Key figures and annual reports for BLS and its subsidiaries
- 24 April 2006 Established
- CHF 79,442,336 Share capital
- CHF 1.00 Nominal value of the company’s share
- CHF 0.50 Taxable value as at 31 December 2018
- OTC-X (Valor number: 2'588'916) Over-the-counter trading
Capital share (as at 31/12/2018)
- CHF 44,290,504 (55.75%) Canton of Bern
- CHF 17,240,608 (21.70%) Swiss Confederation (Federal Government)
- CHF 7'651'415 (9,63%) Non-voting shares
- CHF 4'683'899 (5,9%) Natural and legal persons
- CHF 5'575'910 (7,02%) Other cantons, municipalities
Financial review Consolidated Financial Statement 2018
- CHF 423 million Current assets
- CHF 4'929 million Fixed assets
- CHF 5'352 million Total
- CHF 250 million Short-term debt
- CHF 4'106 million Long-term debt
- CHF 996 million Equity
- CHF 5.142 million Total
- CHF 537 million Transport operations
- CHF 424 million Government payments
- CHF 161 million Other revenue
- CHF 1.043 billion Total
Operating expenses (without depreciation)
- CHF 70 million Materials
- CHF 368 million Personnel
- CHF 264 million Operational services from third parties
- CHF 127 million Other operating expenses
- CHF 829 million Total
The total share capital at BLS Ltd amounts to CHF 79,442,336, whereby this share capital consists of 79,442,336 registered shares with a nominal value of CHF 1.00 each. The shares are fully paid-in and traded over-the-counter on the OTC-X (Valor number: 2588916).
BLS Ltd shares as book-entry securities
Since 13 May 2014, registered shares of BLS Ltd have no longer been issued as stock certificates. All certificates in circulation are being collected and shares are now registered as book-entry securities in the SIS registered share system operated by SIX. The Annual General Meeting of 13 May 2014 amended the Company Statues accordingly.
One result of this change is that registered shares of BLS Ltd in the form of book-entry securities will have to be held in a custody account in future. The use of paperless registered shares facilitates trading, eliminates the risk of loss of certificates and ensures automated and timely execution of administrative actions by the custodian bank.
Conversion of shares into book-entry securities
In the event that your shares are already held in a custody account at a bank: this is the case for most of our shareholders. If it applies to you, you do not need to take any action, as your custodian bank will carry out all necessary further steps for you.
In the event that you keep your shares at home or in a safe deposit box: please bring your stock certificates and a completed book-entry conversion form to your principal bank. The bank will open a custody account for you (if one does not already exist) and convert your shares into book-entry securities.
If you do not submit your stock certificates held at home or in a safe deposit box for conversion: your name will remain on the list of shareholders in our share register. However, you must submit your stock certificates for conversion in order to be able to transfer your registered shares at a later time.
Please note that from 13 May 2014, our share register is no longer able to accept stock certificates directly from shareholders.
Lost stock certificates
In the event that a certificate for BLS Ltd shares can no longer be found, share invalidation and cancellation proceedings must generally be initiated in a court of law. In order to avoid this step, the “Revers Erklärung” (withdrawal declaration) form can be used to transfer the rights arising from the shares to BLS Ltd without compensation. This form also excludes any future or additional claims by the shareholder against BLS Ltd.
Annual General Meeting
Annual General Meeting
The Annual General Meeting is the highest governing body of the company. The ordinary Annual General Meeting is held regularly every year, usually at the end of May / beginning of June. Invitations to shareholders are sent out at least 20 days in advance. Requests to submit agenda items and motions for discussion must be sent to the Board of Directors 45 days before the Annual General Meeting. Such requests can only be made by shareholders authorised to do so. Voting rights are determined on the basis of the share register entries 30 days prior to an ordinary or extraordinary General Meeting. The publication organ is the Swiss Official Gazette of Commerce.
The tasks and powers of the Annual General Meeting, and the participation rights of shareholders, are described in the Statutes of 23 June 2006.
Board of Directors
The Board of Directors is currently made up of nine members (two representatives from public sector corporations and seven members elected by the Annual General Meeting). The statutory delegation right of the Federal Government is not exercised. Instead, a person of trust recommended by the Federal Government is elected by the Annual General Meeting.
All members of the Board of Directors are non-executive, i.e. none are members of the Executive Board of BLS Ltd or the executive board of any other Group company. The members of the Board of Directors elected by the Annual General Meeting are independent.
In accordance with Swiss stock corporation law and Art. 21 of the Company Statues, the Board of Directors is the supreme management body of the company. It has decision-making power on all issues that are not expressly reserved by law or the Company Statues for consideration by the Annual General Meeting or another body. On the basis of the provisions in the Company Statutes, and in accordance with a set of organisational regulations, the Board of Directors has delegated responsibility for the direct management of business activities to the Executive Board. For the purpose of preparing for specific business dealings, the Board of Directors has established two permanent committees that have no general decision-making authority.
- The Finance and Audit Committee is responsible for the following: processes for risk management, financial accounting and controlling, financial planning, budgets, and corporate and Group invoicing, internal and external corporate and Group auditing issues (in cooperation with auditors) and business transactions with specific financial consequences.
- The Remuneration Committee is responsible for the following: determination of individual annual targets and assessment of the individual target achievement of the Executive Board, determination of salaries and bonus payments for the Executive Board within the framework of the principles of salary policy adopted by the Board of Directors and preparation of the principles governing the recruitment of executive personnel for adoption by the Board of Directors.
The members of the Executive Board are elected by the Board of Directors. The Board of Directors annually evaluates the targets set by the Executive Board and the extent to which these targets have been met. Members of the Executive Board may not serve on the Board of Directors.
The Executive Board, led by the Chief Executive Officer, manages the overall operation of the company. The demarcation of powers and the delegation of individual tasks and responsibilities are specified within a set of organisational regulations. The Executive Board regularly reports to the Board of Directors on business developments.
Representation in management bodies at Group companies
The following members of the Executive Board / Board of Directors represent the Group interests of BLS Ltd at Group companies:
BLS Cargo Ltd
Bernard Guillelmon, Chairman of the Board of Directors
Josef Küttel, Member
Dirk Stahl, Managing Director
BLS Netz AG
Members of the Board of Directors of BLS Ltd
Members of the Executive Board of BLS Ltd
Thomas Müller, Member
Bruno Wyssmüller, Member
Auditors and Group auditor
The Annual General Meeting of BLS Ltd selected the company KPMG to serve as the auditor of BLS Ltd. The auditors exercise all relevant legal rights and fulfil all legal obligations.