per registered A share in CHF 12.53 8.73
Total 35,690 29,692 Earnings per registered B share in CHF 2.51 1.75
1) Registered B shares adjusted to the nominal value of the registered A shares
17. Financial result

Earnings per share are calculated by dividing the net income attributable to Shareholders
in CHF 1,000 2021 2020 of Bossard Holding AG by the weighted average number of shares entitled to dividend
Financial income during the year. There is no dilution effect as there are no options or convertible bonds
Income from interests and securities 246 190
outstanding.
Income from non-consolidated investments 144 129
Exchange gains 5,141 4,426
Total 5,531 4,745
Financial expenses
Interest expenses 3,605 3,624
Exchange losses 3,274 4,991
Total 6,879 8,615
Total financial result 1,348 3,870
116
19. Acquisitions and disposals of subsidiaries and businesses In March and August 2021, purchase price adjustments were made for transactions
from 2019 in China and Germany. These adjustments resulted in a cumulative reduc-
Acquisitions 2021 tion of goodwill by CHF 0.3 million.
The following table shows the acquired assets and liabilities at their market value at
the acquisition date and the resulting goodwill. Disposals 2021
Market value
In October 2021, business and asset components from KVT-Fastening, Branch of
in CHF 1,000 at acquisition date Bossard AG, Switzerland, were sold cash neutral as part of an asset deal.
Cash and cash equivalents 1,001
Accounts receivable, trade 5,687
Other changes in the scope of consolidation 2021
Inventories 8,337
In 2021, the scope of consolidation changed as follows:

Other current assets 1,479
– Effilio AG, Switzerland (merger with Bossard Finance AG, Switzerland)
Non-current assets 9,824
Accounts payable, trade –1,340
Other current liabilities –2,220 Acquisitions 2020
Non-current liabilities –605 In January 2020, the investment in Bossard Norway AS, Norway, was increased from
Net assets acquired 22,163 60.0 percent to 100 percent. This investment led to a cash outflow of CHF 11.6 million
Goodwill 37,978 and a goodwill of CHF 10.9 million.
Total 60,141
Less acquired cash and cash equivalents –1,001 In April 2020, a purchase price adjustment was made for a previous year asset deal in
Cash flow from acquisitions 59,140
China. The reversals of a provision and of a deferred tax asset resulted in a reduction of
goodwill of CHF 0.2 million.
In 2021, the following companies were acquired:
– Normscrews Beheer B.V., Netherlands (October 2021) Acquisitions of associated companies 2020
– Jeveka B.V., Netherlands (October 2021) In November 2020, a share of 39.9 percent of MultiMaterial-Welding AG, Switzerland,
was acquired. This investment led to a cash outflow of CHF 8.0 million and a goodwill of
CHF 5.9 million.
117
Disposals 2020 21. Goodwill

No subsidiaries or associated companies were disposed.
The theoretical capitalization and amortization of goodwill would affect the consoli-
Other changes in the scope of consolidation 2020 dated financial statements as follows:
In 2020, the scope of consolidation changed as follows:
– KVT-Fastening Beteiligungs GmbH, Germany (merger with Bossard-KVT Theoretical movements in goodwill and effect on balance sheet
Beteiligungs GmbH, Germany)
– Arnold Management Delaware, LLC, USA (liquidation) in CHF 1,000 2021 2020
Equity incl. non-controlling interest 349,548 322,340
Equity ratio in % 45.2 50.3
20. Derivative financial instruments

Cost
Balance at Jan. 1 350,536 333,937
As of December 31, 2021, there were no open foreign exchange contracts or other de- Additions 37,978 16,599
rivative financial instruments (2020: none). Disposals –3,201 -
Balance at Dec. 31 385,313 350,536
Accumulated amortization
Balance at Jan. 1 301,177 285,589
Amortization 17,486 15,588
Disposals –2,885 -
Balance at Dec. 31 315,778 301,177
Theoretical net book value goodwill at Dec. 31 69,535 49,359
Theoretical equity incl. non-controlling interest and

net book value goodwill 419,083 371,699
Theoretical equity ratio in % 49.8 53.8
118
Effect on income statement
in CHF 1,000 2021 2020

EBIT without theoretical goodwill amortization 123,326 86,386
Theoretical goodwill amortization –17,486 –15,588
EBIT incl. theoretical goodwill amortization 105,840 70,798
Goodwill from acquisitions is converted into Swiss francs using the closing rate and
offset against equity at the acquisition date. As a result, no exchange differences arise
in the movement schedule. The theoretical, straight-line amortization period usually is

five years.
119
22. Pension benefit obligations Economic benefit/economic obligation and pension plan expenses:
The Group has various pension plans to which most of its Surplus/Deficit Change or
according to Economic share capitalized in Contributions Pension plan expenses
employees contribute. With the exception of companies in pension plans of the company financial year accrued in personnel expenses
in CHF 1,000 31.12.2021 31.12.2021 31.12.2020 2021 2021 2021 2020
Switzerland, the pension institution is responsible for
Patronage funds/pension institutions 3,376 - - - 594 594 275
providing coverage for retirement, survivors’ and disabili-
Pension institutions without surplus/deficit - - - - - - 5,276
ty benefits. The pension plan institution for the Swiss
Pension institutions with surplus 606 - - - 5,682 5,682 -
companies is an independent pension plan in accordance
Pension institutions with deficit - - - - - - -
with the Swiss federal law on occupational retirement, Pension institutions abroad - - - - 5,024 5,024 3,779
survivors’ and disability pension plans (BVG). The pension Total 3,982 - - - 11,300 11,300 9,330
plan institution uses the fundamentals BVG 2020 / gener-
ation table (2020: BVG 2015 / periodic table 2016). The ac-
tuarial interest rate is 1.50 percent (2020: 1.50 percent). The surplus in the patronage fund corresponds to the non-committed funds. The patronage fund may, at its own
In accordance with Swiss GAAP FER 26, the last available discretion, make contributions to the pension plan institution.
financial statements of the pension plan institution,
which has a balance sheet date not older than 12 months, Financing is through employer and employee contributions. The contributions are calculated as a percentage of the
serve as a basis for calculation. insured compensation.
There were no employer contribution reserves as of December 31, 2021 (2020: none).
120
23. Participations by the board of directors and the executive committee At December 31, the individual members of the executive committee held the following
numbers of awarded restricted stock units (RSUs):
At December 31, the individual members of the board of directors and of the executive
committee (including persons closely associated with them) held the following regis- 2021 3) 2020
tered A shares of Bossard Holding AG: Dr. Daniel Bossard CEO 1,243 1,544
Stephan Zehnder CFO 765 1,066
2021 2020
Beat Grob CEO Central Europe 765 1,066
Board of directors Dr. Frank Hilgers CEO Northern & Eastern Europe, CCO 765 1,066
Dr. Thomas Schmuckli Chair, Chair NC , ARCC

1) 2)
8,523 9,829 David Jones 1) CEO America - -
Patricia Heidtman Vice Chair, NC, CC 3)

650 500 Robert Ang CEO Asia 765 1,066
Dr. René Cotting Chair ARCC 2,400 2,250 Rolf Ritter 2) CSO 94 94
David Dean Representative of registered A shares, Chair CC 1,150 1,456 Total 4,397 5,902
Petra Maria Ehmann 4) NC, ARCC - -

Marcel Keller 4)
CC - - 2) Appointment as CSO as of May 1, 2021
3) RSU which will be granted in the second quarter of 2022 for the financial year 2021 are not included in the balance.
Martin Kühn ARCC 1,312 1,162
Prof. Dr. Stefan Michel NC, CC 1,054 904
Total 15,089 16,101
1) Nomination committee
2) Audit, risk & compliance committee
3) Compensation committee
Executive committee
Dr. Daniel Bossard CEO 5,363 7,062
Stephan Zehnder CFO 10,349 14,048
Beat Grob CEO Central Europe 12,701 37,400
Dr. Frank Hilgers CEO Northern & Eastern Europe, CCO 2,301 3,419
David Jones 1) CEO America - -
Robert Ang CEO Asia 12,793 13,492
Rolf Ritter 2) CSO - -
Total 43,507 75,421

121
24. Related party transactions 25. Lease and rental obligations
Kolin Holding AG, Zug, Switzerland, and Bossard Unternehmensstiftung, Zug, At December 31, future operating lease payments not recorded in the balance sheet
Switzerland, form a group of shareholders as defined in article 120seq. of Swiss amounted to:
Federal Act on Financial Market Infrastructures and Market Conduct in Securities
and Derivatives Trading (FMIA). They hold 56.3 percent (2020: 56.3 percent) of total Operating lease
commitments Due within Due within Due within Due within Due after
voting rights or 27.8 percent (2020: 27.9 percent) of the capital entitled to dividend. in CHF 1,000 1 year 2 years 3 years 4 years 4 years Total
Kolin Holding AG is wholly owned by the Bossard families. 2021 1,105 688 289 68 5 2,155
2020 1,186 738 454 70 4 2,452
The following related party transactions were undertaken:
Balance sheet positions as per year end Interest Interest

At December 31, future rental liabilities for office and warehouse premises
in CHF 1,000 2021 rates in % 2020 rates in % amounted to:
Deposits in the personnel savings accounts 9,322 0.8 7,894 0.8–1.0
Short-term loans from related parties 6,650 0.6–0.8 6,275 0.6–0.8 Long-term rental
liabilities Due within Due within Due within Due within Due after
Long-term loans from related parties 22,000 0.5 14,500 0.5 in CHF 1,000 1 year 2 years 3 years 4 years 4 years Total
2021 8,019 6,686 5,279 4,104 12,944 37,032
2020 7,996 5,946 5,402 4,320 16,320 39,984
In 2021, transactions took place during the year with Bossard Unternehmensstiftung,
Zug, Bossard Personalstiftung, Zug, and Bossard Finanzierungsstiftung, Zug, with an
interest expense of CHF 134,453.
In 2020, transactions took place during the year with Bossard Unternehmensstiftung,
Zug, Bossard Personalstiftung, Zug, and Bossard Finanzierungsstiftung, Zug, with an
interest expense of CHF 115,448.
122
26. Assets pledged or otherwise restricted
in CHF 1,000 2021 2020

Property, plant and equipment 4,404 9,952
Total 4,404 9,952
The pledged or restricted assets are used as collateral for outstanding bank and mort-
gage loans, which are not encumbered with any special conditions. After the repayment
of the credits, the assets are again freely available.
27. Contingent Liabilities
As of December 31, 2021 there were no contingent liabilities (2020: none).
28. Events occurring after balance sheet date
Between December 31, 2021 and the approval of the consolidated financial statements
by the board of directors, no major events occurred which would require additional dis-
closures or changes in the consolidated financial statements 2021.
123
29. List of group companies
Companies and branches Registered office Currency Capital in 1,000 Shareholding

Holding and finance companies
Switzerland Bossard Holding AG Zug CHF 40,000 100
Bossard Finance AG Zug CHF 100 100
England bigHead Fasteners Ltd Verwood GBP 1,847 42
Germany Bossard-KVT Beteiligungs GmbH Illerrieden EUR 25 100
Boysen Verwaltungs GmbH Munich EUR 25 100
Netherlands Normscrews Beheer B.V. Almere EUR 18 100
USA Bossard U.S. Holdings, Inc. Phoenix, AZ USD 40,000 100

Europe
Switzerland Bossard AG Zug CHF 12,000 100
3d-prototyp GmbH Dietikon CHF 20 100
Interfast AG Zug CHF 50 100
KVT-Fastening, Zweigniederlassung der Bossard AG Dietikon CHF - 100
Austria Bossard Austria Ges.m.b.H. Schwechat EUR 1,017 100
KVT-Fastening GmbH Linz EUR 509 100
Czech Rep. Bossard CZ s.r.o. Brno CZK 1,000 100
KVT-Fastening s.r.o. Brno CZK 200 100
Denmark Bossard Denmark A/S Hvidovre DKK 9,000 100
England bigHead Bonding Fasteners Ltd Verwood GBP 1.8 42
France Bossard France SAS Souffelweyersheim EUR 17,600 100
Germany Bossard Deutschland GmbH Illerrieden EUR 25 100
Boysen GmbH Munich EUR 1,050 100
BRUMA Schraub- und Drehtechnik GmbH Velbert EUR 110 100
KVT-Fastening GmbH Illerrieden EUR 100 100
Hungary KVT-Fastening Kft. Budapest HUF 3,000 100
Ireland Arnold Industries Cork DAC Cork EUR 0.2 95
Italy Bossard Italia S.r.l. Legnano EUR 100 100
Netherlands Jeveka B.V. Almere EUR 46 100
Norway Bossard Norway AS Oslo NOK 200 100
Poland Bossard Poland Sp. z o.o. Radom PLN 1,300 100
KVT-Fastening Sp. z o.o. Radom PLN 100 100 Continued on page 124
124
Companies and branches Registered office Currency Capital in 1,000 Shareholding

Romania KVT-Fastening S.R.L. Bucharest RON 0.2 100
Serbia KVT-Fastening d.o.o. Beograd Belgrade RSD 1,000 100
Slovakia KVT-Fastening spol. s.r.o. Bratislava EUR 5 100
Slovenia KVT-Fastening d.o.o. Ljubljana EUR 8.3 100
South Africa Bossard South Africa (Pty) Ltd Kempton Park ZAR - 100
Spain Bossard Spain SA Sant Cugat del Vallès EUR 745 100
Sweden Bossard Sweden AB Malmö SEK 400 100
America
Canada Bossard Canada, Inc. Montreal CAD - 100
Mexico Bossard de México, S.A. de C.V. Monterrey USD 755 100
Aero-Space Southwest Mexico, S. de R.L. de C.V. Guadalajara MXN 10 100

USA Bossard, Inc. Cedar Falls, IA USD 2,255 100
Bossard Aerospace, Inc. Phoenix, AZ USD 4.9 100
Bossard, LLC Canton, MA USD - 100
Boysen Aerospace U.S., Inc. Irving, TX USD 25 100
Asia/Oceania
Australia Bossard Australia Pty. Ltd Melbourne AUD 500 100
China Bossard Industrial Fasteners Int. Trading (Shanghai) Co. Ltd Shanghai RMB 25,676 100
Bossard Fastening Solutions (Shanghai) Co. Ltd Shanghai RMB 76,829 100
Bossard Fastening Solutions (Tianjin) Co. Ltd Tianjin RMB 68,102 100
India LPS Bossard Pvt. Ltd Rohtak INR 48,000 51
Malaysia Bossard (M) Sdn. Bhd. Penang MYR 8,500 100
Singapore Bossard Pte. Ltd Singapore SGD 15,600 100
South Korea Bossard (Korea) Ltd Cheonan KRW 3,500,000 100
Taiwan Bossard Ltd Taiwan Branch Taichung TWD - 100
Thailand Bossard (Thailand) Ltd Bangkok THB 45,000 100
Associated companies
Switzerland Ecoparts AG Hinwil CHF 270 30
MultiMaterial-Welding AG Biel/Bienne CHF 187 41
Austria PDi Digital GmbH Fernitz-Mellach EUR 35 30
As per December 31, 2021

125
30. Principles of consolidation Transactions with non-controlling interest which do not result in a change of the con-
The consolidated financial statements include the financial statements of Bossard solidation method are recognized directly in equity. The difference between the consid-
Holding AG as well as the domestic and foreign Group companies over which Bossard eration transferred and the corresponding non-controlling interest is recognized as
Holding AG exercises control. Group companies acquired during the year are included goodwill and is offset against the retained earnings in equity.
in the consolidated financial statements from the date on which control is obtained by
Bossard. Group companies are deconsolidated on the date Bossard ceases to have Associated companies
control. The uniform closing date for all Group companies included in the consolidated Associated companies are those in which Bossard Holding AG directly or indirectly
financial statements is December 31. holds an interest between 20 percent to 50 percent and exercises significant influence.
Capital consolidation is based on the purchase method. Intercompany receivables and Associated companies are accounted for using the equity method. Under the equity
liabilities as well as transactions and intercompany profits not yet realized through method, investments in associated companies are recognized at the proportionate
sales to third parties are eliminated. share of equity at the date of acquisition. The difference to the consideration trans-
ferred is recognized as goodwill and is offset against the retained earnings in equity at
Investments in subsidiaries the date of acquisition. Subsequently, the book value is adjusted to reflect the compa-
Subsidiaries are fully consolidated. These are companies over which Bossard Holding ny’s proportionate equity.
AG directly or indirectly exercises control. Control is the power to govern the financial
and operating policies of an entity so as to obtain benefits from its activities. Control is Non-controlling interest
presumed to exist when Bossard Holding AG directly or indirectly holds more than half Non-controlling interest of less than 20 percent and without any other form of control
of the voting rights of a company or is able to exercise control in another way. This does or significant influence is recognized at acquisition cost less any economically neces-
not apply if in exceptional circumstances it can be clearly demonstrated that such own- sary impairment.
ership does not constitute control. Under the full consolidation method, 100 percent of
assets, liabilities, income and expenses are included. The interests of minority share- Foreign currency translation
holders in equity and net income or loss are shown separately in the balance sheet and The consolidated financial statements are presented in Swiss francs (CHF). The finan-
income statement. cial statements of the Group companies are prepared in their respective local currency.
Transactions in foreign currencies are translated at the exchange rate on the day of the
In accordance with Swiss GAAP FER 30 “Consolidated financial statements,” goodwill transaction. Exchange differences resulting from adjustments of foreign exchange bal-
from acquisitions is converted into Swiss francs using the closing rate and is offset ances at the balance sheet date are recognized as exchange gains or losses in the in-
against equity at the date of acquisition. Goodwill represents the excess of the consid- come statements of the Group companies and are included in the consolidated net in-
eration transferred over the proportionate share of the revalued net assets of an ac- come.
quired company at the date of acquisition.
126
For the consolidated financial statements, the financial statements of the Group com- Inventories
panies that report in a foreign currency are translated into Swiss francs as follows: bal- Goods for trading are recognized at average acquisition cost. Should the net realizable
ance sheet items at year-end exchange rates, equity at historical rates, and items of value be lower, a corresponding value adjustment is made. Acquisition cost include the
the income statement at the average exchange rate for the year. Any translation differ- product purchase price and delivery cost (freight, customs duties, etc.). Cash discounts
ences and exchange differences arising from intercompany loans with equity character are treated as reductions of the acquisition cost. Inventories that lack marketability or
are recognized in the Group’s consolidated equity. have low turnover, are written down to the estimated market value less cost to sell.
The following principal exchange rates were applied: Property, plant and equipment
Land is stated at cost and generally not depreciated. Buildings, machinery and equip-
31.12.2021 01.01.2021– 31.12.2020 01.01.2020– ment, office machines and furniture as well as vehicles are stated at cost less econom-
Year-end 31.12.2021 Year-end 31.12.2020
exchange rate Average exchange rate exchange rate Average exchange rate ically necessary depreciation and impairment. Assets are depreciated on a straight-
1 EUR 1.04 1.08 1.08 1.07 line basis over their estimated useful lives:
1 USD 0.91 0.91 0.88 0.94
100 DKK 13.93 14.54 14.53 14.36
Buildings 30–40 years
100 RMB 14.30 14.17 13.55 13.60
Machinery and equipment 5–20 years
100 INR 1.23 1.24 1.21 1.27
Office machines and furniture 3–10 years
Vehicles 4–10 years
31. Accounting and valuation principles

Leasehold improvements are depreciated over the shorter of useful life or lease term.
Cash and cash equivalents Repair and maintenance costs which do not increase the value or useful life of an asset
Cash and cash equivalents comprise cash on hand and at banks, time deposits, and are charged directly as an expense. Expenditures which increase the useful life of an
other short-term highly liquid investments with original maturities of up to three asset are capitalized. Fixed assets no longer in use or sold are removed from the as-
months. Cash and cash equivalents are recognized at nominal value. sets at acquisition cost minus the related accumulated depreciation. Any gains or loss-
es arising from the disposal of fixed assets are recognized in the income statement
Accounts receivable, trade
Accounts receivable are stated at the invoiced amount less allowances. The allowance
for doubtful accounts is based on the maturity structure and identifiable credit risks.
127
Leasing recognized under current liabilities. Derivative financial instruments held for hedging
Leases of assets under which significant risks and rewards of ownership are effectively purposes are valued at the same valuation principles as the underlying hedged item.
retained by the lessor are classified as operating leases, and payments are recognized
as an expense on a straight-line basis over the lease term. Liabilities
Liabilities are recognized at nominal value.
Intangible assets – Software
Costs arising from the development of computer software (purchased or self-generat- Provisions
ed) are capitalized, provided such costs are clearly associated with an identifiable and A provision is recognized if the Group has a probable obligation that is based on a past
business-related computer program, can be reliably determined, and lead to measur- event and its amount and/or its due date is uncertain but can be estimated.
able benefits over several years. Computer software is amortized on a straight-line

basis over its estimated useful life, up to a maximum of 15 years. Contingent liabilities
Contingent liabilities are valued at the balance sheet date. A provision is made if an
Intangible assets – Others outflow of funds without a simultaneously usable inflow of funds is both probable and
This item includes rights. Rights are amortized on a straight-line basis over their esti- estimable.
mated useful life, up to a maximum of ten years.
Financial debts
Financial assets Financial debts are recognized at nominal value. They are classified as current liabili-
Financial assets comprise both non-consolidated investments and long-term loans. ties unless the Group can defer the settlement of the liability for at least twelve months
They are recognized at acquisition cost less economically necessary value adjustments. after the balance sheet date.
Fair value changes are recognized in the income statement in the period in which they
arise. Treasury shares
Treasury shares are recognized at acquisition cost and presented as a deduction from
Impairment equity. Any gains and losses arising from transactions with treasury shares are recog-
The recoverability of non-current assets is determined at the balance sheet date. Im- nized in the capital reserves.
pairment losses are recognized in the income statement.
Derivative financial instruments

Financial instruments are recognized in the balance sheet at fair value. Assets from
derivatives are recognized under financial assets and liabilities from derivatives are
128
Share-based compensation Pension benefit obligations

There is a share purchase plan for the board of directors and the executive committee, Bossard operates a number of pension plans in accordance with the legal require-
and they are required, or may elect, to draw part of their total compensation in shares. ments in the individual countries. Their assets are generally held in autonomous pen-
The shares are made available at market price. The market value is always determined sion institutions or in statutory occupational pension plans. The pension plans are
in February and is based on the average closing price over the last ten trading days in funded by employee and employer contributions. Pension plans are accounted for in
February. accordance with Swiss GAAP FER 16.
There is a restricted stock unit plan (RSU) in place for the members of the manage- Any actual economic impacts of pension plans on the Group are calculated at the bal-
ment. The eligible participants annually receive a defined sum which is converted into ance sheet date. An economic benefit from a surplus is recognized as an asset provided
RSUs on Bossard Holding AG registered A shares. The conversion is performed at mar- this is admissible and the surplus can be used to decrease the Group’s future contribu-
ket value and is based on the average closing price over the last ten trading days in No- tions to its pension plans. An economic obligation is recognized if the criteria for recog-
vember. The stock options (RSUs) are subject to a vesting period of three to five years. nizing a provision are met. Contributions by Group companies to pension plans are rec-
After three years, yearly one-third of the allocated RSUs is passed on to the manager ognized in the income statement in the year in which they occur.
provided as long as she or he is employed at the time of the vesting. After the last con-
tractual working day, all remaining stock options (RSUs) forfeit immediately. Net sales and revenue recognition
There is an equivalent restricted stock unit plan (RSU) in place for the members of the Revenue is recognized at fair value and represents the amount receivable for goods
executive committee. However, the condition for grant is linked to the implementation sold and services provided, net of sales-related taxes and revenue deductions. Revenue
of the Group’s strategic initiatives of the prior financial year. This evaluation takes place deductions include all positions that are directly related to the corresponding sales,
in the second quarter and thus represents the beginning of the vesting period. The con- such as discounts, losses on receivables and exchange rate differences. Revenue is
version is carried out at market value and is based on the average share price over the recognized when the goods and services have been supplied or provided.
last ten trading days in December.
The share-based compensation is valued at present value when granted and is recog- Income taxes
nized over the vesting period as personnel costs and as equity (instruments with equity All taxes are accrued irrespective of when such taxes are due. Deferred income taxes
compensation) or liability (instruments with cash compensation). If no cash settlement are recognized according to the “liability method” for temporary differences arising be-
is planned, no subsequent valuation is made unless the terms of exercise and purchase tween the tax base of assets and liabilities and their carrying values determined in ac-
are amended. The subsequent valuation is based on the closing price for the share of cordance with Swiss GAAP FER.
the last trading day of the financial year. No dilution effect results because no addition- Deferred tax assets on temporary differences are only capitalized if it is probable that
al shares have been issued. they can be realized in the future through sufficient taxable profits. Deferred taxes are
calculated using the expected applicable local tax rates. Bossard does not recognize
deferred tax assets on tax losses carried forward. The value of such tax assets is rec-
ognized only when realized.
129
No deferred taxes are recognized for taxes on future distributions of profits of subsid- 32. Risk management
iaries, provided that no distribution is intended in the foreseeable future and Bossard is Risk management is used to analyze and evaluate all the processes for identifying and
able to control its timing. assessing the Group’s risks. The results are summarized in a report to the board of di-
rectors and the executive committee.
Related parties
A party is related to the Group if it directly or indirectly controls, is controlled by, or is Financial risk management
under common control with Bossard, has an interest in Bossard that gives it significant Within the scope of its international operations, Bossard is exposed to various financial
influence over the Group, has joint control over the Group (board of directors and exec- risks arising from its business activities, but also from the Group’s financial activities.
utive committee) or is an associate or a joint venture of the Group. In addition, mem- The Group’s main financial risks include foreign exchange and interest rate fluctua-
bers of the key management personnel of Bossard as well as pension plans are also tions as well as the credit worthiness and solvency of the Group’s counter parties.
considered related parties. The board of directors and the executive committee define the principles governing the
Group’s financial risk management with regard to exchange rate, interest rate, credit,
Accounting estimates and assumptions liquidity and capital risks. The aim is, where necessary, to hedge against the financial
Preparing the financial statements in accordance with Swiss GAAP FER requires the risks listed previously and thus to minimize any negative impact on the consolidated
board of directors and the executive committee to make estimates and assumptions result as well as on the Group’s performance.
which can have an impact on the recognized assets, liabilities, contingent liabilities and The Group may, where appropriate, hedge individual financial risks using financial in-
contingent assets at the time of preparation as well as income and expenses for the re- struments such as derivatives. However, these must be linked to the Group’s opera-
porting period. These estimates are based on the board of directors’ and the executive tions. The Group has comprehensive insurance coverage to protect itself against other
committee’s best knowledge and belief of current and future activities of the Group. risks.
The actual results may deviate from these estimates.
130
Foreign currency risk limited due to the fact that the Group’s customer base is composed of numerous cus-
Given its international operations, the Group is exposed to exchange rate fluctuations tomers with a wide geographical distribution. Short-term bank accounts and deposits
which have an impact on the Group’s financial position and result of operations pre- are held at banks with high credit ratings.
sented in Swiss francs. The Group continuously monitors its currency risks and, if nec-
essary, hedges against them. The Group’s currency risks are essentially limited to the Liquidity risk
Euro and the US dollar. Transactions in the individual Group companies are predomi- One aspect of judicious risk management is ensuring that an appropriate amount of
nantly conducted in their respective local currencies. Consequently, the currency risks committed credit facilities as well as the possibility of refinancing are available. To
for ongoing operations can be considered as low. In some Group companies, however, ensure that the company is invariably solvent and financially flexible, a liquidity reserve
foreign currency risks exist in connection with payments outside their local currency, has been established in the form of credit limits and cash on hand. Optimal liquidity
mainly with regard to payments to suppliers. Where necessary, parts of these foreign control is achieved through cash pooling.
currency risks are hedged through foreign exchange contracts. The net assets of for-
eign subsidiaries are exposed to exchange rate risk. Such risks are partly hedged by Capital risk
financing in the respective foreign currency and, where necessary, through foreign To minimize its capital risk, the Group ensures that the continuation of its operating
exchange contracts of up to a maximum of twelve months. activities is guaranteed and that an appropriate return can be generated for its share-
holders. To achieve this, the Group may, if necessary, adjust dividend payments, pay
Interest rate risk back capital to shareholders, issue new shares or sell assets.
Changes in interest rates can negatively affect the Group’s financial position and result The Group monitors its capital structure on the basis of its equity ratio. The equity ratio
of operations and thus lead to changes in interest income and expense. Financing and measures equity as a percentage of total assets.
related interest rate conditions are handled centrally by the Group’s corporate treasury.
In certain market situations, the Group can employ interest hedge transactions to pro-
tect itself against interest rate fluctuations, or it can convert part of the financing re-
quirements into loans with fixed interest rates.
Credit risk
Credit risks can arise if, in a transaction, the counter party is either not willing or not
able to meet its payment obligations. The credit loss risk for accounts receivable is
minimized through credit limits, credit worthiness checks, where possible, and by an
efficient system for managing receivables. Given the Group’s monthly reporting system,
continual monitoring of overdue payments is ensured. Accounts receivable are recog-
nized after deduction of allowances for bad debts. The danger of risk concentration is
In our opinion, the consolidated financial statements (pages 100 to 130) give a true and fair view of the consolidated
131
04 At a glance 06 Report to the shareholders 10 Company 19 Sustainability 48 financial position 80
Corporate Governance of the Group as at December
Compensation 31, 2021
Report and its consolidated
99 Financial Report financial performance and its consolidated
cash flows for the year then ended in accordance with Swiss GAAP FER and comply with Swiss law.
Basis for opinion

We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Our responsibilities under those
provisions and standards are further described in the “Auditor’s responsibilities for the audit of the consolidated financial
statements” section of our report.
We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss au-
dit profession and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe
that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Report
Report of
of the
thestatutory
statutoryauditor
auditor
Our audit approach
Our audit approach
Overview
to the General
GeneralMeeting
MeetingofofBossard
BossardHolding
HoldingAGAG Overview Overall Group materiality: CHF 4,100,000
Overall Group materiality: CHF 6,000,000
Zug
Zug We concluded full scope audit work at twelve Group companies in six coun-
tries. Our audit
We concluded scope addressed
full scope audit work76%atoften
theGroup
sales and 87% of the assets
companies in six of the
Group.
countries. Our audit scope addressed 74% of the sales and 88% of
the assets of the Group.
Additionally, we concluded a review at a further Group company in one coun-
Report on the
We have audited the audit ofreport
compensation theof consolidated
Bossard Holding AG forfinancial
the year endedstatements
December 31, 2021. The audit was try, which addressed an additional 3% of the sales and 3% of the assets of the
limited to the information according to articles 14–16 of the Ordinance against Excessive Compensation in Stock Exchange Group. we concluded reviews at a further four Group compa-
Additionally,
Listed Companies (Ordinance) contained in the note 5 on pages 77 to 81 of the compensation report.
nies in two countries, which addressed an additional 3% of the sales
Opinion
and 1%Asofkey
theaudit matter
assets ofthe
thefollowing
Group.area of focus has been identified:
Board of Directors’ responsibility Valuation of inventories

We have audited the consolidated financial statements of Bossard Holding AG and its subsidiar-
The Board of Directors is responsible for the preparation and overall fair presentation of the compensation report in accord- As key audit matter the following area of focus has been identified:
ies (the Group), which comprise the consolidated balance sheet as at December 31, 2021 and
ance with Swiss law and the Ordinance against Excessive Compensation in Stock Exchange Listed Companies (Ordi-
the consolidated
nance). The Board of income
Directors statement, consolidated
is also responsible statement
for designing of changes
the compensation system in equity
and and
defining consolidat-
individual compen- Valuation of inventories
ed cash
sation flow statement for the year then ended, and notes to the consolidated financial state-
packages.
ments, including a summary of significant accounting policies.
In our opinion, the consolidated financial statements (pages 103 to 130) give a true and fair view
Our responsibility is to express an opinion on the compensation report. We conducted our audit in accordance with Swiss
of the consolidated financial position of the Group as at December 31, 2021 and its consolidated
Auditing Standards. Those standards require that we comply with ethical requirements and plan and perform the audit to
financial performance
obtain reasonable assuranceand itswhether
about consolidated cash flows
the compensation for
report the year
complies withthen
Swissended
law andin accordance
articles 14–16 of the Or-
with Swiss GAAP FER and comply with Swiss law.
dinance. Materiality
An audit involves performing procedures to obtain audit evidence on the disclosures made in the compensation report with
The scope of our audit was influenced by our application of materiality. Our audit opinion aims to
Basis for
regard to opinion loans and credits in accordance with articles 14–16 of the Ordinance. The procedures selected
compensation, PricewaterhouseCoopers AG, Birchstrasse 160, Postfach, CH-8050 Zürich, Switzerland
depend on the auditor’s judgment, including the assessment of the risks of material misstatements in the compensation re-
provide
Telefon: reasonable
+41 58 792 44assurance
00, Telefax:that +41 58 the792consolidated
44 10, www.pwc.chfinancial statements are free from material
port, whether due to fraud or error. This audit also includes evaluating the reasonableness of the methods applied to value misstatement. Misstatements may arise due to fraud or error. They are considered material if,
We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Our
components of compensation, as well as assessing the overall presentation of the compensation report. individually or inAGaggregate,
PricewaterhouseCoopers is a member of thethey could reasonably
global PricewaterhouseCoopers beof firms,
network expected toisinfluence
each of which the economic
a separate and independent legal entity. deci-
responsibilities under those provisions and standards are further described in the “Auditor’s
sions of users taken on the basis of the consolidated financial statements.
responsibilities for the audit of the consolidated financial statements” section of our report.
Based on our professional judgement, we determined certain quantitative thresholds for material-
We are independent of the Group in accordance with the provisions of Swiss law and the re-
Opinion ity, including the overall Group materiality for the consolidated financial statements as a whole as
quirements of the Swiss audit profession and we have fulfilled our other ethical responsibilities
In our opinion, the with
compensation report of BossardWe
Holding AG for the the
year audit
ended evidence
December 31, set out in the table below. These, together with qualitative considerations, helped us to determine
in accordance these requirements. believe that we2021
havecomplies with is
obtained Swiss
law and articles 14–16 of the Ordinance. the scope of our audit and the nature, timing and extent of our audit procedures and to evaluate
sufficient and appropriate to provide a basis for our opinion.
the effect of misstatements, both individually and in aggregate, on the consolidated financial
PricewaterhouseCoopers AG statements as a whole.


Auditor in charge
132
Report on key audit matters based on the circular 1/2015 of the Federal Audit Oversight
Overall Group materiality CHF 6,000,000
Authority
Benchmark applied Profit before tax
Rationale for the materiality We chose profit before tax as the benchmark because, in Key audit matters are those matters that, in our professional judgement, were of most signifi-
benchmark applied our view, it is the benchmark against which the performance cance in our audit of the consolidated financial statements of the current period. These matters
of the Group is most commonly measured, and it is a gene- were addressed in the context of our audit of the consolidated financial statements as a whole,
rally accepted benchmark for materiality considerations and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
We agreed with the Audit, Risk & Compliance Committee that we would report to them misstate-
ments above CHF 600,000 identified during our audit as well as any misstatements below that
amount which, in our view, warranted reporting for qualitative reasons.
Audit scope
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the consolidated financial statements as a whole, taking into account the structure of
the Group, the accounting processes and controls, and the industry in which the Group oper-
ates.
The audit strategy for the audit of the consolidated financial statements was determined consid-
ering the work performed by the Group auditor and the component auditors in the PwC network.
All significant subsidiaries of the Group were audited by PwC. Where audits were performed by
component auditors, we ensured that, as Group auditor, we were sufficiently involved in the audit
in order to assess whether sufficient appropriate audit evidence was obtained from the work of
the component auditors to provide a basis for our opinion. The involvement of the Group auditor
included video call conferences with the component auditors, an investigation of the risk analysis
and participating in the audit discussions of group companies subject to full scope audits, at
which the local management, the local auditor and Group representatives took part.
133
Valuation of inventorie
Key audit matter How our audit addressed the key audit matter
Inventories amount to CHF 338.3 million (after deduction We performed the following audit procedures to assess the appropriateness of the valuation of the inventories:
of a value adjustment of CHF 44.8 million) as of Decem-
ber 31, 2021 and are thus the largest asset category, • We gathered an understanding of the process of the valuation of inventories and tested selected internal controls in that
representing around 44% of total assets. process cycle.
Inventories are stated at the lower of acquisition cost and • We checked on a sample basis the acquisition costs used for valuation purposes against the latest purchase prices. Addition-
net realisable value (lower of cost or market principle). ally, by reference to sales prices achieved in the year, we checked on a sample basis compliance with the lower of cost or
market principle.
We consider the valuation of inventories as a key audit

matter due to the amount they represent on the balance • We noted that the method for determining writedowns of inventories was applied consistently.
sheet and the significant scope for judgement involved in
determining the writedowns required on obsolescent or • For obsolescent or slowmoving inventories, we discussed with Management the assumptions applied in calculating the
slowmoving products. required writedowns and assessed these assumptions. In doing so, we paid particular attention to changes in writedowns for
each category of product or of writedowns compared with the prior year. We also considered the experience of significant
Please refer to page 108 (3 Inventories) and page 126 unforeseen product writedowns or writeoffs in previous years.
(31 Accounting and valuation principles) and in the annual
report. • We tested on a sample basis the computational accuracy and completeness of the calculation of the writedowns.
• We discussed with Management and the Audit, Risk & Compliance Committee the results of our work and any movements in
the writedowns.
On the basis of the audit procedures performed, we have addressed the risk of an incorrect valuation of the inventories. We have
no findings to report.
134
Report on other legal and regulatory requirements

Responsibilities of the Board of Directors for the consolidated financial statements
In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we
The Board of Directors is responsible for the preparation of the consolidated financial statements confirm that an internal control system exists which has been designed for the preparation of
that give a true and fair view in accordance with Swiss GAAP FER and the provisions of Swiss consolidated financial statements according to the instructions of the Board of Directors.
law, and for such internal control as the Board of Directors determines is necessary to enable
the preparation of consolidated financial statements that are free from material misstatement, We recommend that the consolidated financial statements submitted to you be approved.
whether due to fraud or error.
In preparing the consolidated financial statements, the Board of Directors is responsible for
assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless the Board of
Directors either intends to liquidate the Group or to cease operations, or has no realistic alterna-
tive but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements Thomas Wallmer Remo Waldispühl
Our objectives are to obtain reasonable assurance about whether the consolidated financial Audit expert Audit expert
statements as a whole are free from material misstatement, whether due to fraud or error, and to Auditor in charge
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of as-
surance, but is not a guarantee that an audit conducted in accordance with Swiss law and Swiss
Auditing Standards will always detect a material misstatement when it exists. Misstatements can Zurich, February 25, 2022
arise from fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users taken on the basis of
these consolidated financial statements.
A further description of our responsibilities for the audit of the consolidated financial statements
is located at the website of EXPERTsuisse: http://expertsuisse.ch/en/audit-report-for-public-com-
panies. This description forms part of our auditor’s report.
PricewaterhouseCoopers AG, Birchstrasse 160, Postfach, CH-8050 Zürich, Switzerland

Telefon: +41 58 792 44 00, Telefax: +41 58 792 44 10, www.pwc.ch
PricewaterhouseCoopers AG is a member of the global PricewaterhouseCoopers network of firms, each of which is a separate and
independent legal entity.
135
BOSSARD HOLDING AG
Balance sheet
in CHF Notes 31.12.2021 31.12.2020 in CHF Notes 31.12.2021 31.12.2020

Assets Liabilities and shareholders’ equity
Current assets Current liabilities
Cash and cash equivalents 1,801,600 2,063,438 Other current liabilities to third parties 84,114 27,338
Other receivables 1 1,637,867 1,067,734 Accrued expenses 437,192 1,054,092
Prepaid expenses 44,060 48,375 521,306 1,081,430
3,483,527 3,179,547 Total liabilities 521,306 1,081,430
Non-current assets Shareholders’ equity

Financial assets 2 36,342,668 40,609,304 Share capital 40,000,000 40,000,000
Investments 3 118,023,215 118,023,215 Legal reserve

154,365,883 158,632,519 Reserves from capital contributions 15,701,654 13,819,386
Total assets 157,849,410 161,812,066 Other legal reserves 2,049,686 2,049,686
Statutory retained earnings
General statutory retained earnings 16,000,000 16,000,000
Other reserves 34,111,700 34,111,700
Retained earnings
Profit brought forward 24,054,438 23,779,316
Profit for the current year 29,652,462 34,141,364
Treasury shares 4 –4,241,836 –3,170,816
Total shareholders’ equity 157,328,104 160,730,636
Total liabilities and shareholders’ equity 157,849,410 161,812,066
136
BOSSARD HOLDING AG
Income statement
in CHF Notes 2021 2020

Income
Dividend income 30,000,000 35,000,000
Other operating income 300,000 300,000
Expenses
Personnel expenses 8 –1,577,649 –1,527,399
Other operating expenses –531,604 – 555,884
Other financial income 1,687,948 898,912

Financial expenses –69,784 –75,532
Income before taxes 29,808,911 34,040,097
Taxes –156,449 101,267

Net income 29,652,462 34,141,364
137
BOSSARD HOLDING AG
Notes to the financial statements

Accounting principles applied in the preparation of the financial statements Foreign currencies
Monetary and non-monetary items in foreign currency are translated into Swiss francs
General at the following exchange rates:
The financial statements of Bossard Holding AG, Zug, were prepared in accord-
ance with the Swiss Code of Obligations and under the financial reporting law (Title 32 31.12.2021 31.12.2020
Year-end Year-end
of the Swiss Code of Obligations). exchange rate exchange rate
EUR 1.04 1.08
Financial assets
Financial assets include non-current loans. Loans in foreign currency are translated Information and explanations relating to items in the balance sheet and in the income
into Swiss francs at year-end rate. Unrealized translation losses are recognized in the statement
income statement, whereas unrealized translation gains remain unrecognized (princi-
ple of imparity). 1. Other receivables
Investments in CHF 2021 2020
Investments are measured at cost at the time of recognition. Investments are valued To subsidiaries 1,637,867 1,067,734
Total 1,637,867 1,067,734
individually if they are material and are not usually grouped together because of their
similarity for the valuation.
Treasury shares 2. Financial assets

Treasury shares are measured at cost at the time of recognition and are disclosed as a
negative item in the shareholders‘ equity. Gains and losses arising from disposal of in CHF 2021 2020
treasury shares are recognized in the income statement as financial income or finan- To subsidiaries 36,342,668 40,609,304
cial expenses. Total 36,342,668 40,609,304

138
3. Investments
2021 2020 2021 2020
Name, legal form, registered office Capital Votes Capital Votes Name, legal form, registered office Capital Votes Capital Votes
Direct investments Bossard Poland Sp. z o.o., Radom 100 % 100 % 100 % 100 %
Bossard Finance AG, Zug 100 % 100 % 100 % 100 % KVT-Fastening Sp. z o.o., Radom 100 % 100 % 100 % 100 %
KVT-Fastening S.R.L., Bucharest 100 % 100 % 100 % 100 %
Indirect investments KVT-Fastening d.o.o. Beograd, Belgrade 100 % 100 % 100 % 100 %
bigHead Fasteners Ltd, Verwood 42 % 42 % 42 % 42 % KVT-Fastening spol. s.r.o., Bratislava 100 % 100 % 100 % 100 %
Bossard-KVT Beteiligungs GmbH, Illerrieden 100 % 100 % 100 % 100 % KVT-Fastening d.o.o., Ljubljana 100 % 100 % 100 % 100 %
Boysen Verwaltungs GmbH, Munich 100 % 100 % 100 % 100 % Bossard South Africa (Pty) Ltd, Kempton Park 100 % 100 % 100 % 100 %
Normscrews Beheer B.V., Almere 100 % 100 % - - Bossard Spain SA, Sant Cugat del Vallès 100 % 100 % 100 % 100 %
Bossard U.S. Holdings, Inc., Phoenix 100 % 100 % 100 % 100 % Bossard Sweden AB, Malmö 100 % 100 % 100 % 100 %
Bossard AG, Zug 100 % 100 % 100 % 100 % Bossard Canada, Inc., Montreal 100 % 100 % 100 % 100 %
3d-prototyp GmbH, Dietikon 100 % 100 % 49 % 49 % Bossard de México, S.A. de C.V., Monterrey 100 % 100 % 100 % 100 %
Effilio AG, Zug (merger with Bossard Finance AG, Zug) - - 100 % 100 % Aero-Space Southwest Mexico, S. de R.L. de C.V., Guadalajara 100 % 100 % 100 % 100 %
Interfast AG, Zug 100 % 100 % 100 % 100 % Bossard Aerospace, Inc., Phoenix 100 % 100 % 100 % 100 %
KKV AG, Zug 35 % 35 % 35 % 35 % Bossard, Inc., Cedar Falls 100 % 100 % 100 % 100 %
Bossard Austria Ges.m.b.H., Schwechat 100 % 100 % 100 % 100 % Bossard, LLC, Canton 100 % 100 % 100 % 100 %
KVT-Fastening GmbH, Linz 100 % 100 % 100 % 100 % Boysen Aerospace U.S., Inc., Irving 100 % 100 % 100 % 100 %
Bossard CZ s.r.o., Brno 100 % 100 % 100 % 100 % Bossard Australia Pty. Ltd, Melbourne 100 % 100 % 100 % 100 %
KVT-Fastening s.r.o., Brno 100 % 100 % 100 % 100 % Bossard Industrial Fasteners Int. Trading 100 % 100 % 100 % 100 %
Bossard Denmark A/S, Hvidovre 100 % 100 % 100 % 100 % (Shanghai) Co. Ltd, Shanghai
bigHead Bonding Fasteners Ltd, Verwood 42 % 42 % 42 % 42 % Bossard Fastening Solutions (Shanghai) Co. Ltd, Shanghai 100 % 100 % 100 % 100 %
Bossard France SAS, Souffelweyersheim 100 % 100 % 100 % 100 % Bossard Fastening Solutions (Tianjin) Co. Ltd, Tianjin 100 % 100 % 100 % 100 %
Bossard Deutschland GmbH, Illerrieden 100 % 100 % 100 % 100 % LPS Bossard Pvt. Ltd, Rohtak 51 % 51 % 51 % 51 %
Boysen GmbH, Munich 100 % 100 % 100 % 100 % LPS B
ossard Information System Pvt., Rohtak 51 % 51 % 51 % 51 %
BRUMA Schraub- und Drehtechnik GmbH, Velbert 100 % 100 % 100 % 100 % Bossard (M) Sdn. Bhd., Penang 100 % 100 % 100 % 100 %
KVT-Fastening GmbH, Illerrieden 100 % 100 % 100 % 100 % Bossard Pte. Ltd, Singapur 100 % 100 % 100 % 100 %
KVT-Fastening Kft., Budapest 100 % 100 % 100 % 100 % Bossard (Korea) Ltd, Cheonan 100 % 100 % 100 % 100 %
Arnold Industries Cork DAC, Cork 95 % 95 % 95 % 95 % Bossard (Thailand) Ltd, Bangkok 100 % 100 % 100 % 100 %
Bossard Italia S.r.l., Legnano 100 % 100 % 100 % 100 % Ecoparts AG, Hinwil 30 % 30 % 30 % 30 %
Jeveka B.V., Almere 100 % 100 % - - MultiMaterial-Welding AG, Biel/Bienne 41 % 41 % 40 % 40 %
Bossard Norway AS, Oslo 100 % 100 % 100 % 100 % PDi Digital GmbH, Fernitz-Mellach 30 % 30 % 30 % 30 %
139
4. Treasury shares, incl. shares held by subsidiaries 6. Shares and options on shares held by management and related parties
in CHF 2021 2020 The disclosure of shareholdings of the board of directors and the executive committee
Number Value Number Value
as per Swiss Code of Obligation article 959c, section 2, paragraph 11 and article 663c
Balance at January 1 308,691 3,170,816 304,640 2,571,271
can be found in the notes to the consolidated financial statements (note 23 page 120).
Additions 93,408 24,382,760 104,950 14,857,586
Use of treasury stock - 1,901,090 - -
Disposals –101,195 –25,212,830 –100,899 –14,258,041
Balance at December 31 300,904 4,241,836 308,691 3,170,816
7. Significant shareholders
Kolin Holding AG, Zug, and Bossard Unternehmensstiftung, Zug, form a shareholder
Group companies do not hold any registered A shares. In 2021, 8,561 registered A group in accordance with article 120seq. of Swiss Federal Act on Financial Market In-
shares were used for the share option programs, thereof 6,295 treasury stocks. In frastructures and Market Conduct in Securities and Derivatives Trading (FMIA). They
2020, 10,521 registered A shares were used for the share option programs and acquisi- hold 56.3 percent (2020: 56.3 percent) of the voting rights. Kolin Holding AG is wholly
tions. owned by the Bossard families.
5. Collateral to third parties Other information required by law
in CHF 2021 2020

8. Full-time equivalents/Personnel expenses
Guarantees 423,814,775 394,028,930
Thereof used 197,571,914 155,238,704
Bossard Holding AG has no employees. Personnel expenses include the compensation
of the board of directors.
The Bossard Group concentrates its main credit facilities in Bossard Holding AG.
Bossard subsidiaries can draw on the credit lines, for which right Bossard Holding AG
has undertaken guarantee obligations.
140
BOSSARD HOLDING AG
Appropriation of available earnings

Statement of changes in retained earnings The board of directors proposes to the annual general meeting of sharehold-
ers the following appropriation of available retained earnings
in CHF 2021 2020
Retained earnings at the beginning of the year 57,920,680 39,134,048 in CHF 2021
Net income 29,652,462 34,141,364 Available retained earnings before distribution 53,706,900
Appropriation of available profit determined by the annual general Dividend of 102 percent on the share capital of
meeting of shareholders max. CHF 38,945,480 eligible for dividends 2) –39,265,390
Dividends for 2020 and 2019 respectively –33,866,242 –15,354,732 To be carried forward 14,441,510
Retained earnings at the end of the year 53,706,900 57,920,680
2) The figure is based on the issued share capital as of December 31, 2021 eligible for dividends.
It may change due to movements on treasury shares after the balance sheet date.
Statement of changes in capital contribution reserve
in CHF 2021 2020

Capital contribution reserve at the beginning of the year 13,819,386 13,819,386
Deposits on the use of treasury shares 1,882,268 -
Capital contribution reserve at the end of the year 1) 15,701,654 13,819,386
1) Subject to adjustments by the Swiss tax authorities

141
Report of
of the
thestatutory
statutoryauditor
auditor
Our audit approach
Report Materiality
to the General Meeting of Bossard Holding AG
to the General Meeting of Bossard Holding AG The scope of our audit was influenced by our application of materiality. Our audit opinion aims to
Zug
Zug provide reasonable assurance that the financial statements are free from material misstatement.
Misstatements may arise due to fraud or error. They are considered material if, individually or
in aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of the financial statements.
We have audited the compensation report of Bossard Holding AG for the year ended December 31, 2021. The audit was
Report on the audit of the financial statements
limited to the information according to articles 14–16 of the Ordinance against Excessive Compensation in Stock Exchange Based on our professional judgement, we determined certain quantitative thresholds for mate-
Listed Companies (Ordinance) contained in the note 5 on pages 77 to 81 of the compensation report.
riality, including the overall materiality for the financial statements as a whole as set out in the
Opinion table below. These, together with qualitative considerations, helped us to determine the scope of
Board of Directors’ responsibility our audit and the nature, timing and extent of our audit procedures and to evaluate the effect of
The Board
We have of Directors
audited is responsible
the for the preparation
financial statements and overall
of Bossard fair presentation
Holding AG, whichof thecomprise
compensation
thereport in accord-
balance misstatements, both individually and in aggregate, on the financial statements as a whole.
ance with Swiss law and the Ordinance against Excessive Compensation in Stock Exchange Listed Companies (Ordi-
sheet as at December 31, 2021, income statement and notes for the year then ended, including
nance). The Board of Directors is also responsible for designing the compensation system and defining individual compen-
asation
summary of significant accounting policies.
packages.
Overall materiality CHF 1,570,000
In our opinion, the financial statements (pages 135 to 139) as at December 31, 2021 comply with
Auditor’s responsibility Benchmark applied Shareholders‘ equity
Swiss law and the company’s articles of incorporation.
Our responsibility is to express an opinion on the compensation report. We conducted our audit in accordance with Swiss Rationale for the materiality We chose shareholders‘ equity as the benchmark because it
Auditing Standards. Those standards require that we comply with ethical requirements and plan and perform the audit to benchmark applied is a relevant and generally accepted benchmark for materiali-
obtain reasonable assurance about whether the compensation report complies with Swiss law and articles 14–16 of the Or-
Basis for opinion ty considerations relating to a holding company.
dinance.
We conducted
An audit our auditprocedures
involves performing in accordance
to obtainwith
auditSwiss
evidencelaw
on and Swiss Auditing
the disclosures Standards.
made in the Ourreport with
compensation We agreed with the Audit, Risk & Compliance Committee that we would report to them missta-
responsibilities under
regard to compensation, those
loans and provisions and standards
credits in accordance are
with articles further
14–16 of thedescribed in the
Ordinance. The “Auditor’s
procedures selected tements above CHF 157,000 identified during our audit as well as any misstatements below that
responsibilities for the
depend on the auditor’s audit including
judgment, of the financial statements”
the assessment section
of the risks of our
of material report. in the compensation re-
misstatements
amount which, in our view, warranted reporting for qualitative reasons.
port, whether due to fraud or error. This audit also includes evaluating the reasonableness of the methods applied to value
components
We of compensation,
are independent as well
of the as assessing
entity the overall
in accordance withpresentation of the compensation
the provisions report.
of Swiss law and the requi-
rements of the Swiss audit profession and we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the compensation report of Bossard Holding AG for the year ended December 31, 2021 complies with Swiss
law and articles 14–16 of the Ordinance.

Auditor in charge
142
Audit scope from fraud or error and are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of these
We designed our audit by determining materiality and assessing the risks of material misstate- financial statements.
ment in the financial statements. In particular, we considered where subjective judgements were
made; for example, in respect of significant accounting estimates that involved making assump- A further description of our responsibilities for the audit of the financial statements is located at
tions and considering future events that are inherently uncertain. As in all of our audits, we also the website of EXPERTsuisse: http://expertsuisse.ch/en/audit-report-for-public-companies. This
addressed the risk of management override of internal controls, including among other matters description forms part of our auditor’s report.
consideration of whether there was evidence of bias that represented a risk of material misstate-
ment due to fraud.
Report on other legal and regulatory requirements
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the financial statements as a whole, taking into account the structure of the entity, the In accordance with article 728a paragraph 1 item 3 CO and Swiss Auditing Standard 890, we con-
accounting processes and controls, and the industry in which the entity operates. firm that an internal control system exists which has been designed for the preparation of financial
statements according to the instructions of the Board of Directors.
Report on key audit matters based on the circular 1/2015 of the Federal Audit Oversight We further confirm that the proposed appropriation of available earnings complies with Swiss law
Authority and the company’s articles of incorporation. We recommend that the financial statements submit-
ted to you be approved.
We have determined that there are no key audit matters to communicate in our report.
Responsibilities of the Board of Directors for the financial statements
The Board of Directors is responsible for the preparation of the financial statements in accor-
dance with the provisions of Swiss law and the company’s articles of incorporation, and for such
internal control as the Board of Directors determines is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the Board of Directors is responsible for assessing the
entity’s ability to continue as a going concern, disclosing, as applicable, matters related to going Audit expert Audit expert
concern and using the going concern basis of accounting unless the Board of Directors either Auditor in charge
intends to liquidate the entity or to cease operations, or has no realistic alternative but to do so.
Zurich, February 25, 2022

Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as
a whole are free from material misstatement, whether due to fraud or error, and to issue an
PricewaterhouseCoopers AG, Birchstrasse 160, Postfach, CH-8050 Zürich, Switzerland
auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
Telefon: +41 58 792 44 00, Telefax: +41 58 792 44 10, www.pwc.ch
but is not a guarantee that an audit conducted in accordance with Swiss law and Swiss Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise PricewaterhouseCoopers AG is a member of the global PricewaterhouseCoopers network of firms, each of which is a separate and in-
dependent legal entity.
143
INVESTOR INFORMATION
in CHF million 2021 2020 2019 2018 2017 in CHF million 2021 2020 2019 2018 2017
Share capital Cash flow per share 2) 4)
Registered A shares at CHF 5 par Registered A share in CHF 15.68 11.36 12.30 13.32 12.52
Capital stock in CHF 1,000 33,250 33,250 33,250 33,250 33,250 Registered B share in CHF 3.14 2.27 2.46 2.66 2.5
Number of shares issued 6,650,000 6,650,000 6,650,000 6,650,000 6,650,000
Number of shares entitled to dividend 6,349,096 6,341,309 6,345,360 6,272,567 6,264,709 Price/Earnings ratio (Basis: price at Dec. 31) 26.2 20.4 18.0 12.8 22.3
Registered B shares at CHF 1 par
Capital stock in CHF 1,000 6,750 6,750 6,750 6,750 6,750 Net worth per share 3)
Number of shares issued 6,750,000 6,750,000 6,750,000 6,750,000 6,750,000 Registered A share in CHF 45.4 41.9 39.6 40.6 34.7
Number of shares entitled to dividend 6,750,000 6,750,000 6,750,000 6,750,000 6,750,000 Registered B share in CHF 9.1 8.4 7.9 8.1 6.9
Registered A shares equivalents,
entitled to dividend at Dec. 31 7,699,096 7,691,309 7,695,360 7,622,567 7,614,709 Market capitalization
(Basis: price at Dec. 31)
Market price in CHF million 3) 2,529.2 1,372.1 1,344.4 1,065.6 1,751.4
Ticker symbol (BOSN) in % of shareholders’ equity 723.6 425.7 441.5 344.1 663.5
Volume traded (daily average) 13,466 20,805 19,036 17,113 14,887
Closing price at Dec. 31 in CHF 328.5 178.4 174.7 139.8 230.0 1) Proposal to annual general meeting of shareholders
2) Basis: Average number of outstanding shares entitled to dividend
Registered A share high in CHF 362.0 179.4 180.8 252.0 242.3
3) Basis: Number of outstanding shares entitled to dividend at year end
Registered A share low in CHF 172.6 90.0 123.9 132.1 142.0 4) Net income + depreciation and amortization
5) Share attributable to shareholders of Bossard Holding AG
Dividend per share

Registered A share in CHF 5.10 1) 4.40 2.00 4.50 4.20
Registered B share in CHF 1.02 1) 0.88 0.40 0.90 0.84
in % of share capital 102.0 88.0 40.0 90.0 84.0
Dividend yield in %
(Basis: price at Dec. 31) 1.6 2.5 1.1 3.2 1.8
Earnings per share 2) 5)

Registered A share in CHF 12.53 8.73 9.73 10.95 10.33
Registered B share in CHF 2.51 1.75 1.95 2.19 2.07
144
in CHF million 2021 2020 2019 2018 2017 in CHF million 2021 2020 2019 2018 2017
Economic value added analysis Cost of financial debt in %
Net sales 995.1 812.8 876.2 871.1 786.2 Average cost of financial debt 1.1 1.1 1.2 1.2 1.4
Earnings before interest and taxes (EBIT) 123.3 86.4 95.7 108.8 97.0 Less effective tax 19.2 17.6 18.3 18.1 19.2
Effective tax rate in % 19.2 17.6 18.3 18.1 19.2 Cost of financial debt after tax 0.9 0.9 1.0 1.0 1.1
Net operating profit after tax (NOPAT) 99.6 71.2 78.2 89.2 78.4
Cost of equity in %
Equity 349.5 322.3 304.5 309.7 264.0 Risk free rate
Gross financial debt 251.3 196.4 220.4 162.8 144.6 (Basis: yearly average of yield
Less cash and cash equivalents 34.1 40.7 32.7 32.6 20.6 Swiss government bond) –0.2 –0.5 –0.5 0.0 –0.1
Capital employed (year-end) 566.7 478.0 492.2 439.9 388.0 Risk premium 5.5 5.5 5.5 5.5 5.5
Average annual capital employed (A) 522.4 485.1 466.1 414.0 377.2 Cost of equity 5.3 5.0 5.0 5.5 5.4
Equity ratio 45.2 50.3 46.7 51.3 48.9
Return on average
capital employed in % (ROCE) 19.1 14.7 16.8 21.5 20.8 Weighted average cost of capital in % (WACC) 2.9 3.0 2.9 3.3 3.2
Economic profit in % (ROCE – WACC) (B) 16.2 11.7 13.9 18.2 17.6
Economic profit in CHF million (A) * (B) 84.6 57.0 65.0 75.3 66.3
The articles of association do not include any provisions for opting-out or opting-up.
145
in CHF million 2021 2020 2019 2018 2017

Share price development 2017–2021
Economic book value (EBV)
Valor: 23862714, ISIN CH0238627142/BOSN
Market value added (economic profit/WACC) 2,933.8 1,928.9 2,271.8 2,271.9 2,049.6
Capital employed 566.7 478.0 492.2 439.9 388.0 400
Implied enterprise value (EVA®) 3,500.5 2,406.9 2,764.0 2,711.8 2,437.6
Less gross financial debt 251.3 196.4 220.4 162.8 144.6
300
Plus cash and cash equivalents 34.1 40.7 32.7 32.6 20.6
Economic book value at Dec. 31 3,283.3 2,251.2 2,576.3 2,581.6 2,313.6
200
Market valuation and key ratios

Share price at Dec. 31 in CHF 328.5 178.4 174.7 139.8 230.0
100
Market capitalization 2,529.2 1,372.1 1,344.4 1,065.6 1,751.4
Net financial debt 217.2 155.7 187.7 130.2 124.0
0
Enterprise value (EV) 2,746.4 1,527.8 1,532.1 1,195.8 1,875.4 2017 2018 2019 2020 2021
EV in % of net sales 276.0 188.0 174.9 137.3 238.5

Bossard N
EV/EBITDA 18.9 14.4 13.5 9.6 16.7
EV/EBIT 22.4 17.7 16.0 11.0 19.3
EV/NOPAT 27.6 21.5 19.6 13.4 23.9
Price/book value per share 7.2 4.3 4.4 3.4 6.6
Return on equity in % 29.2 21.6 24.7 29.8 34.0
EBIT Earnings Before Interest and Taxes

NOPAT Net Operating Profit After Taxes
ROCE Return On Capital Employed
WACC Weighted Average Cost of Capital
EV Enterprise Value
EVA Economic Value Added
EBITDA Earnings Before Interest, Taxes, Depreciation and Amortization
146
IMPRINT & AGENDA
Meeting for financial analysts & media conference

March 2, 2022
Publication of Annual Report 2021
March 2, 2022
Annual general meeting

April 11, 2022

Publication of sales results, 1st quarter 2022
April 11, 2022
Publication of Semi-Annual Report 2022
Imprint
July 21, 2022
Publisher: Bossard Holding AG, Zug
Concept and Design: Keim Identity GmbH, Zurich Publication of sales results, 3rd quarter 2022
© Bossard Holding AG
October 12, 2022
This Annual Report 2021 is also available in German. Publication of sales results 2022
The German Annual Report 2021 is binding.
Dieser Jahresbericht 2021 ist auch in deutscher Sprache erhältlich. January 12, 2023
Der deutsche Jahresbericht 2021 ist massgebend.

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04 At a glance 06 Report to the shareholders 10 Company 19 Sustainability 48 Corporate Governance 80 Compensation Report 99

n Report 99 Financial Report

Bossard’s global team is fully commited to

06 Report to the shareholders

Robust profitability and new records

Net Sales Geographic Sales EBIT Net Income

in % of net sales 9.8 8.3

REPORT TO THE SHAREHOLDERS

Back on the growth track

Thanks to strong demand in all three market regions,

Dr. Daniel Bossard

Dr. Thomas Schmuckli

Petra Maria Ehmann and Marcel Keller were elected as

Zug, February 25, 2022

strategic partner for industrial fastening and assembly

With over 2,700 employees at 84 locations in 32 countries

Customer loyalty Thereof with B- and C-parts management

Proven Productivity ve Tech

The interplay of Product Solutions, Assembly

Time to market Better throughput Innovative technology

Leaner processes Best quality Reliability

Product Solutions Produc

We have more than 200,000 different fasteners ready to

Assembly Technology Smart Factory Logistics

As a result, processing control takes place automatically,

“Hidden aspects account for approximately

of the total cost of owner­ship of fasteners. We

BUSINESS RESILIENCE AND STRATEGY 200

Solid foundation for accelerated growth

Customer proximity creates growth Strategic aspiration towards 2031

ter we can bring our extensive experience and expertise

you will experience what Bossard means by

corporate development for generations. This sustainabili-

Employees by region Absences (2 percent of total hours worked)

Europe (54 %) Illness (85 %)

Gender Fluctuation rate

Our business model: Proven Productivity and Sustainability

Mindful handling of resources begins right in the product

Our strategy: profitable growth and sustainability

Integration of sustainability: focus on four areas

These four focus areas cover the environmental, social,

leadership. They were developed under the direction of

Future Proven Solutions

Reduced Footprint Fair Partnership

in a targeted and efficient way, we have begun to collect

Our contribution to sustainable development

FUTURE PROVEN SOLUTIONS

Assembly Technology Expert

turn boosts our customers’ competitiveness. In addition,

Smart Factory Logistics

Shun-Jen Tsai, Material Department Director,

Smart Factory Assembly

only reduces the number of errors, which is also re-

faster. Third, automatic recording of production data en-

INTERVIEW WITH REMO GANDER

Global Head Smart Factory Assembly at Bossard

BOSSARD AND KOMAX

Or a distance of approximately 860 kilometers driven in a

of the total cost of ownership of fasteners. We