2. Capital structure
The ordinary share capital of Von Roll Holding AG as of the date of this report amounts to CHF 18,477,888.90, divided into 184,778,889 bearer shares with a nominal value of CHF 0.10 each.
As of 31 December 2008, there was no authorised or conditional capital.
On 12 November 2007, the capital increase resolved by the Extraordinary General Meeting on 13 August 2007 was carried out, increasing the share capital by CHF 4,619,472.20 from CHF 13,858,416.70 to a nominal value of CHF 0.10 per share, so that the share capital increased to CHF 18,477,888.90.
As of 31 December 2008, 184,778,889 bearer shares with a nominal value of CHF 0.10 had been issued and were fully paid up. One bearer share carries one voting right. There were no participation certificates outstanding.
Von Roll Holding AG has not issued any bonus certificates.
There are no limitations on transferability or nominee registrations.
There are no convertible bonds as of 31 December 2008.
In 2007, 500,000 options were allocated to the members of the Executive Management, entitling them to acquire 500,000 shares. The exercise price was fixed at CHF 20.00 per option. The issued options may be exercised until 31 December 2010, however only 50 % may be exercised in 2007 and 2008 and 50 % in 2009. Each option corresponds to one share. This relates in total to share capital of CHF 50,000 in 2007. The options will be covered by treasury shares of the company. No options were exercised in either 2007 or 2008. Under the option participation plan, at the start of 2009 Thomas Limberger was allocated 300,000 options, and Andreas Harting and Markus Scherbel 100,000 options with an exercise price of CHF 12.00. For further information, please see Note 30 in the "Financial reporting" section of this Annual Report.