Interroll : Annual Report 2020 EN

March 15, 2021

94.1 MILLION EBIT

530.6 MILLION SALES

122.9 MILLION OPERATING CASH FLOW

KEY FIGURES

in CHF millions, unless stated otherwise

2020

2019

2018

2017

2016

Order intake/sales

Rollers

Drives Conveyors Pallet Handling Total sales

Total order intake	547.8	546.5 592.6 458.1 405.2

Rollers	106.0	110.1 108.0 105.8 93.5
Drives	156.5	172.4 170.9 146.7 123.6
Conveyors & Sorters	221.5	223.2 220.5 142.6 120.9
Pallet Handling	46.6	54.0 60.5 55.6 63.5
Total sales	530.6	559.7 559.9 450.7 401.5

Profitability EBITDA in % of sales EBIT in % of sales Result in % of sales

EBITDA	115.4	96.1 93.2 66.3 65.7
in % of sales	21.7	17.1 16.6 14.7 16.4
EBIT	94.1	72.3 69.4 47.4 47.9
in % of sales	17.7	12.9 12.4 10.5 11.9
Result	71.7	56.0 51.8 39.1 36.2
in % of sales	13.5	10.0 9.3 8.7 9.0

Cash flow Operating cash flow in % of sales

Free cash flow in % of sales Total investments

Operating cash flow	122.9	99.6 67.4 46.2 36.8
in % of sales	23.2	17.8 12.0 10.3 9.2
Free cash flow	74.0	66.9 40.9 20.1 18.0
in % of sales	13.9	12.0 7.3 4.5 4,5
Total investments	51.3	33.6 28.6 25.4 19.5

Balance sheet (as at 31.12.)

Total assets

Goodwill

Net financial assets Equity

Equity ratio (equity in % of total assets)

Return on equity yield (in %)

Total assets	468.8	435.1 417.6 355.3 324.8
Goodwill	16.4	17.1 17.3 17.6 17.3
Net financial assets	92.2	76.9 52.0 37.1 38.0
Equity	312.0	304.0 284.8 261.7 233.1
Equity ratio (equity in % of total assets)	66.5	69.9 68.2 73.6 71.8
Return on equity yield (in %)	23.3	19.0 19.0 15.8 16.4

Other key figures

RONA (return on net assets in %) Average number of employees (FTE) Sales per employee (in CHF thousands) Productivity (added value

RONA (return on net assets in %)	30.4	22.6 20.9 16.5 17.1
Average number of employees (FTE)	2,206	2,284 2,198 2,067 1,892
Sales per employee (in CHF thousands)	241	245 255 218 212
Productivity (added value/total personnel expenses)	2.30	2.09 2.17 2.02 2.11

Interroll uses alternative performance figures. These alternative performance figures can be found on the Interroll homepage under "Investor Relations" (www.interroll.com).

ABOUT INTERROLL

e Interroll Group is the leading global provider of material handling solutions. e company was founded in 1959 and has been listed on the SIX Swiss Exchange since 1997. Interroll provides system integrators and OEMs with a wide range of platform-based products and services in these categories: Rollers (conveyor rollers), Drives (motors and drives for conveyor systems), Conveyors & Sorters as well as Pallet Handling (ﬂow storage systems). Interroll products and solutions are used in express and postal services, e-commerce, airports, the food & beverage industry, fashion, automotive sectors and many other manufacturing industries. Among the end users are leading brands such as Amazon, Bosch, Coca-Cola, DHL, Nestlé, Procter & Gamble, Siemens, Walmart and Zalando. Headquartered in Switzerland, Interroll has a global network of 34 companies with sales of CHF 530.6 million and around 2,300 employees (average headcount in 2020).

www.interroll.com

28,000	34	2,300
CUSTOMERS	COMPANIES	EMPLOYEES
AROUND	AROUND	AROUND
THE WORLD	THE WORLD	THE WORLD
INTERROLL PRODUCT GROUPS
CONVEYORS & SORTERS	PALLET HANDLING

ROLLERS

DRIVES

ANNUAL REVIEW 2

REPORT BY THE BOARD OF DIRECTORS AND GROUP MANAGEMENT 4

GROUP MANAGEMENT 6

INTERROLL ON THE CAPITAL MARKET 8

OUR BUSINESS 10

INTERVIEW WITH PAUL ZUMBÜHL 12

PRODUCT GROUPS 16

INTERVIEW WITH MAURIZIO CATINO 22

REGIONS 26

INTERVIEW WITH RICHARD KEELY 30

FINANCIAL POSITION, EARNINGS AND CASH FLOWS 34

CORPORATE RESPONSIBILITY 36

INTERVIEW JENS KAROLYI 44

CORPORATE GOVERNANCE 47

REMUNERATION REPORT 59

FINANCIAL STATEMENTS OF THE INTERROLL GROUP 69

FINANCIAL STATEMENTS OF INTERROLL HOLDING AG 121

ANNUAL REVIEW

HIGHLIGHTS OF THE 2020 FINANCIAL YEAR

SUCCESSFUL IN ASIA-PACIFIC WITH MODULAR CONVEYOR PLATFORM (MCP)

INTERROLL ENTERS HIGH-PERFORMANCE SORTER MARKET SEGMENT

PRODUCTIVITY FOR THAI THIRD-PARTY LOGISTICS

Intermat, one of the leading system integrators and member of the worldwide Rolling On Interroll network, has developed for 7-Eleven a seamless material ﬂow solution with up to 15,000 stock-keeping units (SKUs) and up to to 40,000 cartons shipped daily. At the heart of the system: the Interroll Modular Conveyor Platform (MCP).

PRODUCTION CAPACITY FOR ASIA-PACIFIC

Interroll prepares for future growth in Asia-Paciﬁc in 2022, when production will be transferred to a new and larger site in the Suzhou area. A total of 181 million CNY (CHF 25 million) will be invested into the new, wholly-owned plant located on the site.

VIRTUAL EVENTS

In March, Interroll announces early cancellation of its LogiMAT participation and sets a new standard in the material handling industry with its own virtual trade fair.

SUCCESSFUL START FOR HIGH-PERFORMANCE CROSSBELT SORTER

With the High-Performance Crossbelt Sorter (HPCS), Interroll is now also active in the high-performance segment of sorting sys-tems. Already in 2020, larger projects with the new solution have been realized.

DELIVERY CAPABILITY INTACT, EMPLOYEES PROTECTED

During the COVID-19 crisis, Interroll reacts quickly and immedi- ately introduces protective measures for employees. e decentral-ized supply chains, as well as the excellent delivery performance of the Interroll plants even in times of crisis enable the company to gain market shares.

HEINZ HÖSSLI BECOMES NEW CFO

In April, Heinz Hössli takes over the position of Group CFO and member of the Group Management at Interroll. He had been Chief Financial Oﬃcer / Vice President Advanced Materials of the Bühler Group (Uzwil, Switzerland) since 2012.

ANNUAL REVIEW

IN TOUCH WITH THE CUSTOMER THROUGHOUT THE PANDEMIC

CAPACITY EXPANSION MAKES PROGRESS

CUSTOMER PROXIMITY THROUGH LIVESTREAMS

With travel restrictions related to the COVID-19 pandemic keep-ing customers out of test centers and showrooms, Interroll orga-nized a series of excellently attended livestreams for customers and media around the globe.

SECOND PLANT IN ATLANTA STARTS PRODUCTION

Interroll closes the construction of the second plant on the com-pany premises in Hiram near Atlanta, Georgia, United States. rough the investment amounting to USD 11 million, Interroll is signiﬁcantly increasing manufacturing capacity for orders from the Americas region.

MAJOR ORDER IN THE UNITED STATES

Interroll announces the receipt of a major order from a leading e-commerce platform in the United States. is entails the supply of vertical crossbelt sorters for 12 sites and amounts to a double-digit million US dollar volume.

MOSBACH SITE TAKES SHAPE

In order to be optimally prepared for future requirements, Interroll builds a plant in Mosbach (greater Heidelberg area, Germany). More than EUR 40 million will be invested. Production is expected to start in August 2021.

MAJOR ORDER FROM LEADING RETAILER

Interroll receives a major order from a well-known supermarket chain for more than 9 kilometers of Interroll Modular Conveyor Platform (MCP), including a record number of RollerDrive EC5000 units for a new construction project in Germany.

OUTSOURCING IN TREND

e results of Interroll's study on outsourcing and core competen-cies are presented in the renowned German business newspaper, Handelsblatt, and numerous other trade media with focus on the manufacturing sector.

REPORT BY THE BOARD OF DIRECTORS AND GROUP MANAGEMENT

MASTERING CRISES EXCELLENTLY - AND GROWING FROM THEM

Paul Zumbühl, Chief Executive Officer

Dear shareholders, valued customers, employees and business partners,

In a very challenging ﬁscal year 2020, we were able to build on our strengths and consistently prepared our-selves to unlock growth potential.

In this demanding environment, we were able to slightly increase sales (+0.9% in local currencies), but due to the strong Swiss franc, sales decreased to CHF 530.6 million (-5.2% compared to the previous year). Order intake improved by +6.6% in local cur-rencies and by +0.3% in consolidated currency to CHF 547.8 million. ereby, an increasing demand in the markets was observed in the second half of the year.

We have risen to the challenges of the global COVID-19 crisis. Highly motivated employees, strong customer loyalty, the market's conﬁdence in our high delivery readiness, and fast delivery times even in times of crisis, and our global presence: ese strengths are no coincidence but the result of our long-term strategy and the company-wide realization of our "Climate of Excellence". Because we have always raised the bar for ourselves even in good times, in our productivity, in our cost discipline, in our innovative strength, and in creating added value for our customers. We are in a very solid position today. For example, despite the impact of the COVID-19 pandemic, Interroll was able to book orders for major projects in the United States in July and in Germany in September.

the year. To take advantage of these opportunities, we are expanding our production network: e second plant in Hiram, Atlanta, United States, has been in operation since mid-2020, and with the planned third-quarter 2021 opening of the Mosbach plant in southern Germany, we are signiﬁcantly increasing our capacity for conveyors and pallet handling solutions in the Europe, Middle East and Africa region. Already under construction, our Suzhou, China, plant will start operations in the third quarter of 2022.

We are therefore creating the conditions for the sus-tainable growth of our business around the globe.

We have further enhanced our reputation and recon-ﬁrmed our customers' conﬁdence in our performance: To maintain a close exchange with the market during the crisis, we responded immediately with video messages (for example, the video titled, "Whatever it takes!") and created new communication channels with virtual formats and will continue to use these in the future. Our substantial investments over the past 10 years in the global networking of our information technology (IT) infrastructure and the harmonization of our digital production and business processes has decisively beneﬁted us with a strengthened customer connection. Our innovative solutions for smart logis-tics, such as the RollerDrive EC5000, were able to real-ize their full potential in 2020. Our capacity and cost management in all 16 production units also contrib-uted signiﬁcantly to the excellent result.

e Group is cautiously optimistic about the new year and anticipates positive momentum in the global mar-kets for material-handling solutions over the course of

Earnings before interest, taxes, depreciation, and amor- tization (EBITDA) increased signiﬁcantly to CHF 115.4 million (previous year: CHF 96.1 million). e

REPORT BY THE BOARD OF DIRECTORS AND GROUP MANAGEMENT

Urs Tanner, Chairman of the Board of Directors

EBITDA margin increased to 21.7% (previous year: 17.1%). Earnings before interest and taxes (EBIT) reached CHF 94.1 million (+30.1% above previous year with CHF 72.3 million).

Net proﬁt increased strongly by 28.0% to CHF 71.7 mil- lion (previous year: CHF 56.0 million). e net proﬁt margin reached 13.5% (previous year: 10.0%). anks to good working capital management, operating cash ﬂow increased by 23.4% to CHF 122.9 million (previous year: CHF 99.6 million). Gross capital expenditures amounted to CHF 51.3 million (previous year: CHF 33.6 million). Nevertheless, free cash ﬂow increased to CHF 74.0 million (previous year: CHF 66.9 million).

UNIQUE COMBINATION OF STRENGTHS

By bundling our strengths, we now have a unique sell-ing point in the market and are increasingly perceived as an authority that plays a key role in shaping and sup-porting the long-term development of the material-handling industry.

is reputation gain beneﬁted us: We were able to con-quer market share in key areas, especially during the current crisis. Our clear prospects oﬀered by our tech-nology platform as well as our high pace of innovation also make it easy for new customers to rely on Interroll as their partner of choice for material handling in the long term.

In the ﬁrst half of 2020, this was impressively demon-strated with the launch of the High-Performance Cross-belt Sorter (HPCS), which opens a new market segment for us in sorting systems. For the ﬁrst time, a solution was launched simultaneously in all global regions.

With the Modular Pallet Conveyor Platform (MPP) launched in 2019 and supplemented by stacker crane and transfer car in 2020, we have seamlessly linked processes involving automated storage and automated conveying.

SUCCESSFULLY INTO THE FUTURE

Customer expectations are growing as digitalization advances. We are therefore actively driving further innovations in smart logistics. Our Interroll Innova-tion Project&Development Center (IPDC) is provid-ing important impetus in the development of our global innovations, which will deepen and strengthen our technology platform in the long term. With the acquisition of MITmacher GmbH and the establish-ment of the new Global Center of Excellence (CoE) Soﬅware & Electronics in Linz, Austria, we were able to add another important element to our success strategy in this area in January 2021.

We see the challenges of the COVID-19 crisis as momentum with interesting market prospects. In thefuture, we will continue to rely on the long term and continuity as guarantors of success: e announced replacement at the top of the Interroll Board of Directors, which will be proposed at the 2021 Annual General Meeting, builds on stable leadership and high reliability. With Ingo Steinkrüger, Interroll will be led in the future by a CEO with a unique expertise who ﬁts perfectly with the corporate culture and has a clear view of our customers, our growth, and the evolution of our technology platform.

Shareholders participate from the positive business development. A dividend of CHF 27.00 per share will be proposed at the Annual General Meeting on May 7, 2021 (previous year: CHF 22.50 per share). On the same occasion, the election of Susanne Schreiber to the Board of Directors of Interroll Holding AG will be proposed. Paolo Bottini, member of the Interroll Board of Directors since 2003, will step down.

We thank you for the great trust you have placed in us in our current positions over the past years and look forward to standing for election to new areas of respon-sibility at the Annual General Meeting on May 7, 2021, and, with your approval, to be able to help shape the future of Interroll.

Sant'Antonino, Switzerland, March 12, 2021

Urs Tanner Chairman of the Board of Directors

Paul Zumbühl

Chief Executive Oﬃcer

GROUP MANAGEMENT

PROFESSIONAL BACKGROUND AND VESTED INTERESTS OF GROUP MANAGEMENT

PAUL ZUMBÜHL

(born 1957, Swiss)

Chief Executive Oﬃcer (CEO)

Paul Zumbühl studied engineering sciences at the Lucerne University of Applied Sciences, Switzerland, and holds a degree as Dipl.-Ing. He also holds an MBA from the Joint University Program of the universities of Boston, Berne and Shanghai. He participated in an AMP at the Kellogg Business School of Northwestern University, Evanston / Chicago, and holds a Swiss Federal Marketing Management Diploma (Eidg. Dipl.). After working for Symalit AG as Sales Manager / Engineer, he held several man-agement positions and was Managing Director of Sarna Group. From 1994 to 1999, he was the CEO of Mikron Plastics Technology and a member of the Executive Management Board of Mikron Group. In January 2000, he joined Interroll Group as Chief Executive Officer (CEO). Paul Zumbühl is a Board member of the Schlatter Industries AG as well as of Mikron Holding AG (both Swiss companies).

HEINZ HÖSSLI

(born 1969, Swiss)

Chief Financial Oﬃcer (CFO)

Heinz Hössli graduated as Certified Public Accountant (CPA) from EXPERTsuisse, Zurich, Switzerland, and holds a Global Executive MBA from Duke's Fuqua School of Business in Durham, United States, with recognition as a Fuqua Scholar. His previous roles included Chief Financial Officer / Vice President Advanced Materials (since 2012) at Bühler Group as well as Vice President Finance&Controlling Advanced Materials and Chief Financial Officer (CFO) of the Business Area Die Casting (from 2009 to 2011). From 2002 to 2009, Mr. Hössli held a number of leadership roles as CFO of Bühler subsidiaries and spent eight years in the United States and Mexico. Before joining Bühler in 1999 as Internal Group Auditor, he worked as Auditor for Ernst & Young, Zurich. In April 2020, he joined the Interroll Group as Chief Financial Officer (CFO).

JENS STRÜWING

(born 1969, German)

Executive Vice President Products & Technology

Jens Strüwing graduated in production technology (production systems and materials handling) from Karlsruhe University, Germany (master's de-gree, Dipl. Ing). In his role as Director of Global Operations at Mahle After-market GmbH, he was responsible for the operations of 18 production and logistics sites globally as well as for Mahle Consulting. Previous to this, Strüwing was responsible for the planning of logistical processes as well as standardisation and automation of production processes at Mahle GmbH's pistons and engine components product line. This followed various senior management positions with focus on logistics and production at the Daimler Group and at Fairchild Dornier GmbH. In 2018, he joined Interroll Group as Executive Vice President Products & Technology and member of Group Management.

GROUP MANAGEMENT

MAURIZIO CATINO

(born 1976, Italian)

Executive Vice President Global Sales & Solutions

Maurizio Catino graduated in Electronic engineering at the Politecnico of Turin in 2002. He looks back on several years of experience in the automo-tive business, starting in the FCA group where he was involved in different projects related to cost analysis and production optimization. Catino started his "sales career" afterwards in the automation business as global key account manager for big automotive end users for a Japanese company. In 2013, he joined the Interroll Group and opened successfully the new Italian branch as General Manager followed by the position of Global Industry Manager for the automotive and tire market. From 2018, Catino held the position of Senior Director Global Sales&Services. In July 2020, he took over the role of Executive Vice President Global Sales & Solutions and member of Group Management.

JENS KAROLYI

(born 1970, German)

Senior Vice President Corporate Marketing & People Development

Jens Karolyi studied business administration at the Universities of Bamberg and Giessen, Germany. He started his career with Ericsson where he held various management positions in Marketing, Branding and Communica-tions and was based in Stockholm, Zurich and Düsseldorf. In 2007, he was promoted to Vice President Marketing&Communications Northern Europe. In 2011, he joined Interroll Group as Vice President Corporate Marketing and member of the Interroll Group Management. In February 2015, he took over additional responsibilities as Senior Vice President Cor- porate Marketing & Culture, and in 2020 as Senior Vice President Corporate Marketing & People Development. He also heads the Interroll Academy.

DR. BEN XIA

(born 1966, Chinese)

Executive Vice President Asia-Paciﬁc

Dr. Ben Xia graduated with a bachelor of science degree in electrical engineering from Shanghai Jiaotong University, China. After that, he studied electrical machinery at the Moscow Power Engineering Institute, Russia, and holds a PhD in electrical engineering (Dr.-Ing.). He also passed the Advanced Management Program for Senior Executives at the China Europe International Business School (CEIBS) in Shanghai, China. After working for Pirelli Cables Asia-Pacific as Marketing Manager, he held positions as General Manager of Shanghai Citel Electronics Co. Ltd. and Managing Director of Vanderlande Industries North Asia. In 2013, he joined the Interroll Group as Executive Vice President Asia-Pacific and is a member of Interroll Group Management.

RICHARD KEELY

(born 1972, American)

Executive Vice President Americas

Richard Keely majored in Industrial Engineering at North Carolina State University and completed the AMP program at Harvard Business School. He has more than 20 years of manufacturing experience in operations and consulting. He began his career in the automotive industry and later tran-sitioned to strategic consulting. He joined the Interroll team in 2006 as Vice President of Manufacturing/General Manager for Interroll Wilmington. In 2011, he was promoted to Senior Vice President of Operations for the Americas. In 2018, he joined Interroll Group as Executive Vice President Americas and is a member of Interroll Group Management.

INTERROLL ON THE CAPITAL MARKET

INTERROLL

ON THE CAPITAL MARKET

INVESTOR INFORMATION

Interroll share information

2020

2019

2018

2017

2016

Number of registered shares

Number of weighted average shares outstanding Number of shares outstanding at 31.12.

Share price high

Share price low

Year-end share price at 31.12. Market capitalization at 31.12.

Par value at 31.12.

Dividend

Earnings per weighted average share outstanding Payout ratio

P/E ratio

Cash flow per weighted average share outstanding Equity per share outstanding at 31.12.

IPO: 1997 | Stock exchange: SIX Swiss Exchange | Market segment: Main Standard | Index: SPI |

ISIN: CH0006372897 | Security identiﬁcation symbol: INRN | Security identiﬁcation number: 637289

Interroll share

Share price at 31.12.2019: CHF 2,175,00 Share price at 31.12.2020: CHF 2,695.00

Swiss Performance Index (SPI)

Number of registered shares	854,000	854,000	854,000	854,000 854,000
Number of weighted average shares outstanding	834,532	840,246	844,801	849,934 850,634
Number of shares outstanding at 31.12.	825,380	837,441	842,152	847,099 851,559

Share price high CHF	2,785.00	2,540.00	2,020.00	1,475.00 1,172.00
Share price low CHF	1,160.00	1,980.00	1,340.00	1,097.00 707.00
Year-end share price at 31.12. CHF	2,695.00	2,175.00	1,452.00	1,443,00 1,110.00
Market capitalization at 31.12. CHF million	2,175.00	1,821.43	1,222.58	1,222.36 945.01

Par value at 31.12. CHF	1.00	1.00	1.00	1.00 1.00
Dividend CHF	27.00	22.50	22.00	16.50 16.00
Earnings per weighted average share outstanding CHF	85.97	66.69	61.32	45.95 42.57
Payout ratio	31.41	33.74	35.88	35.91 37.59
P/E ratio	31.35	32.61	23.68	31.40 26.07
Cash flow per weighted average share outstanding CHF	147.32	118.56	79.79	54.39 43.30
Equity per share outstanding at 31.12. CHF	378.00	363.03	338.23	308.91 273.72

Share price performance of Interroll relative to Swiss Performance Index (SPI) in 2020

Jan.

Feb.

Mar.

Apr.

MayJuneJulyAug.

Sep.

Oct.

Nov.

Dec.

INTERROLL ON THE CAPITAL MARKET

SWISS STOCK MARKETS CLEARLY UP

Aﬅer an interim low in March 2020, the stock market year 2020 was positive and ended with a clear plus.

e Swiss stock markets gained slightly: e blue chip barometer Swiss Market Index (SMI) stood at 10,704 points at the end of December. is resulted in an annual gain of 0.8%.

Shareholder structure at December 31, 2020

++H

Free ﬂoat: 82%

Fixed shareholding: 18%

Geographical distribution of the identified shareholder base according to the share register at December 31, 2020

++2 +H

Switzerland: 56%

EMEA region (excluding Switzerland): 42%

Rest of the world: 2%

e broad Swiss Performance Index (SPI) rose to 13,328 points, up 3.8% from its 2019 close.

THE INTERROLL SHARE IN THE PLUS

Company-speciﬁc growth drivers of the Interroll Group in the 2020 ﬁnancial year were numerous proj-ect orders, innovative products and services, consis-tent cost and investment management, and productiv-ity increases.

With a closing price of CHF 2,695.00 on December 31, 2020, Interroll shares were 23.9% higher than the 2019 year-end price (CHF 2,175.00).

Interroll shares therefore again outperformed the Swiss indices. e Group's market capitalization signiﬁcantly exceeded CHF 2.2 billion.

THE FREE FLOAT IS INCREASING

Approximately 16% of Interroll shares (December 31, 2020: 18%) are held by the remaining founding fami-lies. e members of the Group Management and their relatives control a total of 2.8% (2019: 2.8%) of the shares as at December 31, 2020.

e free ﬂoat as deﬁned by the SIX Swiss Exchange was therefore 84% as of December 31, 2020 (2019: 82%).

Information on signiﬁcant shareholders can be found on page 126.

SHAREHOLDER BASE REMAINS INTERNATIONAL

In 2020, more shareholders domiciled in Switzerland bought Interroll shares. As of December 31, 2020, 56% of the registered shareholders resided in Switzerland, compared to 52% as of December 31, 2020.

At the same time, the number of non-registered share-holders remained at the previous year's level of 37%.

MORE INFORMATION FOR INVESTORS

On our website,www.interroll.com, we publish infor-mation about the Interroll share. Financial reports, presentations, and other documents are available for download.

Interested parties can register for our distribution list or request our regular publications. In addition, all important ﬁnancial market dates can be found there. A digitalized report is now available atwww.interroll. com/annual-report.

OUR BUSINESS

CONSISTENT ORIENTATION

OF THE BUSINESS MODEL TOWARDS SUSTAINABLE AND GLOBAL GROWTH

PRODUCT PLATFORMS, KEY MARKETS AND MARKET TRENDS

As a leader in innovation and technology, Interroll stands for high-quality key products and services in internal logistics worldwide. Our customer solutions for the daily challenges in material handling are based on globally available product platforms which are focused on:

CONVEYORS &

ROLLERSDRIVES

SORTERSPALLET HANDLING

The company supplies more than 28,000 customers worldwide. In the key markets, these mainly include regionally oriented plant manufacturers, OEMs and global systems integrators:

FOOD, BEVERAGE

Further global growth of the Interroll Group focuses on clearly identiﬁable market trends that will continue to show potential in the future:

- e global e-commerce and retail shopping boom.
- Liberalisation and regionalisation in the courier, express and parcel markets.
- More stringent hygiene regulations and standards in the food industry, which require solutions of a correspondingly high quality.
- e decentralisation of distribution centers in order to shorten delivery times.

- Increasing product variety and shortened production life cycles require increased ﬂexibility and individualisation when producing, warehous-ing and commissioning goods in the ﬂow of materials.
- Increased productivity in the industry and the related rise in eﬃciency in storage systems.
- In the long-term steadily growing passenger traﬃc in international air travel and the related invest-ments in the modernization and expansion of air-port capacity and security technology for passenger and luggage transport.

COURIER, EXPRESS, PARCEL

AIRPORT

DISTRIBUTION, WAREHOUSE

OUR BUSINESS

ORGANISATION, STRATEGY AND SUCCESS FACTORS

e Interroll Group consists of a single business unit. All products are sold in all markets via the respective regional sales companies, whereby the speciﬁc require-ments of the customer groups of plant manufacturers, OEMs, systems integrators as well as end customers are met with a tailor-made variety of products and advice.

e Interroll Academy is responsible for excellent training and professional development of all employees of the Interroll Group worldwide. It also oﬀers training and courses for customers. e Interroll Innovation Projects and Development Center (IPDC) develops new products, processes and technologies. e pro-duction plants concentrate as global competence cen-ters (Centers of Excellence) on the development and manufacture of speciﬁc product groups. In order to quickly meet customer needs in all parts of the world, regional production centers (Regional Centers of Excellence) have been built which are under the direc-tion of the global competence centers. Assembly plants (local assembly) are supplied by production plants with semi-ﬁnished products and assemble products for the individual local markets.

e Interroll Group strives for a position of market leadership in its key products, solutions and services worldwide. An important element of this strategy is therefore the permanent, continued development and redevelopment of intelligent products that enable

TECHNOLOGY ORGANIZATION AT INTERROLL:

AMERICAS

Canada

Local assemblyUSA RCoE* Atlanta, GA USA RCoE* Wilmington, NC

Brazil

Local assembly

customers to save space and energy and secure a quick return on investment. e technological makeup is as follows:

e success of Interroll to date and into the future is based on the following factors:

- e concentration of resources on key products, solutions and services through which global market leadership can be achieved in the longer term.
- e development and expansion of application-oriented product platforms according to a modular principle, which increases ﬂexibility and quality for the customer and makes signiﬁcant economies of scale possible within the Group.
- e global sales network with local sales sub-sidiaries that quickly recognize customer needs and market trends and can tap market potential worldwide.
- e Group-wide, uniform production technolo-gies at all production facilities, supported by the Interroll Production System (IPS).
- e quality standards for the products that are identical worldwide and the zero-defect strategy.
- e worldwide networking of the Interroll Group companies via the uniform SAP system.
- Its own permanent development and quick launch of new products onto the market.
- e support, training and professional develop-ment of all employees worldwide.
- e ability to digitise our own processes.

EUROPE

Interroll Academy (DE)

Innovation Projects and Development Center (DE)

woh-wonK

8 Global Centers of Excellence

Conveyor Rollers (DE)

Drum Motors (DE)

Modules and Subsystems (DE)

Flow Storage Systems (FR)

Commercial Belt Drives & Conveyors (DK)

Belt Curves (USA)

Technopolymers (CH)

Software and Electronics** (A)Germany RCoE* Kronau

ASIA-PACIFIC

Know-how

China RCoE* Suzhou China RCoE* Shenzhen

Thailand Local assembly

Australia Local assembly

* Regional Center of Excellence ** See also subsequent events (Chapter 8.3, notes to the consolidated statement)

South Africa Local assembly

"OUR FOCUS ON SAVING TIME HAS PAID OFF"

Interview with Paul Zumbühl, CEO of the worldwide Interroll Group, about the financial year 2020 and Interroll's prospects.

Paul Zumbühl, CEO of the global Interroll Group

e year 2020 will be the last full ﬁnancial year in which you have led Interroll as CEO. What is your conclusion?

Paul Zumbühl: In ﬁscal year 2020, we were able to reap the fruits we had sown in recent years. is relates to two things in particular: On one hand, we have con-stantly improved our range of services and were able to serve the market excellently in the crisis year. On the other hand, Interroll had already done its homework during less challenging years. is enabled us to focus on what is crucial for success in this particularly chal-lenging year, 2020: our customers.

How has the focus on customers shaped up?

e customers' response times, the so-called window of opportunity, is very short. ey need partners they can rely on. Delivery capability and quality count enormously. is became even clearer during the COVID-19 pandemic. Last but not least, during the crisis our employees once again underlined that our Climate of Excellence; in other words, the culture of delivering top performance, is deeply anchored in the company. Our productivity and delivery capability were maintained at a very high level almost during the entire crisis. Interroll also won some new customers because we responded faster than competitors. Our digital processes as well as our internal decision-mak-ing channels function smoothly. Our long-standing focus on saving customers time, from planning to installation, has paid oﬀ. is has enabled us to give answers and deliver our solutions quickly.

Was the competition less well-prepared?

No, I don't want to generalize, but we have gained new customers. Now, of course, it's a matter of retaining customers and continuing to grow with them. Our agile, global production network with 16 sites was able to work around regional supply chain problems and compensate with alternatives elsewhere.

What has Interroll learned from the pandemic?

For me personally, this is the third crisis during my time with Interroll, aﬅer the technology bubble in 2000 and aﬅer the ﬁnancial crisis in 2009. We have learned from each crisis and had already consistently imple-mented this knowledge in the previous years, both in terms of our strategic orientation and our cost man-agement. e acid test has therefore been passed: In an exceptionally challenging year, Interroll was able to increase its order intake signiﬁcantly in local currency and slightly in reporting currency, and even signiﬁ-cantly improve its proﬁtability. e lesson to be learned from the current crisis is to stay even closer to the proj-ects. is also means being known by the customer's customer and thus being very close to the market. We have to inﬂuence the end user's decision-making pro-cess in terms of material ﬂow solutions, in the future even more than we do now.

Interroll has also continued to learn in the area of research and development. e strategic aspect behind our success is indeed our strong innovation. is is now having a lasting positive eﬀect on the technology platform. Our modular solutions are in demand with customers.

"The lesson to be learned from the current crisis is to stay even closer to the projects. That also means being known by the customer's customer and thus being very close to the market."

About the technology platform: In 2020, there were two major innovations, both an expansion of the Modular Pallet Conveyor Platform (MPP) for pallets and the High-Performance Crossbelt Sorter (HPCS). How did these develop in the market?

e high-performance sorter opens up a new perform-ance segment in the market, which we had not covered before. What is new is that with the HPCS we have realized a global product rollout for the ﬁrst time: We launched the solution on the market worldwide at the same time. is was only possible with synchronized production and delivery capability on all three conti-nents. We only launched the new sorter on the market in March, and yet we have already received more orders than originally expected. We are very pleased about this, but we are not letting up here: Interroll will be launching another sorter in the basic segment in 2021. By basic segment, we mean, for example, applica-tions where manual sortation in principle is still possi-ble or where, as in the fashion sector, reliability and

speed are becoming increasingly important due to automation.

Of course, there are already competitors in the market in this area. erefore, it is important to convince cus-tomers with unique selling points.

e MPP is oﬅen compared with the Modular Conveyor Platform (MCP). Is the development in the ﬁrst year on the market similar here?

In the case of the Modular Pallet Conveyor Platform (MPP), the feedback from customers has been very positive. e concept in this area is completely new, therefore it also needs more time. With 1.2 tons of con-veying load capacity, the MPP is of course in a diﬀerent weight class from the MCP and is new territory for us with new customers. For example, in an automated palletizing system, loading stations and robot cells, the MPP with its digital intelligence can be excellently integrated. We have merged the Dynamic Storage product group with the MPP pallet conveyors and are now tackling the subject of pallets holistically and in a modular form in the Pallet Handling product group. With our LEGO-like modular construction kit, which has now been completely expanded, the integrator can implement the material ﬂow processes in the area of pallets quickly, safely and ﬂexibly as well as with coor-dinated digital interfaces.

What is the outlook as far as further innovations are concerned?

Our performance on innovation has strengthened us signiﬁcantly. Hardware and soﬅware form a complete, intelligent solution, as their diﬀerences become less increasingly indistinct.at is why we have built the

"Our performance on innovation has strengthened us significantly. Hardware and software form a complete, intelligent solution, as their differences become less increasingly indistinct."

innovation team much more interdisciplinary and have reorganized the processes.

With the system innovation approach, we look at exactly where the customer's pain point is and how we can eliminate it. It is important that this is understood correctly from the outset in order to generate real cus-tomer value.

e market for intralogistics has opened up to a number of innovations, for example automated guided vehicles (AGVs) and drones are becoming established. Does this pose a threat to Interroll?

We see these technologies as complementary. e aims here are to enable the right interfaces for networking and to provide intelligent conveyor technology that adapts optimally to customer requirements. In terms of costs, energy consumption, simplicity, occupational safety, and ﬂexibility, our technology platform contin-ues to oﬀer decisive advantages in an increasingly dig-italized world, today and in the future.

What role does digitization play here?

Digitalization is now opening up enormous opportu-nities to increase customer beneﬁts. However, digitali-zation is a means to an end. Decentralized intelligence in material ﬂow are important keywords, and custom-ers can rely on Interroll's modular control platform here. e task is to take the burden oﬀ the system inte-grators so that they can concentrate on the overall solution and integrate our intelligent products easily, safely and quickly.

Digitalization is now the focus of the new Center of Excellence in Linz, Austria?

As communicated at the beginning of the year, Inter-roll acquired MITmacher GmbH with a team of highly qualiﬁed engineers in Linz. With this team, at the new location, our new global competence center for soﬅ-ware and electronics is now being created. us, we will be able to build the soﬅware platform in an even more focused modular and scalable way in the future. However, we are restricting ourselves to the machine level with the aim of further simplifying the lives of end users and system integrators and oﬀering them plug-and-play solutions. In the medium term, this will also create major opportunities for service.

Paul Zumbühl at the headquarters in Sant'Antonino

Can outsourcing play a role here?

Yes, deﬁnitely. Interroll has outstanding expertise in manufacturing products for material handling. We see great potential in customers, who want to abandon their in-house production and adopt our platform solutions.

We also investigated this topic with a study in which we surveyed 300 decision-makers from manufacturing companies in the DACH (Germany, Austria and Swit-zerland) region. e conclusion was that there is con-siderable untapped potential for outsourcing in the area of production. e ability to deliver is a particular focus here: By outsourcing production and innovation processes, companies can eliminate innovation bottle-necks and ineﬃciencies that became apparent during the COVID-19 crisis. Incidentally, in their own per-ception, only about 14 percent of all companies sur-veyed see their production as a core competence. is is particularly surprising in the mechanical engineer-ing sector. For us, this means potential in the market that promises further business opportunities in addi-tion to innovations.

What growth opportunities do you see in service in general?

In recent years, Interroll has been able to massively expand its installed base. Now it makes sense to fur-ther expand service. e aim here is to further increase the share of sales accounted for by service. We are tackling the issue in the medium term and want to expand our service revenue share to 20 percent in ﬁve to seven years. e newly established service organiza-tion, which we presented in February 2021, will pro-vide signiﬁcant impetus here.

What role do partnership and cooperation play in the market?

Interroll is a trendsetter in the market, an authority. is also means that we have a great responsibility. Customers trust in our technologies and innovation as well as in our sustainable ﬁnancial strength - espe-cially in times of crisis. We certainly don't want to dis-appoint them. In the future, partnership-based coop-eration will be further strengthened in the market. It will be less and less possible for market players to cover everything that is technically possible in the material ﬂow on their own as the risk of losing market share is high. is is all the more true on global stage. With our Rolling On Interroll (ROI) partner program, we are clearly demonstrating how successful Interroll and its partners can be together if we use our strengths in a complementary way.

How optimistic are you about further growth?

We are investing a total of 150 million Swiss francs on all continents in the period 2020-2022, in innovation, digitalization and our production capacities. In this way, we are investing in our further growth. e most important thing is to be able to deliver at all times. e COVID-19 crisis has mercilessly highlighted this and given us a decisive market advantage here. anks to our attractive market position, we are very conﬁdent about the future.

PRODUCT GROUPS

Sales by product group

20.0% Rollers
29.5% Drives
41.7% Coveyors & Sorters
8.8% Pallet Handling

106.0 156.5

SALES (CHF MILLION) ROLLERS

SALES (CHF MILLION) DRIVES

References Dematic Knapp

SSI Schäfer TGW Vanderlande

References Itab

Smiths Detection Triumph International Villeroy & Boch Walmart

221.5 46.6

SALES (CHF MILLION) CONVEYORS & SORTERSSALES (CHF MILLION) PALLET HANDLING

References	References
Amazon	Coca-Cola
Aokang	Danone
China Post	Procter & Gamble
DHL	Yamaha
FedEx

PRODUCT GROUP ROLLERS

e Rollers product group forms the solid basis of the Interroll portfolio. Interroll has been manufacturing conveyor rollers in Wermelskirchen, Germany, since 1959 and now at ﬁve other locations worldwide. Con-veyor rollers are used in numerous internal logistics applications.

Interroll has already manufactured well over 500 mil-lion conveyor rollers. Driven and unpowered conveyor rollers from Interroll are the ﬁrst choice for transport-ing containers and pallets in the distribution centers of postal and courier services, shipping companies and in airports or production plants. But these products are also integral parts of material-handling solutions in other industries such as the supermarket and e-com-merce sectors. Interroll oﬀers a selection of 60,000 conveyor roller variants. Products from the Rollers category are also used in other Interroll solutions from other product categories, for example in the Modular Conveyor Platform (MCP) and the Modular Pallet Conveyor Platform (MPP), as well as in ﬂow storage solutions.

In 2020, very short delivery times, highly eﬃcient manufacturing processes, customer proximity and the high quality of Interroll products made a signiﬁcant contribution to further success in this area and the company was able to gain market shares. is develop-ment was also supported by the increase in the level of automation of suitable processes at Interroll's produc-tion sites.

e potential of market trends such as the continuing strong development of e-commerce and the outsourc- ing of manufacturing processes for previously self-produced rollers by system integrators were anticipated and exploited. With innovative customer-oriented tools, such as a roll conﬁgurator or a Layouter tool for larger projects, which signiﬁcantly shorten the selec-tion and ordering process.

At CHF 106.0 million, consolidated sales in the Rollers product group were -3.8% below the previous year's ﬁgure of CHF 110.1 million. At CHF 107.5 million, consolidated order intake was -0.3% slightly below the previous year's level of CHF 107.8 million.

Interroll rollers stand for top quality in 60,000 variants.

Interroll has divided its portfolio into four product groups: Rollers, Drives, Conveyors & Sorters and Pallet Handling. In the reporting year 2020, all product groups developed diﬀerently.

SOLID PROJECT BUSINESS, POTENTIAL WITH THE PRODUCT DEMANDPRODUCT GROUP DRIVES

e portfolio of the Drives product group includes control systems, driven conveyor rollers (24-volt and 48-volt RollerDrive) and drum motors. e global Centers of Excellence in Baal, Germany, and Hvidovre, Denmark, for drum motors and Wermelskirchen, Germany, for RollerDrive, are responsible for the Interroll Group worldwide. In this context, Hvidovre was renamed Center of Excellence Commercial Belt Drives & Conveyors as of March 1, 2020. e decision underlines the fact that Interroll's overall portfolio is ideally suited for both supermarket and other retail material-handling applications.

Internationally, Interroll takes a leading role with its compact, ﬂexible and easy-to-install solutions.

Consolidated sales in the 2020 ﬁnancial year amounted to CHF 156.5 million, down -9.2% on the same period of the previous year (CHF 172.4 million). Consoli-dated order intake decreased by -6.9% to CHF 157.6 million compared to CHF 169.2 million in the previ-ous year.

The new DC Platform is designed to meet the highest efficiency requirements.

e innovative range consisting of the coordinated RollerDrive EC5000, controllers and power supply units now allows system integrators and plant manu-facturers to serve their customers' needs even more individually and with Industry 4.0 functionalities. anks to the data transparency that the RollerDrive EC5000 oﬀers, modern conveyor systems can also be maintained proactively.

In addition, the bus interface enables the implementa-tion of completely new control functions, such as those required in the automation environment. is means that not only can the acceleration, speed and braking of the conveyed goods in the system be inﬂuenced more precisely, but the respective goods can also be positioned on the conveyor line with millimeter accu- racy - a prerequisite for improving work processes through the seamless automated interaction of con-veyor solutions with robots or packaging machines.

e brushless drive of the RollerDrive EC5000 also features energy recovery in braking mode. Conveyor systems thus manage without pneumatics or conven-tional drives that have to be operated continuously.

e RollerDrive EC5000 is already being used in numerous projects. For example, Interroll and Tekno-kom, an innovative system integrator for complete warehouse automation solutions, have set up an auto-mated picking ﬂow system for Cookplus in Istanbul, Turkey. Key elements of the new material ﬂow solution are Interroll's RollerDrive EC5000, MultiControl and Modular Conveyor Platform (MCP).

PRODUCT GROUP CONVEYORS & SORTERS

e product group Conveyors & Sorters includes con-veyor and sorter solutions that are developed by the global Centers of Excellence in Sinsheim, Germany, and Cañon City, United States. is product group includes crossbelt sorters, belt curves as well as the Modular Conveyor Platform (MCP). With its products and solutions in this segment, Interroll has a strong position in the market, especially in equipping postal and logistics distribution Centers, as well as airports and e-commerce.

Due to the considerable potential demand in this area in the medium term, Interroll announced in Decem-ber 2018 the expansion of production in southern Germany. A new plant in Mosbach will go into opera-tion there in the ﬁrst half of 2021.

With the modular platform concept from Interroll, modern material-handling systems can be planned quickly and eﬃciently; adjustments remain possible and can be made even during assembly.

The MX 025H has enlarged and more robust carriers. As a result, it is now possible to pick up larger and heavier items (up to 50 kg).

In conjunction with the Interroll drive solutions, ultra-modern plants are created and are characterized by maximum availability, energy eﬃciency and very low operating and maintenance costs. is applies to both new plants and for the modernization of existing plants.

e product group Conveyors & Sorters achieved consolidated sales of CHF 221.5 million within the 2020 ﬁnancial year, which was slightly down by -0.7% compared to the previous year (CHF 223.2 million). At CHF 233.2 million, order intake was 8.5% above the level of the prior-year period (CHF 214.9 million).

In March 2020, Interroll introduced the MX 025H, a new High-Performance Crossbelt Sorter (HPCS), add-ing a new high-performance system capable of han-dling up to 20,000 conveyed goods per hour to its innovative portfolio of automated sortation solutions. is new solution can also sort signiﬁcantly heavier (up to 50 kg) and larger goods. As a result, even the most demanding users now have the opportunity to beneﬁt from the performance, cost-eﬃciency and availability advantages as well as the energy-eﬃciency oﬀered by mechanically driven horizontal crossbelt sorters from Interroll. e ﬁrst applications of the HPCS are already in daily use at well-known custom-ers in the market.

As of January 1, 2020, the Modular Pallet Conveyor Platform (MPP) was assigned to the newly designated product group Pallet Handling; it was previously assigned to Conveyors & Sorters.

e new Interroll High-Performance Crossbelt Sorter (HPCS) was presented to the public for the ﬁrst time during a livestream in March 2020. e HPCS is the ﬁrst time that an Interroll solution has been launched simultaneously on all three continents. First applica-tions of the HPCS are already used by well-known customers in the market on a daily basis.

A temporary downward trend in the ﬁrst half of the year was noticeable here. In the second half of the year, Interroll was able to report a major order for a leading supermarket chain for the delivery of more than 9 kilo- meters of Interroll Modular Conveyor Platform (MCP), including a record number of RollerDrive EC5000 units for a new building project in Germany.

By the end of 2020, more than 400 installed Interroll sorters would be in operation worldwide, some of them for many years.

e growing installed base oﬀers interesting prospects for increased service activities for Interroll.

PRODUCT GROUP PALLET HANDLING

With the Modular Pallet Conveyor Platform (MPP) launched in 2019 and more recently extended by a stacker crane and a transfer car, Interroll has linked solutions for processes that support automated storage and retrieval.

erefore, the company since January 1, 2020 has combined the previous product group Pallet & Carton Flow with the MPP pallet conveyor solution under the new name Pallet Handling.

In the year under review, Interroll recorded a decline in consolidated sales of -13.7% to CHF 46.6 million in this product group (previous year: CHF 54.0 million).

Consolidated order intake decreased by -9.2% to CHF 49.5 million (previous year: CHF 54.5 million). During the COVID-19 crisis, important warehousing sector projects were postponed, but not cancelled through-out.

For warehouses with high turnover frequencies, ﬂow storage solutions have proven to be particularly cost-eﬀective in the long term. Dynamic ﬂow storagesystems are based on the principle of inclined planes: pallets or packages are stored in ﬂow channels that consist of a series of roller conveyor modules arranged one behind the other. Since these are mounted at an angle of 4%, goods move automatically from the input to the output point by using gravity.

By adding semi- or fully automated solutions such as the MPP to the range, Interroll continues to oﬀer high sales potential for ﬂow storage solutions. In the report-ing year, the MPP has been introduced to the markets in the Americas and in the Asia-Paciﬁc region. A ﬁrst lager order has been received from Australia.

Further innovations in the area are currently being driven forward.

A survey conducted by Interroll in Germany in 2019 of automated pallet transport processes carried out at manufacturing companies, conﬁrmed a high demand potential for Interroll.

Stacker cranes and transfer cars as an extension of the MPP enable the continuous linking of automated conveying with automated warehouse processes.

Maurizio Catino, Executive Vice President Global Sales & Solutions

FOCUS ON SOLUTION COMPETENCE

As Executive Vice President Global Sales & Solutions, Maurizio Catino has been the Interroll Group's global Head of Sales since the beginning of July 2020. We talked to him about current market trends, the advantages of digitalization and the importance of solution competence for future success.

"Many industries today have recognized that there is great potential for productivity in material handling."

With lockdowns in many countries, collapsing economic data, company bankruptcies:

What inﬂuence does the coronavirus pandemic have on the market for material handling solutions?

Maurizio Catino: e pandemic has made the global intralogistics market even more dynamic. While other industries have been hit extremely hard, e-commerce in particular has generated strong demand for material ﬂow solutions due to the rapid and abrupt increase in online purchasing by consumers. e reason: Only with automated solutions for conveying, sorting, storage and order picking can e-commerce providers increase their capacities to meet customer require-ments with fast delivery times. e swelling of the ﬂow of goods triggered by internet orders is indeed impres-sive.

Couldn't this just be a ﬂash in the pan?

No. Of course, nobody can predict the future exactly, but the increased order volume via the internet is due not only to the more intensive use by consumers who are already internet-savvy, but also to the development of completely new target groups. An example: Whilemy father consistently rejected smartphone use before the pandemic, today he is on the internet every day, also as an online shopper. is change in behavior will continue. At the same time, logistics as a whole has gained social importance. A broader public has now become aware of the system-relevant function of this industry, for instance in supplying people with food.

And what is the situation in other industries?

Many industries today have recognized that there is great potential for productivity in material handling in order to signiﬁcantly improve their own competitive-ness, for example in the area of industrial production. Simultaneously, however, parcel service providers and courier services are increasingly in the process of decentralizing their networks for capacity reasons, such as setting up smaller, additional distribution cen-ters on the outskirts of or even in the city center. Con-veyors or sorters are also needed for this. So, there are a number of trends that give us additional tailwind, both in winning new customers and in upgrading solutions for existing customers. As an international technology leader, we are excellently represented in these and other growth areas with our modular - in other words, ﬂexibly combinable - product range, which we have also consistently expanded with our high-performance sorter, the new Split-Tray Sorter and to which we will ad the new Smart Pallet Mover, for example.

In coronavirus times, the internet may well have gained in importance for Interroll's sales activities.

at's how it is. It was crucial that the Interroll Group Management did not waste any time aﬅer the begin-ning of the crisis by letting the initial pandemic shock throw us oﬀ course. On the contrary, we immediately took measures to ensure unrestricted supply availabil-ity for our customers. For the sales department, this meant ﬁrst of all not letting the close relationship with the respective customers be interrupted by the cancel-lation of trade fairs and the lack of opportunities to visit, but making customer contact and conducting consultation online from the home oﬃce. By the way, this went far beyond the usual use of video conferenc-ing. Livestreams about new products or interactive webinars were used. Our employees met these chal-lenges with the necessary ﬂexibility and great commit-ment, in exemplary cooperation with marketing and product management.

Maurizio Catino at the Interroll headquarters in Sant'Antonino

So, will the sales department only work via online channels in the future?

No. e basis of a successful sales activity will always be non-media communication between people. e rapid switch to online channels worked so well, in large part because our customers already knew us well and trusted us. However, the coronavirus crisis has already accelerated the existing trend toward virtual interaction and its use has now become a natural, addi-tional instrument in daily sales work. e new oppor-tunities oﬀered by social media, especially for new cus-tomer business, are a good example. ey allow sales staﬀ to enter into initial contact with decision-makers much more eﬃciently and precisely, without ﬁrst being passed on from one internal department to another.

Now the internet is not only a technical tool.

Correct. e internet is also changing the role and tasks that salespeople have to face. Today, customers can ﬁnd out about Interroll's product range themselves with just a few mouse clicks. And that's exactly what most of them do, even before their ﬁrst visit to Inter-roll. What does that mean? It means that as a sales rep-resentative I no longer oﬀer the customer added value as a product catalogue on two legs. What is required is proactive solution and consulting expertise as well as knowledge of the beneﬁts of the entire portfolio that Interroll has to oﬀer. Of course, this also requires an understanding of the business objectives and work-ﬂows of the end users in order to eﬀectively support system integrators in their work. For example, when visiting a running application, you must be able to immediately identify possible optimizations for the particular operation. As a salesperson, you should also understand the directions in which the market and the industry are developing. is is one of the reasons why we conduct appropriate training courses at the Interroll Academy, where we also draw on the expertise of lead-ing research institutes such as Fraunhofer Institute for Material Flow and Logistics (IML).

Doesn't this turn toward solution orientation also need to be anchored in internal structures?

Yes, that's why we have developed our successful industry sales organization into a global solution sales organization that supports our customers on an equal footing even with the most demanding projects. Inci-dentally, we didn't need to set up an additional sales organization for this purpose, but we can now make even better use of the know-how already available in the respective industry environment. Furthermore, these vertical functions not only support the existing, geographically oriented sales force, but also represent an important link between sales and the product man-agers in our global competence centers. rough this exchange of know-how, we ensure that the market requirements to which we orientate our sales work are directly incorporated into the innovation process of our company.

Now, with 28,000 customers that you look aﬅer, it's not always just about larger projects?

Exactly. Just as important as the project business is the sale of key products that customers already know and want to integrate into their material ﬂow solutions in order to add value. Online channels play a central role in this area. For example, we have experienced a great deal of customer interest in our new online shop that we launched last year.

Where does digitalization still play a role?

For example, in the value-added advantages that our globally used enterprise resource planning (ERP) sys-tem oﬀers. You have to understand that most of our major customers are global corporations that operate on the basis of end-to-end, digital, just-in-time supply chains. Besides the new and already mentioned online shop we oﬀer a so-called headless approach. is means that customers who are interested in automated purchasing can use interfaces to connect with us through the platforms they use. e order request to

"We have developed our successful industry sales organization into a global solution sales organization."

Interroll is then generated by a soﬅware. On our side, we use then the SAP CX Commerce cloud in combina-tion with electronic data interface (EDI) to translate this request into an oﬀer. is is a lean process and convenient for our customers. Hence, as a global part-ner, we meet their requirements by integrating our dig-ital processes with theirs, from ordering to delivery. at means: already in the order processes we add value to the customer by saving time and cost and thereby help them remain successful in their busi-nesses. One more reason for them to choose Interroll.

But this is just one aspect of the opportunities that the digital world opens up for us. With the launch of a web-based Layouter tool, we are able to provide our customers with sales support as early as in the plan-ning and project phase. is service dramatically sim-pliﬁes and shortens the engineering eﬀort, especially for medium-sized system integrators. In this way, we also help this customer group to become even more competitive.

REGIONS

54%

SHARE OF GLOBAL SALES EMEAINTERROLL IS ACTIVE WORLDWIDE VIA ITS OWN GROUP COMPANIES, AGENTS AND DISTRIBUTORS.

Interroll successfully continued its globalization strategy in 2020 by entering new markets and gaining new customers. Globally, Interroll recorded an increase of +0.9% in local currency, but a decline in consolidated sales of -5.2% compared to the previous year. In the Europe, Middle East, Africa (EMEA) region (-5.1% in local currency, -10.6% consolidated) and Asia (+1.7% in local currency, -4.6% consolidated), sales declined in reporting currency due to the COVID-19 pandemic. e Americas region (+16.5% in local currency, +6.1% consolidated) recorded growing sales.

SUCCESSFUL GLOBALIZATION STRATEGY

Consolidated order intake increased by +6.6% in local currency and +0.3% on a consolidated basis compared to the previous year. Interroll's share of sales in the year under review was just under 54% in EMEA, 30% in the Americas and 16% in Asia-Paciﬁc.

Interroll immediately prepared its own virtual trade show for customers after the cancellation of LogiMAT participation due to the COVID-19 pandemic.

EMEA

EUROPE, MIDDLE EAST, AFRICA REGION (EMEA): STRONG DELIVERY PERFORMANCE

In the EMEA region, the organic growth of previous years did not continue in 2020 due to the pandemic. In addition, approximately half of the decline is attrib-utable to the strong Swiss franc.

Sales amounted to CHF 287.0 million, 10.6% below the previous year (CHF 321.0 million). Order intake decreased by -3.9% compared to the previous year (CHF 312.0 million) and reached CHF 299.9 million.

Drives, market share was gained due to strong delivery capabilities. With a share of just under 54% of Interroll's total sales, EMEA remains the most economically sig-niﬁcant region within the Group. e demands placed on suppliers in internal logistics are high. In addition to close customer relationships, industry knowledge, and technical solution expertise, they require innova-tive responses to increasing complexity and new mar-ket trends.

In the Conveyors & Sorters business, the region recorded an increase in order intake. In Rollers and

With the construction of a new plant in Mosbach, Ger-many, Interroll is preparing for future growth in the EMEA region.

149.0 million). With growth of 13.0% in incoming orders to CHF 165.6 million (previous year: CHF 146.6 million), strong impulses were noticeable. ere were numerous new orders for sorters in particular (+83.8%), including orders for the new High-Perfor-mance Crossbelt Sorter (HPCS). Conveyor rollers and drives also saw pleasing growth.

Sales in the Americas region amounted to CHF 158.1 million, 6.1% higher than in the previous year (CHF

AMERICAS

REGION WITH GROWTH PROSPECTS

AMERICAS

With a very good local presence and the long-term customer relationships, we were able to signiﬁcantly increase proﬁt and sales in local currency in Brazil despite considerable restrictions due to the pandemic. Interroll considers the Brazilian market to be full of opportunities.

A second plant in Hiram (near Atlanta, Georgia, United States), went into operation in mid-2020. is means that further capacity is available for medium-term growth in the Americas region. In addition to the consistent application of the Group-wide Interroll Production System (IPS) and the zero-defect strategy, the automation of production processes was also driven forward in a targeted manner in the United States in 2020. e customer focus was underscored with a new showroom at the Hiram site, where numer-ous solutions from the Interroll technology platform are on display.

The extensively equipped new showroom in Hiram underscores the customer experience at the site.

The launch of the new sorter MX 025H also took place virtually in Asia.

ASIA-PACIFIC

REGION RICH WITH OPPORTUNITIES

Despite the absence of major orders due to COVID-19, sales grew by 1.7% in local currency, but fell by 4.6% in reporting currency to CHF 85.5 million (previous year: CHF 89.6 million).

Order intake remained at the previous year's level in local currency but was down -6.3% in reporting cur-rency to CHF 82.3 million (previous year: CHF 87.9 million).

Belt curves recorded very pleasing sales and order intake in the region. Following major projects in the previous year, demand for the Modular Conveyor Plat-form (MCP) was somewhat more subdued.

As in previous years, China was the most important market for Interroll in the region. Very positive impe-tus came from Southeast Asia and especially from Australia, where Interroll recorded a strong increase in sales.

ASIA-PACIFIC

e region is increasingly beneﬁting from the global-ization of the Interroll Group as well as the expansion and modernization of its own local production facili-ties. In 2019, a new and larger plant in ailand started operations. e Shenzhen (China) plant moved to a new, more modern and larger site at the beginning of the year, and a dedicated new plant is planned for Suzhou (China) in 2022, which will increase produc-tion capacity for the Asia-Paciﬁc region.

Richard Keely, Executive Vice President Americas

ADAPTING

TO CHALLENGES

Richard Keely has been Executive Vice President Americas at Interroll for three years, during which he has faced plenty of challenges and opportunities.

How has Interroll performed?

Richard Keely: Interroll Americas experienced double- digit sales growth despite all the challenges of 2020. E-commerce was a big boost for us in the Americas, in particular in the United States. We also saw more opportunities to sell our traditional products to small and midsize integrators as they continued to grow. At the same time, we were able to sell more complete sub-systems to larger integrators that had an abundance of projects with large end users. We had several repeat orders and continue to build our partnerships. e release and commissioning of the new Interroll High-Performance Crossbelt Sorter (HPCS) was a big accomplishment for the team. We experienced an increase in demand for the Modular Conveyor Plat-form (MCP) and look forward to continuing its upward trend in 2021.

"We now have several traditional storefront clothing and fashion retail customers that are expanding their presence online. Some have seen a tenfold hike in sales and the need to update their systems immediately."

And outside the US - in Brazil, Mexico and Canada?

In Brazil, we continued to grow sales in our core prod-ucts, add customers, and increase productivity, which is better than it has ever been. But the biggest hurdle in this market was the currency. e devaluation of the Brazilian real created huge challenges in our supply chain. Local steel manufacturers, for instance, pre-ferred to export their products because they could earn more, making it diﬃcult for us to obtain materi-als. We had to use diﬀerent supply channels, including some from Europe, which increased our material costs. As a result, we have invested in a new DC Plat-form - a 24-volt/48-volt RollerDrive platform- pro-duction cell for Brazil, which we will incorporate in 2021, this will help us avoid import taxes and continue to grow our local oﬀer. In Mexico, we were able to rebound nicely in 2020. We increased our business, established new partnerships with system integrators, and further strengthened existing relationships. We were seen as a highly reliable supplier in a turbulent year. In Canada, we continued to build our in-country product business while eﬀectively managing our costs. We continue to invest in our project business and are positioned to grow further in 2021.

So, your e-commerce-driven business is stronger than ever?

Deﬁnitely. In this sector, we're seeing substantial growth coming from both large end users and third-party logistics providers, or 3PLs, which are working closely with smaller e-commerce companies. In fact, we sold the ﬁrst sorter from our new High-Perfor-mance Crossbelt Sorter line of products built in the United States to a 3PL serving several online busi-nesses. Traditional retail businesses are also establish-ing an online presence. We now have several tradi-tional storefront clothing and fashion retail customers that are expanding their presence online. Some have seen a tenfold hike in sales and the need to update their systems immediately. We look forward to more growth in this sector in 2021.

As demand in the Americas grows, have you been able to keep up with the production capacity?

Yes, we have. e addition of our new plant in Hiram, Georgia, United States, alongside the existing facility, added 125,000 square feet - about 11,600 square meters - of space. We ﬁnished the project on time and on budget. And the timing couldn't have been better as we needed this capacity because we manufacture sort-ers and the MCP in the new facility. We were able to more than double production capacity for conveyors and sorters, allowing us to keep lower lead times and maintain a high service level with customers. Four additional system integrators came on board with our sorters in 2020 - they were ﬁrst-time customers in the US. And in Hiram, we deployed a second robotic cell for our roller pallet ﬂow assembly. e robotic cell has greatly improved our quality, speed, and productivity as well as our workplace ergonomics. We plan about one automation project per year focusing on highly repetitive operations. Our increase in productivity pays oﬀ: We continue to create partnerships in the market through shorter lead times.

In operation since mid-2020: the second plant in Hiram (Atlanta) in the US state of Georgia

"Interroll is all about opportunity and

our unique corporate culture. We have

great products and great people. It is

an organization that is challenging

but also very empowering with a high

level of accountability."

Are you planning any big changes in 2021?

We will continue to invest in our sales group becoming more technical, consultative, and application-based. As for products, we are working on a new belt curve in our global Center of Excellence in Cañon City, Colorado, US. e product, to be released globally this year, will have a sleeker design and signiﬁcant reduction in noise. On the production front, we expect to beneﬁt from laser capabilities at our new fabrication shop in Cañon City and, in the ﬁrst quarter, we will bring in a new insourced powder coating line to enhance our painting operations in Hiram. Overall, we plan a heightened focus on drum motors and our belt curve business. We look forward to seeing several end users and system integrators come back to us with new projects and more opportunities. ese relationships are a great credit to our organization and the excellent job they have done, and we are proud of that. We also see more outsourcingopportunities as companies evaluate their operational eﬃciency and core competencies. And our Regional Center of Excellence for conveyor rollers, RollerDrive and drum motors in Wilmington, North Carolina, US, is working on numerous projects to propel the digital transformation in the Americas.

And how about growth opportunities for you personally?

Interroll is all about opportunity and our unique corporate culture. We have great products and great people. It is an organization that is challenging but also very empowering with a high level of accountability. For me personally, the biggest challenge over the past three years has been the transition from a product business to a project business as a second pillar of our oﬀering, which is on track. I'm very excited about our opportunities in 2021.

Ensuring high productivity: automated and semi-automated processes, such as here at the Hiram plant

FINANCIAL POSITION, EARNINGS AND CASH FLOWS

SALES

EBITDA AND EBITDA MARGIN

115.4

559.9

559.7

530.6

450.7

401.5

2016

2017

2018

2019

2020

2016 2017

2018

2019

2020

EBIT AND EBIT MARGINRESULT

94.1

71.7

17.7%

13.5%

2016 2017

2018

2019

2020 2016

2017

2018

2019

2020

EQUITY AND EQUITY RATIOOPERATING CASH FLOW

122.9

99.6

67.4

46.2

36.8

2016

2017

2018

2019

2020

2016

2017

2018

2019

2020

All amounts in CHF millions

FINANCIAL POSITION, EARNINGS AND CASH FLOWS

STRONG PERFORMANCE IN A TENSE YEAR OF CRISIS

e year 2020 was characterized by strong currency eﬀects and pandemic-related inﬂu-ences on project business. Interroll more than held its own: In a challenging environment, the company was able to increase sales slightly (+0.9% in local currencies), but due to the strong Swiss franc, sales fell to CHF 530.6 million (-5.2% year-on-year).

Order intake even improved by +6.6% in local curren-cies and by +0.3% in consolidated currencies to CHF 547.8 million. ereby, an increasing demand in the markets was observed in the second half of the year.

RECORD RESULTS

Earnings before interest, taxes, depreciation and amortization (EBITDA) increased signiﬁcantly to CHF 115.4 million (previous year: CHF 96.1 million). e EBITDA margin increased to 21.7% (previous year: 17.1%). Earnings before interest and taxes (EBIT) reached CHF 94.1 million (+30.1% above the previous year's ﬁgure of CHF 72.3 million), corresponding to an EBIT margin of 17.7% (previous year: 12.9%).

Net proﬁt rose strongly by 28.0% to a record level of CHF 71.7 million (previous year: CHF 56.0 million). e net proﬁt margin reached 13.5% (previous year: 10.0%).

SOLID BALANCE SHEET DEVELOPMENT AND DISPROPORTIONATE CASH FLOW

Total assets grew to CHF 468.8 million as of December 31, 2020 7.7% higher than at year-end 2019 (CHF 435.1 million). Equity increased to CHF 312.0 million, with an equity ratio of 66.5% (year-end 2019: 69.9%). Net ﬁnancial assets increased by 19.9% to CHF 92.2 million (previous year: CHF 76.9 million).

As a result of the record result and good working capital management, operating cash ﬂow increased by 23.4% to CHF 122.9 million (previous year: CHF 99.6 million). Customer prepayments for projects con-tributed to the good and signiﬁcantly lower working capital compared to the previous year.

Gross investments amounted to CHF 51.3 million (previous year: CHF 33.6 million). e second own production plant, which was completed at the Hiram, Georgia, United States, and the construction of the Mosbach plant in Germany, which progressed well in the year under review, contributed to this. Detailed planning for the new plant in Suzhou, China, has been completed to a large extent.

As a result of the strong cash ﬂow and despite higher investments, free cash ﬂow reached CHF 74.0 million (previous year: CHF 66.9 million).

THE 10 PRINCIPLES OF THE UN GLOBAL COMPACT

PROGRESS REPORT 2020

STATEMENT OF SUPPORT FROM THE GROUP MANAGEMENT

Interroll sets new standards worldwide with its mate-rial-handling solutions. We are responsibly helping to shape new connections between the physical and digi-tal worlds. Our principles make it easier for our cus-tomers and employees to act responsibly in a complex environment every day. We reconcile economic suc-cess with sustainable, ecological awareness and social responsibility - both in the short and long term.

Sustainability principles

- We act sustainably and focus on long-term business success. In doing so, we strive for an appropriate balance between environmental awareness, social responsibility and economic success.
- We oblige business partners and suppliers to comply with minimum principles.
- We commit our managers and employees to our Interroll Code of Conduct.

Our strategies and activities are consistently guided by universal principles in the areas of human rights, labor standards, environmental protection, and the ﬁght against corruption. In addition, we strive to advance social objectives. By joining the United Nations (UN) Global Compact in November 2016, we underscored our global commitment for the ﬁrst time and also pledged to transparently document our progress in the areas mentioned. Our fourth progress report, which covers ﬁscal 2020, demonstrates the key measures and successes of our ongoing commitment to compliance with the 10 principles of the UN Global Compact.

In addition, we outline how our actions support the UN Sustainable Development Goals (SDGs). We are emphasizing the relevance of social responsibility for our business activities. At the same time, we renew our commitment as a member of the UN Global Compact for another year.

February 26, 2021

Interroll Holding AG

Heinz Hössli

Chief Financial Oﬃcer

Martin Regnet

Head of Communications & Investor Relations

PRESENTATION OF PRACTICAL MEASURES AND MEASUREMENT OF RESULTS IN 2020

HUMAN RIGHTSPrinciple 1

Support and respect the protection of internationally proclaimed human rights.

Principle 2

Ensure that the company itself is not complicit in human rights abuses.

Self-commitment

"Interroll does not tolerate any discrimination, harass-ment, or unfair treatment based on gender, race, dis-ability, ethnic or cultural origin, religion, belief, age or sexual orientation." is extract from the Interroll Code of Conduct requires the company and its employees to respect human rights and the relevant laws. Interroll's good reputation and the trust placed in Interroll by customers, suppliers, business partners, shareholders and the general public depend heavily on the responsible conduct of all of its employees.

Measurement of the results

Res 1: When selecting new suppliers, a commitment to comply with our principles is a prerequisite for a busi-ness relationship. e aim is also to commit the most important existing suppliers to compliance with the Interroll Supplier Code of Conduct. By the end of 2020, 95% of all suppliers to the European companies had already been covered, and great progress was also made in the Americas and Asia-Paciﬁc in 2020.

For 2021, we are targeting 95% of all suppliers world-wide.

Interroll expects all suppliers and subcontractors to adhere to these principles, which reﬂect Interroll's corporate values. ey represent an important com- ponent of supplier selection and evaluation. Further- more, we expect our suppliers to observe these stan-dards in the further course of their supply chain.

e relevant guidelines set out in the Interroll Supplier Code of Conduct are intended to ensure compliance with all applicable laws, regulations and ordinances and to ensure that the processes along the Interroll supply chain meet certain social, ecological and eco-nomic standards.

Measures in 2020

1. Global update of the code of conduct for suppliers
2. Global update of the code of conduct
3. Education and prevention through training
4. Continued implementation and expansion of the compliance management system
5. Further developments and training

Res 2 and 3: To ensure that our code of conduct con-tinues to be lived, it was updated in 2020 and trans-lated into all national languages of our sites and dis-tributed to all employees. e employees have signed the Interroll Code of Conduct, thereby committing themselves to comply with it. Special in-depth training courses were also held at some companies. Additional in-depth training will take place in ﬁscal year 2021.

Res 4: e Compliance Management System (CMS) of the Interroll Group is structured according to the recommendations of the international standard ISO 19600 Compliance Management Systems. e risk-based approach is designed to weight the severity of potential violations of laws and obligations in rela-tion to the achievement of corporate objectives and the negative impact on the Group's reputation, and to determine appropriate priorities for action. In Ger-many, a local compliance board has been active since 2019. Renewed readiness checks were carried out in Germany by an external compliance expert. e ﬁnd-ings from these will be further analyzed and rolled out globally in ﬁscal 2021.

LABOR STANDARDS

Principle 3	Principle 4	Principle 5	Principle 6
Uphold the freedom	Strive to eliminate	Promote the	Promote the
of association and	all forms of forced	eﬀective abolition	elimination of
the eﬀective	and compulsory	of child labor.	discrimination
recognition of the	labor.	in respect of
right to collective	employment and
bargaining.	occupation.

Res 5: Every employee has the right to report viola-tions of the rules of the Interroll Code of Conduct, of a law, or of an obligation to his or her supervisor. In Germany, an anonymous whistleblower system with mailboxes has also been set up.

Commitment

Interroll's globally applicable Codes of Conduct include fundamental, internationally recognized labor stan-dards such as freedom of association, the exclusion of forced labor and child labor, and a working environ-ment free of discrimination. Interroll and its suppliers do not tolerate discrimination against employees on the basis of gender, race, disability, ethnic or cultural origin, religion, belief, age, or sexual orientation.

Measures in 2020

1. Global update of our Interroll Supplier Code of Conduct for Suppliers
2. Global update of the code of conduct
3. Prevention through training
4. Continued implementation and expansion of the Compliance Management System
5. Expanded cooperation between the Chief Financial Oﬃcer and local compliance managers
6. Measurement of key performance indicators (KPI)
7. Involvement of employees
8. Training of the employees
9. Working conditions

Measurement of the results

Res 1 to 5: See the section on human rights.

Res 6: Overall, there was no reported form of forced labor or child labor at Interroll or in the supply chain in the reporting year.

Res 7: e third Group-wide Employee Engagement Survey showed very good results in 2019. Interroll has a committed workforce that is willing to go the extra mile for the company at any time. Employees also clearly conﬁrmed the quality and customer focus within the Group. In order to verify the consistency, the next Group-wide Employee Engagement Survey is planned for the 2022 ﬁnancial year.

Res 8: e Interroll Academy is the driving force behind knowledge transfer in all aspects of material handling. With our strong commitment to the training and development of our employees and the exchange of know-how with customers and partners, we make an important contribution to the success of the com-pany and the further development of our industry. We are convinced that good training is a prerequisite for motivated employees. at is why we train them with the aim of providing them with the specialist knowl-edge that will enable them to serve our customers and users as competent partners in all phases of customer projects.

Our numerous learning solutions and training oﬀer-ings enable all employees to optimally develop and use their talents. A blended learning combination of hands-on workshops and new, Internet-based training methods (e-learning oﬀerings) overcomes internal barriers and reaches inquisitive employees who cannot be on site in Baal, Germany. In this way, we also achieve global consistency. In 2020, a large amount of new content (e.g., for new product developments) was added to the learning program. Further expansion of the internal training oﬀering is planned for 2021. In the 2020 pandemic year, the Interroll Academy greatly expanded its virtual training program and supple-mented the oﬀering to employees with new formats such as gamiﬁcation apps and podcasts.

Our participants, who come from all areas of the com-pany, therefore familiarize themselves during a train-ing course not only with Interroll products, but also with the applications and problems of our customers.

Cooperation with universities was also expanded. For example, Interroll has agreed to cooperate with the Fontys University of Applied Sciences. e common goal is to introduce students of logistics, information technology (IT), engineering and business administra-tion to the world of modern intralogistics and to enable them to apply their acquired knowledge in practice at Interroll, the world's leading supplier of material-handling solutions.

Res 9: Interroll and its suppliers comply with all appli-cable laws and regulations regarding working hours and breaks. Overtime must always be worked volun-tarily. Care must be taken to ensure that all employees receive appropriate remuneration and the national statutory minimum wage where applicable. Interroll and its suppliers shall ensure the safety of all employ-ees in the workplace and guarantee a health-promot-ing working environment that supports accident pre-vention and exposes employees to as few health risks as possible. Interroll has an appropriate health and safety system in place. Employees shall receive ade-quate training in their native language on health and safety issues in the workplace. Health- and safety-related information shall be clearly posted in the facil-ities. Interroll also expects this from its suppliers. In the 2020 ﬁnancial year, absences due to accidents were reduced and the number of accident-free days were successfully increased through health and safety man-agement at Interroll.

ENVIRONMENT AND CLIMATE

Principle 7	Principle 8
Support a precautionary	Take initiative to create a
approach to environmental	greater sense of responsibility
challenges.	for the environment.
Commitment	Measures in 2020

e responsible use of resources and the protection of the environment and climate are core social responsi-bility topics and therefore also a central ﬁeld of action of the Interroll strategy. Our basic principle, "Inspired by Eﬃciency," refers not only to the beneﬁts our customers can expect from Interroll solutions. With Interroll products and solutions, companies can increase their proﬁts. ey reduce their environmental footprint and ensure sustainable growth. Interroll also attaches great importance to its own resource eﬃ- ciency. For Interroll, the responsible use of resources is the most important prerequisite for maintaining our technological and innovative market leadership posi-tion. Our customers also beneﬁt from this.

1. Global update of our code of conduct for suppliers
2. Global update of the Interroll Code of Conduct
3. Prevention through training
4. Continued implementation and expansion of the Compliance Management System
5. Expanded cooperation between the Chief Compliance Oﬃcer and local oﬃcers
6. Measurement of key performance indicators (KPIs)

Measurement of the results

Res 1 to 5: See the section on human rights.

Res 6: Following the initial recording of KPIs in ﬁscal 2017, further target values were set for 2020. A reduc- tion of 10% was targeted for Group-wide paper consumption. Further projects in the area of "paper-less" have been initiated. A further 10% reduction is planned for 2021.

Interroll products and solutions enable customers to increase their profits. They reduce their ecological footprint and ensure sustainable growth.

CORRUPTION PREVENTION

Principle 10

Advocate against all forms of corruption, including extortion and bribery.

Commitment

We aim to actively counteract potential breaches of rules in advance through prevention and aware-ness-raising among our employees. In extensive class-room and e-learning training courses, our employees are trained on topics such as "antitrust law" or "giﬅs and invitations, conﬂict of interest." e anti-bribery guidelines introduced in 2016 are designed to establish control mechanisms to ensure compliance with all applicable anti-bribery and anti-corruption regula-tions and to ensure that the company conducts its business in a socially responsible manner. Bribery is deﬁned as oﬀering, promising, granting, accepting or promoting an advantage in return for an illegal act or breach of trust. It includes accepting gratuities of material value in exchange for a commercial, contrac-tual, governmental or personal beneﬁt. In accordance with our code of conduct, we conduct our business honestly and ethically. We have a zero-tolerance policy regarding bribery and corruption. We are committed to acting professionally, fairly and with integrity at all times in all our business relationships, and to imple-menting, applying and enforcing eﬀective anti-bribery mechanisms.

Measures in 2020

1. Global update of our code of conduct for suppliers
2. Global update of the Interroll Code of Conduct
3. Prevention through training
4. Continued implementation and expansion of the Compliance Management System
5. Expanded cooperation between Chief Financial Oﬃcer and local compliance managers
6. Global update of our anti-bribery policies
7. Controlling of the anti-bribery guidelines

Measurement of the results

Res 1 to 5: See the section on human rights.

Res 6: To ensure that our anti-bribery guidelines con-tinue to be lived, they were updated in 2020 and trans-lated into all national languages of our sites and dis-tributed to all employees together with the Interroll Code of Conduct. Employees have signed the Interroll Code of Conduct, thereby committing to comply with it and with the anti-bribery guidelines. Special in-depth training was also provided at some companies.

Res 7: Overall, there were no reported forms of cor-ruption, extortion, or bribery at Interroll or in the supply chain in the reporting year.

In addition to its commitment to the UN Global Compact, Interroll is committed to selected UN Sustainable Development Goals (SDGs) of the United Nations. Interroll focuses on the following topics, which are presented here as examples:

Interroll promotes the health and well-being of its employees (SDG 3)

Interroll oﬀers its employees the use of sports facilities at some of its sites, for example a ﬁtness center on the company premises in Wermelskirchen, Germany, and an athletics track on the premises of the Interroll plant in ailand. In addition, the canteen in Wermels-kirchen oﬀers meals made from organically grown ingredients. When it comes to occupational safety, Interroll meets the highest standards at all its sites worldwide and regularly monitors compliance. Employ-ees receive appropriate training.

Interroll promotes the training of its employees (SDG 4)

Interroll is already committed to train- ing. In Germany and Switzerland, 32 apprentices worked for Interroll during the reporting period. In addition to the regular courses oﬀered by the Interroll Academy, Interroll supports the further training of employees with customized programs, for example with coop-eration partners such as the Fraunhofer Institute or Krauthammer. In the "Culture for Growth" leadership program, over 200 managers have been trained in recent years. Interroll is currently expanding its coop-eration with universities in a targeted manner in order to connect with young talent. Interroll has announced future sponsoring activities in the area of "knowledge and inspiration" and will develop them accordingly in 2021.

Efficient power supply: The robust, ready-to-use switched-mode power supplies with IP54 degree of protection are mounted directly where the protective extra-low voltage is needed, and not in the control cabinet. This allows much shorter cable lengths. The result is very short cables, which reduce power and and material consumption and reduce faults such as a possible drop in line voltage, as well as a positive contribution to occupational safety.

Durability, flexibility and modularity pay off when it comes to resource consumption: despite intensive use over six years at a third-party logistics (3PL) provider in South Germany, the Interroll Crossbelt Sorter could be overhauled without any problems and reused at the fashion company Ulla Popken (Germany) in a resource-saving manner.

Interroll is committed to fair working conditions (SDG 8)

Employees are Interroll's most important asset. e company values their contri-butions and ensures fair working condi-tions. is includes compliance with working hours and break regulations as well as the oﬀer of social beneﬁts, collectively agreed wages, and job security. Where locally appropriate, Interroll also oﬀers company housing.

Interroll helps drive innovation in industry and infrastructure (SDG 9)

e company is "Inspired by Eﬃciency" and lives this also in the handling of energy. Interroll oﬀers numerous solu-tions with an energy saving potential of 20% to 50% compared to standard solutions on the market. e principle of zero pressure accumulation conveying and Interroll's focus on 24-volt /48-volt technology oﬀer high potential to further reduce energy consumption for material ﬂow. Interroll also oﬀers modular solutions for increasing the productiv-ity of existing systems as part of a retroﬁt. In 2020, for example, Interroll installed for a used sorter for full use at Ulla Popken in Bremen, Germany; the sorter previ-ously had been used for several years at a contract logistics company.

Interroll is committed to the responsible consumption of materials and goods (SDG 12) and to a conscious approach to the climate (SDG 13)

e Interroll Production System (IPS), introduced in 2006, is based on the Kai-zen principle and aims to achieve con-tinuous improvement in eﬃciency.

us, waste is avoided and processes are simpliﬁed. Production employees are actively involved in the pro-cess. In addition, Interroll uses digital technologies to further increase productivity. Paperless production has already been introduced at the Wermelskirchen site and the ﬂow of information in the production area around the orders to be processed has been digitalized. From 2021 onward, the experience gained will be incorporated into a global rollout at other sites.

In the responsible use of energy, a number of measures were taken at Interroll sites in 2020. For example, at the Sant'Antonino, Switzerland, plant, the heating system was modiﬁed to save CHF 13,000 per year in heating costs by using wastewater from production. New, energy-eﬃcient heating systems were also installed at the Wermelskirchen and Baal sites.

Jens Karolyi, Senior Vice President Corporate Marketing & People Development

AN AUTHORITY

TO BE LISTENED TO

2020 was an exceptional business year that was an acid test for Interroll's performance - and for its relationship with its customers. An interview with Jens Karolyi, Senior Vice President Corporate Marketing & People Development of the Interroll Group, about responsibility in times of crisis, swimming against the current and the emotional dimension of the brand.

Mr Karolyi, the COVID-19 pandemic hit the world economy very suddenly and with full force last year. How has Interroll dealt with this crisis?

Jens Karolyi: Only in a crisis does it become apparent whether the business orientation and value compass of a company really work. In this respect, the COVID-19 pandemic has also put Interroll to the test. Our key ﬁnancial ﬁgures prove that we have mastered this particular challenge over the past year. However, this stress test goes far beyond our operational perfor-mance. It also aﬀects the values by which companies align themselves. At the beginning of the crisis, for example, the fundamental question for us was whether we should just take the plunge; in other words, wait and

see what other companies do or live up to our respon-sibility as a global industry leader. So the challenge is: Is responsibility just lip service for fair weather or is it really an integral part of our thinking and actions?

Events such as the ﬁnancial or COVID-19 crisis quickly become a litmus test for companies.

And what exactly did this acid test last year look like?

A good example was LogiMAT in Germany, the world's most important trade fair for Interroll, which was to take place in mid-March 2020 - at a time when the number of fatally ill people was already rising, especially in Italy, and the ﬁrst frightening pictures were being sent around the world. More than 60,000 international visitors were expected in the exhibition halls at the time. Today, one would probably say: a potential superspreading event. Practically all sides, i.e. authorities, organizers and exhibitors, tried to hold on to the fair - which was no wonder given the eco- nomic implications of a cancellation. But we swam against the current: Out of a sense of responsibility for our customers and employees, we were the ﬁrst indus-try giant to cancel our participation. is was based on a quick decision by our Group Management, which required courage - and became a role model. Shortly aﬅerwards, almost all exhibitors joined us in this step, which ﬁnally forced the organizer to oﬃcially cancel the trade fair.

What does this experience mean?

Our approach showed that we not only have lean deci-sion-making structures, but that our compass is also right. It also showed that our technological and busi-ness performance is not the only thing that is now being perceived in the industry. People look at how we behave and what our attitude is. So we are well on the way to becoming an authority whose opinion is taken very seriously, beyond daily issues. is is not only a good sign, but also an obligation for the company.

In what way?

Because we must not disappoint this leap of faith that we have earned over many years as a neutral provider of material ﬂow solutions. Our attitude - also and especially when it comes to future questions - must therefore always be well-founded so that customers and users can understand it. In this role, we will not be forgiven for rash decisions and an opportunistic zigzag course.

And in what areas could this changed role have an impact?

First of all, wherever our industry needs to be clear about common concerns. One example is overdue questions on international standardization, for exam-ple when it comes to deﬁning communication anddata standards in smart logistics. Here we should and can have a say - especially in the interests of our customers. And not only through our own expertise, which we have expanded in research and develop-ment, for example, but also on the basis of the exchange of experience with our international partners in the Rolling On Interroll network. e aim here is to stim-ulate and support appropriate discussions and to make the professional expertise and market knowledge of the global SME sector heard.

Does this self-image also have an impact on the positioning of the brand?

Yes. What we see in the development described above is that emotional aspects are becoming increasingly important in the external perception of our brand promise, which encompasses speed, quality and expe-rienced simplicity. In future, it will therefore also be a question of not only fulﬁlling the rational demands placed on us. Anyone who relies on Interroll technol-ogy should do so in the knowledge and with the con-ﬁdence that they can rely on us 100 percent. In other words, they simply have to feel good about having Interroll as a competent partner at their side.

However, this requires close communication with the customers. How did you respond to the lockdowns of the ﬁrst wave of infection?

Instead of licking our wounds and shutting down our activities, we proactively stepped on the gas pedal. Vis- its to customers and even our own trips to our locations were no longer possible. ere was great uncertainty among customers, users and employees. Would there be plant closures? What would the hygiene rules look like? Would we continue to work on orders? Were orders still possible at all? So they wanted to know rightly: How does Interroll behave in the crisis? To answer this question, we quickly set up a live stream with the managers responsible for Europe, America and Asia, which met with great interest from our customers and employees. Aﬅerwards it was clear that Interroll will not let anyone down in the crisis and will face up to its special responsibility.

And how did you try to compensate for the cancelled trade fairs?

Even before we cancelled LogiMAT, we were of course already looking intensively at alternatives. So we were able to use the cancellation of the fair as a momentum. We were the ﬁrst in the industry to set up our own "trade fair" on the Internet and oﬀer it to visitors from all over the world. e spectrum of topics ranged from multimedia product presentations via live stream with chat function to videos with expert tips and completely interactive webinars. Customers were given the oppor- tunity to ask questions and network directly with the relevant product and sales experts. Some of these

"Anyone who relies on Interroll technology should do so in the knowledge and with the confidence that they can rely on us 100 percent."

presentations were then produced not only in English or German, but in 17 languages. e demand was extremely high - also because many customers were sitting in their home oﬃce themselves and could thus easily satisfy their professional information needs. During this time, the traﬃc on our website increased ﬁvefold and we were able to generate up to 700 cus-tomer contacts per day.

So this was an important tool for sales?

Absolutely. is has certainly helped the sales staﬀ a lot to look aﬅer existing and prospective customers. But in the end, this measure was also an important test of the values and attitudes that we have been addressing in the training programs of the Interroll Academy over the past few years. ese international training ses-sions are, aﬅer all, among other things about sensitiz-ing managers from a wide range of diﬀerent areas to the need for seamless cooperation across departmental boundaries. And this is exactly what we have been able to demonstrate here in the digital world through the interaction of marketing, sales and product manage-ment. Everyone involved really pulled together and did an outstanding job.

Will digital communication continue to occupy a larger place in marketing in the future?

Yes. e boost that the COVID-19 crisis brought has only accelerated current trends. What was not expected for two years is now a matter of course. We will use this development to further intensify the relationship with our customers. One example is digital surveys, which will give us a comprehensive insight into our own per-formance and serve as an early warning system so that we can quickly make adjustments if necessary.

Have digital marketing instruments made future trade fair participations obsolete?

No. Digital channels certainly cannot completely replace personal contact. However, we are taking a close look at where and under what circumstances it still makes sense to participate in a trade show. But we are also open to new approaches in this area. We believe that it can be more eﬀective in the interest of our customers if we simply stop by with our solution portfolio. For this reason, we plan to visit European customers on site with a mobile truck show. is will enable us to present our solutions and product innova-tions in a clear and even more targeted manner. is trade fair concept is not only ﬂexible and eﬃcient, but would also easily allow us to maintain the highest hygiene standards.

STATUS ON DECEMBER 31, 2020

CORPORATE GOVERNANCE
47
1	INTRODUCTION	48
2	GROUP STRUCTURE AND SHAREHOLDERS	48
3	CAPITAL STRUCTURE	48
4	OPERATIONAL MANAGEMENT STRUCTURE	49
5	BOARD OF DIRECTORS	52
6	INTERNAL ORGANISATION	54
7	AUTHORITY REGULATIONS	54
8	INFORMATION AND CONTROL INSTRUMENTS	55
9	GROUP MANAGEMENT	55
10	SHAREHOLDERS' PARTICIPATION RIGHTS	56
11	CHANGE IN CONTROL AND DEFENCE MEASURES	56
12	AUDITOR	56
13	INFORMATION POLICY	57

CORPORATE GOVERNANCE

1 INTRODUCTION

Basis of the corporate governance report

e corporate governance report 2020 of the Interroll Group refers to the oﬃcial guideline of the SIX Swiss Exchange on Corporate Governance, best practice related to the Minder initiative and the regulations of the "Swiss Code of Best Practice for Corporate Gover-nance".

Cross references

To avoid repetition, cross-references are made to other reports in certain areas. is applies in particular to ﬁnancial reporting.

2 GROUP STRUCTURE AND SHAREHOLDERS

Group structure

e operational management structure is disclosed in chapter 4 of this report.

Parent company and stock listing

e holding company of the Interroll Group, Interroll

Holding AG, is headquartered in Sant'Antonino (Ticino), Switzerland, and is listed on the main board of the SIX Swiss Exchange under the security num-ber 637289. Further notes on the listing can be found in the chapter "Interroll on the capital market" on page 8 of the Annual Report.

Consolidation range

Subsidiaries belonging to the consolidation range of the Interroll Group are disclosed in note 8.4 of the Group's ﬁnancial statements. No other equity instru-ments are publicly traded except those of Interroll Holding AG.

Significant shareholders

All signiﬁcant shareholders with a reportable share of the Interroll Group are disclosed in note 3.5 ("Sig-niﬁcant shareholders") of the ﬁnancial statements of Interroll Holding AG. Changes made during the year can be viewed on the SIX Swiss Exchange website under "Signiﬁcant Shareholders with Interroll".

Cross shareholdings

e Interroll Group maintains neither capital nor voting rights with other entities.

3 CAPITAL STRUCTURE

Share capital and voting rights

e ordinary share capital of Interroll Holding AG amounts to CHF 854,000 and is made up of 854,000 fully paid registered shares with a par value of CHF 1 each. Each share has one voting right.

Authorized or conditional capital

ere is no authorized or conditional capital.

Other equity or participation instruments

Furthermore, there are no other equity-like instru-ments such as proﬁt-sharing rights or participation certiﬁcates.

Changes in capital

ere were no changes to the capital structure in the reporting or previous year.

Limitations on transferability and nominee rights

Information about limitations on transferability and other nominee rights of the shareholders is disclosed in chapter 10 ("Shareholders' participation rights") of this corporate governance report of the Interroll Group.

Further information on equity

Additional information on consolidated equity is disclosed in the statement of changes in equity of the ﬁnancial statements of the Interroll Group (see 1.5 "Consolidated statement of changes in equity") and in the respective notes.

4 OPERATIONAL MANAGEMENT STRUCTURE

Functional organizational structure

e Interroll Group consists of one single business unit. e complete product range is sold in all markets through local sales organizations. Interroll caters to the needs of its customers (original equipment manu-facturers, system integrators, end users) by oﬀering a tailor-made product portfolio and expert consultancy services. e Interroll manufacturing units focus on the production of speciﬁc product ranges. Assembly units receive semiﬁnished products from the manu-facturing units and assemble products for their local markets. e Innovation Projects and Development Center (IPDC), which is centrally located, researches new application technologies and develops new prod-ucts. Global Centers of Excellence continue develop-ing the product range they focus on.

Board of DirectorsManagement structure

e Group Management and Interroll management structures are organized by function (Overall Manage-ment, Products & Technology, Global Sales & Solu-tions, Marketing and Finance). e Board of Directors bases its ﬁnancial management of the Group on both the turnover generated in the product groups and geo-graphic markets as well as on consolidated ﬁnancial reports. In addition, Group Management assesses the achievement of ﬁnancial and qualitative targets and other key performance indicators of all subsidiaries.

e Interroll Group has no advisory body.

CHAIRMAN

Urs Tanner

VICE CHAIRMAN	OTHER MEMBERS
Paolo Bottini	Ingo Specht
Dr. Elena Cortona
Markus Asch
Group Management
CHIEF EXECUTIVE OFFICER
Paul Zumbühl
CHIEF FINANCIAL	SENIOR VICE PRESIDENT
OFFICER	CORPORATE MARKETING &
PEOPLE DEVELOPMENT
Heinz Hössli	Jens Karolyi
EXECUTIVE VICE PRESIDENT	EXECUTIVE VICE PRESIDENT
GLOBAL SALES & SOLUTIONS	PRODUCTS & TECHNOLOGY
Maurizio Catino	Jens Strüwing
REGIONS
Executive Vice President Americas	Richard Keely
Dr. Ben Xia

AUDIT COMMITTEE

Stefano Mercorio Paolo Bottini

REMUNERATION COMMITTEE

Urs Tanner

Stefano MercorioExecutive Vice President Asia-Pacific

Innovation

e Innovation Projects and Development Center (IPDC) develops new products and platform concepts in close cooperation with the Sales Solution Directors. Moreover, the IPDC is in charge of managing Interroll's patent activities and ensure the protection of its intel-lectual property.

FUNCTIONAL UNIT Research & Development

Global Centers of Excellence (CoE)

MANAGED BY

Dr. Christian Ripperda

e seven Interroll Centers of Excellence are respon-sible worldwide for product development, strategic purchasing and the application and development of production technologies for selected product ranges. Furthermore, they produce and supply semi-ﬁnished goods to Group companies. e global Centers of Excellence of the Interroll Group are managed by the following persons:

COUNTRY	FUNCTIONAL UNIT	MANAGED BY
A	Software & Electronics*	Andreas Eglseer*
CH	Technopolymers	Ingo Specht
D	Conveyors & Sorters	Jens Strüwing
D	Rollers, RollerDrive	Armin Lindholm
D	Industrial Drum Motors	Dr. Hauke Tiedemann
DK	Supermarket Products	Dr. Anders-Staf Hansen
F	Dynamic Storage Products	Bertrand Reymond
USA	Belt Curves	Shane Belcher

* From January 1, 2021

Interroll SAS, La Roche-sur-Yon

Interroll Engineering West Inc., Cañon City

Worldwide sales and production companies

Regional Centers of Excellence (RCoE)

Regional Centers of Excellence produce for the EMEA, Americas and Asia-Paciﬁc regions. ese centers handle the full product range of the global Centers of Excellence and provide the regional sales and service subsidiaries with ﬁnished products and the assembly sites with semiﬁnished products.

COMPANY

Interroll Innovation GmbH, Wermelskirchen (DE)

COMPANY

Interroll Software & Electronics GmbH* Interroll Ltd, Sant'Antonino

Interroll Automation GmbH, Sinsheim Interroll Engineering GmbH, Wermelskirchen Interroll Trommelmotoren GmbH, Baal Interroll Joki A/S, Hvidovre

Production companies and local assemblies

Guided by the production processes and production technologies of the global Centers of Excellence, local production companies manufacture and assemble speciﬁc products from the Interroll product portfolio. ey also assemble semiﬁnished products for their local markets.

Sales and service subsidiaries

e sales companies concentrate on speciﬁc market and customer segments oﬀering the full range of Interroll products and a 24-hour repair service.

Management of the operational companies

e management of each of the above companies was delegated to the following persons:

EUROPE, MIDDLE EAST AND AFRICA (EMEA)

FUNCTION Sales, service Sales, service Sales, service Sales, service Sales, service

Sales, service Sales, service Sales, service Sales, service

Sales, assembly, service RCoEREGION/COUNTRY Central Europe France Northern Europe Great Britain, IrelandMANAGED BY J. Mandelatz G. Calvez* A. Jørgensen H. CampbellIberian peninsula

C. Álvarez García-LujánCzech Rep., Balkans, Hungary F. RatschillerPoland, Russia, Ukraine Turkey, Middle East Italy

Africa EMEAF. Ratschiller F. Ratschiller C. Carnino K. Walker M. Kuhn

* Since January 1, 2021, Marc Langlois is Managing Director of the company.

AMERICAS

FUNCTION RCoE RCoE

Sales, service

Sales, assembly, service Sales, assembly, service Sales, service

ASIA-PACIFIC

FUNCTION

RCoE RCoE

Sales, service Sales, service Sales, service

Sales, assembly, service Sales, service

Sales, assembly, service

REGION/COUNTRY USA

USA USA CanadaMANAGED BY A. McCombs V. Washburn

R. Keely a.i.
S. GravelleBrazil, Argentina Mexico

M. Gaio L. PallaresREGION/COUNTRY China Asia-Pacific China South Korea Japan Thailand

Singapore, South East Asia Australia

MANAGED BY M. Zhang M.K. Lo J. Wang S. Jeong B. Xia a.i. N. Grisorn G.W. Seng P. Cieri

COMPANY

Interroll Fördertechnik GmbH, Wermelskirchen (DE)

Interroll SAS, Saint-Pol-de-Léon (FR)

Interroll Nordic A/S, Hvidovre (DK)

Interroll Ltd., Kettering (GB)

Interroll España SA, Cerdanyola del Vallès (ES)Interroll CZ s.r.o., Breclav (CZ)Interroll Polska sp.z.o.o., Warschau (PL)

Interroll Lojistik Sistemleri Ticaret Limited, Istanbul (TR)

Interroll Italia Srl, Rho (IT)

Interroll SA (Proprietary) Ltd., Johannesburg (ZA)

Interroll Kronau GmbH, Kronau (DE)

COMPANY

Interroll Corporation, Wilmington/NC (US)

Interroll Atlanta LLC, Hiram/GA (US)

Interroll USA LLC, Wilmington/NC (US)

Interroll Canada Ltd., Newmarket/Toronto (CA)

Interroll Logística Ltda., Jaguariuna/São Paolo (BR)

Interroll Mexico S. de R.L. de C.V., Mexico City (MX)

COMPANY

Interroll (Suzhou) Co. Ltd., Suzhou (CN)

Interroll Shenzhen Co. Ltd., Shenzhen (CN)

Interroll Holding Management (Shanghai) Co. Ltd. (CN)

Interroll Korea Corp., Seoul (KR)

Interroll Japan Co. Ltd., Tokio (JP)

Interroll (Thailand) Co. Ltd., Panthong (TH)

Interroll (Asia) Pte. Ltd., Singapur (SG)

Interroll Australia Pty. Ltd., Melbourne (AU)

5 BOARD OF DIRECTORS

Members of the Board of Directors

from leﬅ to right

Paolo Bottini, Markus Asch, Dr. Elena Cortona, Ingo Specht, Urs Tanner, Stefano Mercorio

Principles of the election procedure, term of office

e Board of Directors is composed of ﬁve to seven members. Since the 2015 Annual General Meeting, the members of the Board of Directors are elected individ-ually for a one-year term. Reelection is permitted. e shareholders Dieter Specht and Bruna Ghisalberti or their direct ﬁrst-generation descendants are entitled to nominate two representatives (one representative per family) in total, as long as they hold at least 10% each of the share capital.

PROFESSIONAL BACKGROUND AND VESTED INTERESTS OF THE BOARD OF DIRECTORS

MARKUS ASCH

(born 1971, German)

began his career at Kärcher in 1995 and held several manage-ment positions until he was appointed to the Kärcher Man-agement Board in 2007. In 2010, Asch was appointed Deputy Chairman at Alfred Kärcher SE&Co. KG with headquarters in Winnenden, Germany. Since January 1, 2020, he has been Chief Technology Officer (CTO). Asch has been a member of the Board of Directors of Interroll Holding AG since 2020.

STEFANO MERCORIO

(born 1963, Italian)

holds a degree in economics. He is currently working in Italy as a legal auditor and he is the founder and senior partner of Studio Castellini Mercorio&Partners. Since 1987, he has been Dottore Commercialista iscritto all "Albo dei Dottori Commercialisti e degli Esperti contabili di Bergamo." Stefano Mercorio has been a member of the Board of Directors of Interroll Holding AG since 2013.

PAOLO BOTTINI

(born 1965, Swiss)

lic. iur., lawyer and tax specialist (federal diploma), held vari- ous positions within the law firm Bär & Karrer and is currently a managing partner of the firm's Lugano office. Mr Bottini has been a member of the Board of Directors of Interroll Hold-ing AG and a member of the Audit Committee since 2003.

DR. ELENA CORTONA

(born 1970, Swiss and Italian)

INGO SPECHT

(born 1964, German)

holds a professional qualification as an industrial business manager from the Chamber of Commerce and Industry of Cologne, Germany. He was the owner and Managing Director of Luxis in Locarno and held various senior positions in IT, marketing and business development with the Interroll Group. He is currently serving as Managing Director of Interroll SA. Mr Specht has been a member of the Board of Directors of Interroll Holding AG since 2006.

has been Senior Vice President Digital Transformation in URS TANNERthe CTO division of the Schindler Group based in Ebikon, Switzerland since 2017, having occupied a number of differ-ent management roles for the elevator company since 2001. Elena Cortona has wide-reaching expertise in the areas of research and development, transformation of market require-ments in the development of products and digitalization of work processes. She holds a degree in mechanical engineering from the Polytechnic University of Turin as well as a doctorate in mechanical engineering from ETH Zurich.

(born 1951, Swiss)

holds an Executive MBA from the University of St.Gallen, AMP Harvard and served as CEO of the Medela Group, Man-aging Director of the Tools & Plastics division of the Mikron Group and held leading positions with Styner&Bienz AG (Adval Tech). Currently, he is co-owner of Halcyon Associates Inc. in the USA as well as a member of the Board of Directors of Neutrik AG. Urs Tanner, a member since 2008, was appointed Vice Chairman in 2009, has served as Chairman of the Board of Directors of Interroll Holding AG since May 13, 2016, and is also a member of the Remuneration Committee.

6 INTERNAL ORGANIZATION

Constitution and committees of the Board of Directors

e Board of Directors consists of the Chairman, the Vice Chairman and the other members. e Board of Directors is assisted by two permanent committees focusing on the areas of auditing (Audit Committee) and remuneration policy (Remuneration Committee).

Audit Committee

e Audit Committee receives the audit reports pre-pared by the local external auditors and by the Group auditor and prepares a report for the Board of Direc-tors. In particular, the Audit Committee ensures that the Group companies are being audited on a regular basis. e Audit Committee mandates the Internal Audit department to execute internal audits and reviews the resulting audit reports.

At least once a year, the Audit Committee also com-missions a report on audits undertaken and planned as well as on any proposals to improve the audit function. e Audit Committee submits its proposals to the Board of Directors for decision.

Remuneration Committee

e Remuneration Committee submits its proposals for the salary and the bonus of the CEO, the members of Group Management and the Board of Directors for decision. At the request of the CEO, it deﬁnes the tar-gets for bonus payments at the beginning of the year. e Remuneration Committee is also responsible for establishing the terms of the share ownership scheme. e remuneration scheme is described in the remu-neration report.

Mode of collaboration of the Board of Directors and its committees

e Board of Directors meets as oﬅen as business requires, but at least ﬁve times per year.

e meetings are convened by the Chairman of the Board of Directors. Each member of the Board of Directors may demand that a meeting be convened, specifying the item on the agenda to be discussed. e CEO participates in the meetings of the Board of Directors. Members of Group Management and other members of management may participate in meetings as required.

e Board of Directors is deemed quorate if an abso-lute majority of its members is present in person. Res-olutions are adopted on the basis of an absolute major-ity of votes present. If votes are tied, the Chairman's vote counts double. All resolutions of the Board of Directors are recorded in the minutes. e meetings usually take a full day.

Meetings of the Audit Committee and the Remunera-tion Committee are convened as required and can be called by any member. In the 2020 ﬁnancial year, the Board of Directors met on seven occasions, the Audit Committee three times and the Remuneration Com-mittee twice for regular scheduled meetings. All required members were present for all meetings in the reporting year.

7 AUTHORITY REGULATIONS

Statutory base for authority regulations

All basic authorities and tasks of the governing bodies are set out in the Articles of Incorporation of Interroll Holding AG. e Articles of Incorporation also deﬁne responsibilities that cannot be delegated to third parties.

Responsibility of the Board of Directors

e Board of Directors is responsible for the Group's strategy and governs the overall management, super-vision and control over the operational management of the Interroll Group. e Board of Directors has exercised its statutory authority to delegate manage-ment to third parties who need not be shareholders (Group Management).

Management and organisational regulations

Under the organizational regulations, the Board of Directors has delegated the management of ongoing business to the Chief Executive Oﬃcer (CEO). e CEO is responsible for the overall management of the Interroll Group and for all matters that do not fall under the purview of another governing body as speciﬁed by law, the Articles of Incorporation or the organisational regulations. In particular, the CEO is responsible for the operational management of the company as a whole. Competencies and controls are speciﬁed within a set of organizational regulations.

Active Chairman of the Board of Directors

Subject to his election, the Chairman of the Board of Directors will additionally exercise an executive func-tion (Active Chairman) for two terms of oﬃce (Annual General Meeting [AGM] 2021 to AGM 2023). is is linked to the objective of a thorough, careful induction of the new CEO and ensuring the seamless, continu-ous and successful further development of the Interroll Group.

His tasks are:

- Chairing the Annual General Meeting and representing the company externally
- Leading the Board of Directors
- Preparation and supervision of the execution of the resolutions of the Board of Directors

Audit as well as strategic support with focus on:

1. long-term projects with strategic focus on digitalization, innovation, marketing and sales and expansion
2. projects in the area of mergers & acquisitions
3. investor relations

In the term of oﬃce AGM 2021 to AGM 2023, the Vice Chairman will be replaced by the "Lead Independent Director." e latter is to ensure strict compliance with the corporate governance guidelines and represent the active Chairman of the Board of Directors in the event of any conﬂicts of interest.

9 GROUP MANAGEMENT

8 INFORMATION AND CONTROL INSTRUMENTS

Reporting to the Board of Directors

At each meeting, the CEO informs the Board of Direc-tors of the course of business, the principal events within the Group and the discharge of duties delegated to the Group Management.

Management Information System

e Management Information System (MIS) of the Interroll Group consolidates the balance sheet, income statement and cash ﬂow statement, as well as various key ﬁgures relating to subsidiaries, on a monthly basis and compares the current ﬁgures with those of the pre-vious year and the budget. On the basis of the quar-terly ﬁnancial statements, the budget is assessed in the form of a forecast as to whether it is attainable with regard to each entity and also for the consolidated Group. e ﬁnancial reports are discussed during the meetings of the Board of Directors.

Internal audit and control instruments

On behalf of the Audit Committee, internal audits are performed annually at selected subsidiary companies.

e focal points of the audit are deﬁned according to the risk proﬁle of the respective entity. e reports of the Audit Committee are discussed with local manage-ment.

Extraordinary occurrences and decisions of material importance, as speciﬁed in the organisational regula-tions, are immediately brought to the attention of the Board of Directors in writing.

Group Management of the Interroll Group consisted of the following members as of the end of 2020:

NAME / YEAR OF BIRTH	NATIONALITY	FUNCTION	MEMBER SINCE
Paul Zumbühl (1957)	Swiss	Chief Executive Officer (CEO)	January 2000
Heinz Hössli (1969)	Swiss	Chief Financial Officer (CFO)	April 2020
Jens Strüwing (1969)	German	Executive Vice President Products & Technology	November 2018
Maurizio Catino (1976)	Italian	Executive Vice President Global Sales & Solutions	July 2020
Jens Karolyi (1970)	German	Senior Vice President Corporate Marketing & Culture	January 2011
Richard Keely (1972)	American	Executive Vice President Operations Americas	March 2018
Dr. Ben Xia (1966)	Chinese	Executive Vice President Operations Asia	June 2013

10 SHAREHOLDERS' PARTICIPATION

RIGHTS

Representation and restriction of voting rights

Rights governing shareholder participation are in accordance with the requirements speciﬁed in the Swiss Code of Obligations. Each share has one vote. A shareholder's voting rights are restricted to a maxi-mum of 5% of the total number of votes. Individual nominees are, however, entitled to exercise more than 5% of the total number of votes if they disclose the identity of the beneﬁciaries they represent and if the respective beneﬁciaries as a whole do not exercise

11 CHANGE IN CONTROL AND

DEFENSIVE MEASURES

Obligation to make an offer

ere are no statutory regulations regarding opting up and opting out.

Change in control clauses

ere are no agreements for severance pay, other agreements and plans in the event of a change in con-trol or upon termination of a contract of employment.

more than 5% of the voting rights. is restriction of 12 AUDITOR voting rights does not apply to the founding families,

insofar as the individual families hold at least 10% of the share capital.

Registered shares of nominees that exceed 2% of the shares outstanding are only listed in the share register as shares furnished with voting rights if the nominee has provided written consent to the possible disclosure of names, addresses and shareholdings of those per-sons for whom the said nominee holds 0.5% or more of the shares outstanding.

Statutory quorum

Subject to contrary statutory or legal provisions, the Annual General Meeting is quorate irrespective of the number of shareholders present and the shares repre-sented by proxy.

Convocation of the Annual General Meeting

e invitation to the Annual General Meeting is issued at least 20 days prior to the AGM and is legally eﬀec-tive upon inclusion in the company's chosen vehicle of communication ("Schweizerisches Handelsamtsblatt"). In addition, the Board of Directors sends a written invitation to those registered shareholders listed in the share register.

Agenda and registration in the share register

e invitation to the Annual General Meeting has to include all items on the agenda as well as all motions put forward by the Board of Directors and, if applica-ble, by the shareholders who have called for a General Meeting or the inclusion of an item on the agenda. No resolutions shall be passed on motions relating to items that have not been announced in the requisite manner, with the exception of those motions relating to the convocation of an Extraordinary General Meet-ing or the execution of a special audit. No entries are made into the share register less than ten days prior to an Annual General Meeting up to the day subsequent to the AGM.

Duration of the mandate and term of office of the lead auditor

By decision of the Annual General Meeting of May 8, 2020. Interroll Holding AG has appointed Pricewater-houseCoopers (PwC) for another term of one year as its auditing company. PwC has been the Group Audi-tor of the Interroll Group since 2011. Mr. Patrick Balkanyi was the lead auditor with audit responsibility from 2012 to 2019, with Mr. Gerhard Siegrist assuming this responsibility since the 2019 ﬁnancial year.

Audit fees

e audit fees charged by PwC for the audit of the business year 2019 amounted to CHF 0.5 million. e audit fees charged by PwC in 2018 amounted to CHF 0.4 million. In both the 2019 ﬁnancial year and the previous year, PwC charged CHF 0.0 million for con-sultancy services.

Supervisory and control instruments pertaining to the audit

e Audit Committee is responsible for evaluating the external audit. e external auditors prepare an audit report to be submitted to the Board of Directors. At least two consultations are held each year between the external auditors and the Audit Committee. Material ﬁndings for each entity as well as for the consolidated accounts are presented in the "Detailed report to the Audit Committee and to the Board of Directors for the year ended 31 December 2020" that is discussed in detail.

13 INFORMATION POLICY

Contact

Interroll is committed to providing swiﬅ, transparent and synchronous information to all stakeholders. To ensure this, the Group CEO and the Group CFO are available as direct contacts.

Reports on the course of business

e Interroll Group publishes comprehensive ﬁnancial reports twice a year: for the ﬁrst half and for the ﬁnan-cial year as a whole. In addition to the ﬁnancial results that are carried out in accordance with IFRS, share-holders and ﬁnancial markets are regularly informed of signiﬁcant changes and developments.

Source of information

Further relevant information and ﬁnancial reports are available atwww.interroll.com/investor-relations/ reports-and-publications. Half-yearly and annual reports can also be downloaded fromwww.interroll. com as PDF documents. Since 2021, Interroll also oﬀers a full online report at www.interroll.com/annual-report. Shareholders recorded in the share reg-ister may request the Annual Report in printed form and register for automatic delivery of the Annual Report with the Investor Relations department.

REMUNERATION REPORT
59
REMUNERATION
REPORT
BASIC PRINCIPLES OF REMUNERATION	60
REMUNERATION OF THE BOARD OF DIRECTORS	61
REMUNERATION OF GROUP MANAGEMENT	63
REPORT OF THE STATUTORY AUDITOR	68

e remuneration report provides information about the principles of Interroll's remuneration policy, the management process, and the remuneration of the Board of Directors and Group Management. It com-plies with the requirements of Articles 14 to 16 of the Swiss Ordinance against Excessive Remuneration in Listed Companies Limited by Shares (VegüV) of November 20, 2013, the Directive on Information Relating to Corporate Governance of the SIX Swiss Exchange and the principles of the Swiss Code of Best Practice for Corporate Governance issued by Eco-nomiesuisse, which entered into force on August 28, 2014. Further improvements were made to this remu-neration report for 2020 in terms of transparency and readability. e aim is to ensure the best possible trans-parency for the reader.

tors is responsible for deﬁning the principles of the Group's remuneration policy and management process and is supported by the Remuneration Committee in this respect. e Board of Directors decides on the total remuneration for both the Board of Directors and Group Management and presents a proposal for approval to the Annual General Meeting.

On behalf of the Board of Directors, the Remuneration Committee prepares all proposals and the basis for remuneration decisions regarding the remuneration for both the Board of Directors and Group Manage-ment pursuant to the Articles of Incorporation, Article 23bis (Remuneration Committee). Its key duties are as follows:

BASIC PRINCIPLES OF REMUNERATION

A fair and transparent remuneration system is designed to contribute to the long-term development and suc-cess of the Interroll Group as a business. e remuner-ation system in place at the Interroll Group is in line with its corporate strategy and is geared toward appropriately rewarding the achievement of both short- term and long-term targets. Interroll is committed to recruiting, developing, and retaining the most talented people in its particular ﬁeld and industry.

e Interroll Group's remuneration policy is based on the following principles:

e members of the Board of Directors receive a ﬁxed cash remuneration only. is ensures the independence of the board in its supervision of Group Management.

- e ratio of ﬁxed to variable remuneration for members of Group Management is intended as a solid, prudent framework for preventing excessive ﬂuctuations in levels of remuneration. Speciﬁcally, it has been designed to safeguard the Group's long-term business success and to prevent an individual's willingness to take risks that could negatively impact the Group's medium- and long-term interests.
- Remuneration must be commensurate with the level of responsibility, the individual's speciﬁc contribution to the Group's success, and the indi-vidual workload of a given role. In addition, remuneration is to ensure appropriate and com-petitive rewards based on the role and level of individual performance.
- Share plans, which form part of the Group Man-agement's remuneration, are aimed at rewarding the achievement of long-term Group objectives in the interests of the shareholders and fostering long-term corporate performance. e Board of Direc-

- Propose and regularly review the Interroll Group's remuneration policy.
- Propose and develop remuneration regulations for the Board of Directors and Group Management.
- Propose and specify the remuneration principles for the following ﬁnancial year.
- Propose the remuneration for members of the Board of Directors.
- Propose the remuneration for the CEO and, at the CEO's request, the remuneration of the other members of Group Management.
- Propose employment terms and conditions and material amendments to existing contracts of employment with members of Group Management and make proposals regarding other strategic Human Resources (HR) decisions.

At the Annual General Meeting of Interroll Hold-ing AG on May 7, 2021, the Board of Directors will propose for approval the maximum possible total remuneration of the Board of Directors for the period up to the Annual General Meeting 2022 and the maxi-mum possible total remuneration for Group Manage-ment for ﬁnancial year 2021. e voting rules govern-ing the authorization of the Board of Directors and Group Management are included in the Articles of Incorporation dated May 8, 2015 (Article 12bis Remu-neration of the Board of Directors and Group Manage-ment).

e Articles of Incorporation can be found on the web-site atwww.interroll.com/en/investoren/corporate-gov-ernance.

Overview of the areas of responsibilities of the Remuneration Committee, Board of Directors and Annual General Meeting

Stages of authorisation	Recommendation	Review	Authorisation
Principles of remuneration	Remuneration	Board of Directors	Annual General Meeting
(Articles of Incorporation)	Committee	(mandatory vote)
Detailed remuneration model	Remuneration	Board of Directors	Board of Directors
(remuneration regulations)	Committee
Maximum total remuneration	Remuneration	Board of Directors	Annual General Meeting
of the Board of Directors	Committee	(mandatory vote)
Individual remuneration	Remuneration	Board of Directors	Board of Directors
for members of the	Committee
Board of Directors
Maximum total remuneration	Remuneration	Board of Directors	Annual General Meeting
of Group Management	Committee	(mandatory vote)
Remuneration of the CEO	Remuneration	Board of Directors	Board of Directors
Committee
Individual remuneration	CEO	Remuneration	Board of Directors
for all other members	Committee
of Group Management

REMUNERATION OF THE BOARD OF DIRECTORS

Remuneration model and the determination of remuneration

Remuneration paid to members of the Board of Direc-tors is ﬁxed, commensurate with members' responsi-bilities and paid in cash or shares, and no variable components are included.

In this way, Interroll ensures the independence of the Board of Directors in its supervision of Group Man-agement. e remuneration depends on the workload and responsibilities of the Board of Directors. Interroll ensures the independence of the Board of Directors in its supervision of the Group Management. Remunera-tion is based on the demands and high level of respon-sibility of the Board of Directors.

e annual remuneration is paid to the members of the Board of Directors of Interroll Holding AG for all services rendered by Interroll Holding AG and the Group companies directly or indirectly controlled by it. Every year, the Board of Directors determines the ﬁxed remuneration of the members of the Board of Directors of Interroll Holding AG for the period up to the next Annual General Meeting of Interroll Hold-ing AG on the basis of the approved Articles of Incor- poration dated May 8, 2015 (Article 22bis, Total Remu-neration of the Board of Directors and the Management), the remuneration regulations dated March 15, 2014 and, at the request of the Remuneration Committee, subject to approval by the Annual General Meeting. All social security contributions are made by the employer.

Fixed-term contracts of employment and mandate agreements for members of the Board of Directors may be for a ﬁxed contractual term of up to one year.

Total remuneration for the 2020 term of office (audited)

e remuneration of the members of the Board of Directors (BoD) is disclosed in accordance with VegüV and OR 663c as follows:

in CHF thousands

Urs Tanner 2020 2019

Paolo Bottini 2020 2019

Philippe Dubois 2020 2019

Elena Cortona 2020 2019

Stefano Mercorio 2020 2019

Ingo Specht 2020 2019

Total Board of Directors 2020 2019

Shares/CashSocial security*Other Total remu-options

benefitsneration

VP, AC VP, ACP, CC P, CC

270 270 135 135 100 100

35 35 22 22

305 305 157 157

AC AC *** ***

90 90

11 11 15 15 21 21 15 15

120 111 105

105 0.00

AC, CC

100 100

90 90

121 121 105 105

785 785

9 -

119 119

- -

913 904

P: Chairman of the BoD; AC: Audit Committee; VP: Vice Chairman of the BoD; CC: Remuneration Committee.

* Social security costs consist of employer and employee contributions to OASI/IV.

2019 = term of office from AGM 2018 to AGM 2019; 2020 = term of office from AGM 2019 to AGM 2020

Shares held as of 31.12.

Voting rights in %

35 0.00

- 0.00

20 0.00

205 0.03

100 0.01

15 0.00

- 0.00

56,417 7.20

62,045 7.91

56,692 7.23

62,165 7.93

e Board of Directors has no stock options for shares in Interroll Holding AG.

Valuation of total remuneration for the 2020 term

e remuneration of CHF 913,000 (previous year: CHF 904,000) of the Board of Directors from the Annual General Meeting 2019 to the Annual General Meeting 2020 remains approximately at the level of the previous term and is signiﬁcantly below the total amount of CHF 1,200,000 approved at the Annual General Meeting 2020.

Outlook for total remuneration for the 2021 term

At the Annual General Meeting on May 7, 2021, the Board of Directors proposes a maximum remunera-tion of CHF 1,550,000 for the term until the next Annual General Meeting in 2022 (previous year: CHF 1,200,000). As in the previous year, the proposed maximum remuneration includes a reserve for con-tingencies. ere are two reasons for the increase of CHF 350,000: On one hand, an additional member ofthe Board of Directors is to be elected at the Annual General Meeting 2021. In addition, the new Chairman of the Board of Directors is to perform his role as "Active Chairman" for two years (term of oﬃce: Annual General Meeting 2021 to Annual General Meeting 2023) and receive a correspondingly increased fee during this period. His duties are described in detail in the corporate governance report in chapter 7 ("Authority Regulations"). All other fees remain unchanged. Despite various new appointments to the Board of Directors and the Group Management as well as the expansion of the Board of Directors by one member, the combined maximum compensation of the Board of Directors and the Group Management proposed to the Annual General Meeting in May 2021 will be reduced by a total of CHF 350,000.

Other remuneration (audited) and further information

No further payments in cash or in kind are made and no other remuneration (e.g. commission for the take-over or transfer of companies or parts thereof) is paid to members of the Board of Directors.

Severance pay for members of the Board of Directors is not permitted, whereby any remuneration due to members up to the end of the contractual term does not constitute severance pay.

creation and not on short-term proﬁt maximization. e total remuneration of the members of the Group Management, and in particular that of the CEO, is structured in line with this objective.

Members of the Board of Directors do not receive any ﬂat-rate compensation for business expenses apart from the reimbursement of travel expenses actually incurred.

Loans and credits (audited)

e terms and conditions governing any loans or credits granted to members of the Board of Directors are deﬁned in the Articles of Incorporation under Article 22bis (Total Remuneration of the Board of Directors and the Management).

Interroll Holding AG and its subsidiaries did not grant any loans, advances or credits to members of the Board of Directors in the reporting years 2020 and 2019.

REMUNERATION

OF GROUP MANAGEMENT

Remuneration model and the determination of total remuneration

An individual remuneration agreement exists for each Group Management member, whereby the projected total remuneration is based on the criteria set out below for determining remuneration and market trends for top executives in the relevant industry and country. e projected total remuneration comprises a ﬁxed and a variable short-term remuneration component (short-Term Incentive, STI) as well as a long-term remunera-tion component paid out in shares with a vesting period of at least four years (Long-Term Incentive, LTI).

e projected total remuneration may be undercut or exceeded depending on performance and the course of business. In its actions, the Group Management must at all times focus on long-term and sustainable value

e actual total remuneration is determined on the basis of the following main criteria:

- Professional and market experience
- Complexity of the task area
- Global responsibility of the function
- Personal and concrete performance contribution to the long-term strategic development as well as value enhancement of the Group

e Interroll Group consults external consultants on a case-by-case basis when designing and determining remuneration. For new appointments to the Group Management in the years 2017-2020, market compar-isons for top executive positions were carried out with the respective recruiting consultants on the occasion of the personnel search in Europe and the Americas and consulted for the determination of remuneration. In addition, market comparisons were made using detailed Kienbaum and Towers Watson salary studies for top managers for the years 2017-2019. e refer-ence group was primarily comparable companies in the manufacturing industry or production. In principle, such comparisons are based on a median positioning and adjustments are made where necessary.

In determining the total annual remuneration, all pay-ments made by Interroll Holding AG and its directly controlled subsidiaries to the members of the Group Management are taken into account, irrespective of whether these compensate global or local activities for one or more subsidiaries in Switzerland or abroad (based on separate employment contracts) of a mem-ber of the Group Management.

On the basis of the approved Articles of Association of May 8, 2015 (Article 22bis, Total Remuneration of

Overview of the remuneration model for the Group Management: composition of total remuneration

Definition

Instrument

Purpose

Fixed remunerationVariable remuneration (Short-Term Incentive, STI)

Long-term share participation (Long Term Incentive, LTI) Social security contributions and fringe benefits

Monthly cash paymentsAnnual cash paymentAnnual share allocation with multiyear vesting period Pension scheme, insurance and non-cash benefitsRemuneration for performance of the function and all qualifications required to perform the role

Remuneration for the achievement of financial and individual targets in the reporting year

Promoting sustainable results and a long-term focus on shareholders' interests Protection against risks and coverage of business expenses (car)

the Board of Directors and the Management), the remuneration regulations of March 15, 2014 and the Remuneration Committee's request, the Board of Direc-tors sets the total remuneration of Group Management every year, subject to approval from the Annual General Meeting as of 2015.

e total remuneration of the CEO is determined by the Remuneration Committee. e total remuneration of the other members of the Group Management is determined by the CEO and submitted annually to the Remuneration Committee for approval by the Board of Directors. On the occasion of the Annual General Meeting of Interroll Holding AG on May 7, 2021, the Board of Directors will submit the maximum possible total remuneration of the Group Management for the ﬁnancial year 2021 for approval.

Fixed remuneration

e amount of the ﬁxed remuneration is contractually stipulated and generally remains unchanged for three to ﬁve years while the function remains unchanged. Adjustments may be made on the basis of the assess-ment of individual performance and in the event of changes to the area of responsibility.

Variable remuneration (Short-Term Incentive, STI)

According to Article 22bis of the Articles of Incorpora-tion, the variable remuneration of the Group Manage-ment may not exceed 60% of the total remuneration (or 150% of the ﬁxed remuneration) as a rule.

For the CEO, the variable remuneration (STI) compo-nent of the ﬁxed remuneration is 75% if the plan is achieved (with a maximum of 150% and a minimum of 0%). For operational management functions, the plan value is 50% (with a maximum of 100% and a minimum of 0%). Finally, for members with centralized roles within the holding company, the targeted amount of the variable remuneration component is 25% of ﬁxed remu-neration (with a maximum of 50% and a minimum of 0%). e maximum is a theoretical cap and not a planned metric to be achieved. See also table below.

e calculation basis for variable remuneration (STI) includes the measurable sustained ﬁnancial success (of the company or a part thereof) and annual individual targets, which must be measurable and of considerable strategic signiﬁcance.

"Financial success" component of variable remuneration (STI):

e weighting of the ﬁnancial success component of variable remuneration is generally 100% for the CEO, at least 75% for operational management functions, and at least 50% of variable remuneration (STI) for central holding functions.

e corporate ﬁnancial performance for calculating the ﬁnancial success component of variable remunera-tion balances the amount and quality of the ﬁnancial performance achieved. For this purpose, the amount of the operating proﬁt achieved in the ﬁnancial year (EBITDA) is ﬁrst multiplied by a predeﬁned percent-age. e determination of the amount of this percent-age results from plan remuneration and plan EBITDA. In a second step, the quality of performance is taken into account by increasing/decreasing the resulting remuneration amount through the achievement of ﬁnancial performance parameters compared to a pre-deﬁned benchmark set for three years. is bench-mark includes two views: On the one hand the relative positioning compared to companies with solid market positioning and comparable size within a relevant industry (material handling in Europe and the United States), and on the other hand own ambitious ﬁnancial mid-term performance targets.

Depending on the strategic situation of the company or the function of the members of the Group Man-agement, individual performance parameters may be weighted diﬀerently for the performance assessment or may not be taken into account.

e table on page 65 is intended to illustrate the per-formance measurement:

Overview of weighting of the variable remuneration (STI) in relation to fixed remuneration:

Variable remuneration (STI) in relation to fixed remuneration

Share of "financial success"	Share of "individual targets"
component in variable	component in variable
Role in Group Management	Min.	Projected	Max.3)	remuneration (STI)	remuneration (STI)
Group CEO	0%	Approx. 75%	150%	100%	0%
Executive VP1)	0%	Approx. 50%	100%	75%	25%
Corporate VP2)	0%	Approx. 25%	50%	50%	50%

1) Executive Vice President (EVP): operational management role
2) Corporate Vice President (CVP): centralized role within the holding company (Corp. Finance, Corp. Marketing)
3) Max. theoretical value for cap, not intended to be an achievable target

Overview of calculation of the "financial success" component of variable remuneration (STI)

Performance parameters (fiscal year)Meaning

Success level Quality of successOperating profit (x % EBITDA)

Operating profit margin (EBITDA %)

Sales growth (% compared to PY)

Gross margin (as a % sales)

Return on invested capital (ROIC)

Earning power Profitability

Market position, innovation

Price strength, procurement strength Management of current/fixed assets

"Individual targets" component of variable remuneration (STI):

For the individual targets component, between three and a maximum of ﬁve individual measurable targets are agreed every year, with either the same or a diﬀer-ent weighting. ese targets must make an important contribution to the current or long-term success of the Group or parts thereof.

Individual goals include, for example:

- Developing and launching new products
- Gaining market share
- Tapping new markets and customer segments
- Successfully integrating an acquired company
- Successful strategic projects
- Achieving inventory reduction targets, etc.

e multiyear plan basis of variable remuneration (rather than the annual budget) motivates the Group Management to think longer term, measures relative continuous improvement to prior year periods or to the aforementioned three-year ﬁxed benchmark, and prevents short-term cost cutting in the area of market development and innovation, etc.

e Remuneration Committee may exceptionally devi-ate from the agreement on variable remuneration in favor of a member of the Group Management if the lack of target achievement is exclusively due to exter-nal factors. ere was no deviation from the agree-ment in the reporting.

Long-term incentive (LTI)

Pursuant to Article 22bis (Total Remuneration of the Board of Directors and the Management) of the Arti-cles of Incorporation, shares with multiyear vesting periods may be allotted to members of Group Manage-ment as part of total remuneration.

Based on their commitment and inﬂuence, Group Management members are to participate long-term in the Group's increased value and also share the business risk as shareholders (and equity co-investors), as well as identify with Interroll's values.

CEO share plan:

As a result of this objective, a long-term share plan (LTI) was agreed with the CEO in early 2005. As a long-term remuneration component, the CEO receives a number of shares that are dependent on the perfor-mance of the share price and the exceeding of certain minimum target thresholds of earnings per share, operating proﬁt margin (EBITDA in %) and return on invested capital (ROIC). If one or more of these three ﬁnancial key performance indicators fall short of the target threshold, the agreed number of shares to be allotted will be reduced in accordance with a pre-deﬁned formula. If all three ﬁnancial key performance indicators exceed the target thresholds, the predeﬁned number of shares will be allotted, but only up to a max-imum cash value of CHF 500,000 aﬅer any applicable tax deduction. ese shares vest over a period of at least six to eight years. e share plan as described above is agreed for a period of three years and shall remain unchanged over this period of time. e value of the deﬁned and vested shares corresponds to approx-imately 20% of the projected total remuneration at the time the three-year cycle is contractually agreed. Upon resignation of the current CEO as of April 30, 2021, this share plan will end. e share plan of the new CEO (assumption of oﬃce May 1, 2021) corresponds to that of the rest of the Group Management.

e share plan for the rest of Group Management: e share plan for the rest of Group Management was also introduced as a long-term remuneration compo-nent with the restructuring of the Group in 2011. Under the plan, these members of Group Management receive a number of shares as a long-term component of the variable remuneration. e shares received as part of this component must account for at least 20% and no more than 100% of variable remuneration. Each member of the rest of Group Management must reach a decision regarding the individual share to be received and report this by no later than December 15 of the current ﬁnancial year, otherwise 20% will be allotted. ese shares vest over four years.

Allotment arrangement:

e conversion rate for variable remuneration applica-ble to the number of Interroll shares allotted to the CEO and the rest of Group Management is the relevant share price on December 31 of the ﬁnancial year ended less the deduction permitted for tax purposes, depend-ing on the length of the vesting period. Shares are allotted during the ﬁrst quarter of each new ﬁnancial year aﬅer the results of the past ﬁnancial year have been made available.

Total remuneration for 2020 (audited)

e remuneration of the members of the Group Man-agement is disclosed as follows in accordance with Articles 14 to 16 of the Federal Council Ordinance against Excessive Compensation in Listed Stock Cor-porations of November 20, 2013 (VegüV), the Direc-tive on Information Relating to Corporate Governance of the SIX Swiss Exchange and the principles of the Swiss Code of Best Practice for Corporate Gover-nance of Economiesuisse, which came into force on August 28, 2014:

in CHF thousands

CEO (highest) 2020 2019

Other members 2020 2019

Total Group Management 2020 2019

Explanation of the calculation method

e calculation method under IFRS diﬀers in two respects from the calculation of compensation and shareholdings of the Board of Directors and the Group Management in accordance with OR 663bis and 663c:

- Compensation for company cars under IFRS is based on the expenses including depreciation and lease instalments. Under the OR, a rate of 0.8% per month of the acquisition cost of the vehicles is used.
- Under IFRS, share-based remuneration is deter-mined at market value at the allotment date. Under the OR, shares are valued at their taxable value, which is derived from the market value. As a result of the vesting period granted, the taxable value decreases compared with the market value accord-ing to the vesting period deﬁned.
- e diﬀerence of CHF 0.486 million (previous year: CHF 0.373 million) related to company cars - CHF 0.025 million (previous year: CHF 0.033 mil-lion) and share-based payments - CHF 0.461 mil-lion (previous year: CHF 0.340 million).

Valuation of total remuneration for the 2020 financial year

Due to the ﬁnancial and individual targets achieved, the total remuneration paid to the Group Management in the past year was CHF 5.380 million, at the level of the previous year (CHF 5.379 million) and signiﬁ-cantly lower than the maximum total remuneration of CHF 5.9 million approved at the 2020 Annual General Meeting.

Remuneration (net)Share-basedcompensationFixedVariable1)Shares2)OptionsSocial security3)

1,583 1,503

703 716

917 891 203 62

435 495 488 594

0 0 0 0

573 563 308 385

2,286 2,219

1,120 953

923 1,089

0 0

881 948

1) The difference between provisions made in the previous year and the actually paid-out bonuses is netted with the variable compensation planned for the year under review.
2) In the year under review, a total of 739 treasury shares were granted to senior executives as part of their bonus plans
(2019: 989 shares) with a four-to eight-year sales restriction (from the date of the allotment).
The share-based compensation corresponds to the tax value.
3) Social security costs consist of employer and employee contributions to OASI/IV.

Total

Other remunera-

benefits

tion

44 2,672

43 2,708

126 2,708

127 2,671

170 5,380

170 5,379

e Group Management was able to close the very challenging ﬁnancial year 2020 under the inﬂuence of the COVID-19 crisis with a record result and also fur-ther strengthen the strategic position of the Interroll Group.

e total remuneration paid to the Group Management in 2020 was 107% (previous year: 107%) of the total plan remuneration based on the calculated target achievement in accordance with the calculation meth-odology described.

In Switzerland, the member of the Group Management contributes one-third of the savings portion of the pen-sion fund, while the employer pays the remainder.

Members of the Group Management are provided with a company car and a mobile phone for business and private use, or a corresponding monthly ﬂat rate is paid. e maximum permissible value limits for the company car are regulated internally. e company car is included in the total remunerations under "Other beneﬁts."

e variable remuneration for the Group Management was 59% (previous year: 57%) of the ﬁxed remuneration with a plan value of 49% and 34% (previous year: 32%) of the total remuneration with a plan value of 30%.

Outlook for total remuneration for fiscal 2021

e maximum possible total remuneration 2021 sub-mitted to the Annual General Meeting of May 7, 2021 for approval decreases to CHF 5.2 million compared to the previous year (CHF 5.9 million), mainly due to the CEO change. As in previous years, it includes a reserve for contingencies and currency ﬂuctuations and assumes that the targets set will be substantially exceeded. e total remuneration actually paid out is generally lower than the maximum approved at the Annual General Meeting because the amount of the variable remuneration 2021 and its payment is based on the targets actually achieved in 2021. e ﬁxed remuneration 2021 was not adjusted for any other member of the Group Management.

Other remuneration (audited) and further information

e regulations on expenses and pensions are speciﬁed in the applicable local employment terms and condi-tions as well as the relevant statutory and prevailing market conditions of the countries concerned, in par-ticular Germany, the USA, China and Switzerland, and are compliant with the details contained in Article 22bis (Total Remuneration of the Board of Directors and the Management) of the Articles of Incorporation. Apart from the total Group Management remuneration pre-sented in the table, members of Group Management only receive compensation for travel costs actually incurred, upon presentation of the receipts and in accordance with the expense policy. Any ﬂat rate expenses paid form part of the remuneration and are thus contained in the total remuneration table.

No further payments in cash or in kind are made and no other remuneration, e.g. commission for the take-over or transfer of companies or parts thereof, is paid to members of Group Management.

Severance payments to members of Group Manage-ment are not permitted, whereby remuneration due until the termination of contractual relationships is not considered severance pay.

e notice periods for members of the Group Manage- ment are between six and nine months and thus comply with the Articles of Incorporation Article 23bis (Remu-neration Committee).

Loans and credits (audited)

e terms and conditions governing any loans or credits granted to members of Group Management are deﬁned in the Articles of Incorporation under Article 22bis (Total Remuneration of the Board of Directors and the Management).

Interroll Holding AG and its subsidiaries did not grant any loans, advances or credits to members of the Group Management in either of the reporting years 2020 and 2019.

REPORT OF THE STATUTORY AUDITOR

REPORT OF THE STATUTORY AUDITOR TO THE GENERAL MEETING OF INTERROLL HOLDING AG, SANT'ANTONINO

We have audited the remuneration report of Interroll Holding AG for the year ended December 31, 2020. e audit was limited to the information according to articles 14-16 of the Ordinance against Excessive Compensation in Stock Exchange Listed Companies (Ordinance) contained in the tables labeled "audited" on pages 62, 66 and 67 of the remuneration report.

Board of Directors' responsibility

e Board of Directors is responsible for the preparation and overall fair presentation of the remuneration report in accordance with Swiss law and the Ordinance against Excessive Compensation in Stock Exchange Listed Companies (Ordinance). e Board of Directors is also responsible for designing the remuneration system and deﬁning individual remuneration packages.

Auditor's responsibility

Our responsibility is to express an opinion on the accompanying remuneration report. We conducted our audit in accordance with Swiss Auditing Standards. ose standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the remuneration report complies with Swiss law and articles 14-16 of the Ordinance.

An audit involves performing procedures to obtain audit evidence on the disclosures made in the remuneration report with regard to compensation, loans and credits in accordance with articles 14-16 of the Ordinance. e procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstate-ments in the remuneration report, whether due to fraud or error. is audit also includes evaluating the reason-ableness of the methods applied to value components of remuneration, as well as assessing the overall presenta-tion of the remuneration report.

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 remuneration report of Interroll Holding AG for the year ended December 31, 2020 complies with Swiss law and articles 14-16 of the Ordinance.

PricewaterhouseCoopers AG

Gerhard Siegrist Audit expert Auditor in charge

Regina Spälti Audit expert

Zurich, March 12, 2021

FINANCIAL REPORT

OF THE INTERROLL GROUP

1	FINANCIAL STATEMENTS OF THE INTERROLL GROUP	70
1.1	CONSOLIDATED BALANCE SHEET	70
1.2	CONSOLIDATED INCOME STATEMENT	71
1.3	CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME	72
1.4	CONSOLIDATED STATEMENT OF CASH FLOWS	73
1.5	CONSOLIDATED STATEMENT OF CHANGES IN EQUITY	74
NOTES TO THE FINANCIAL STATEMENTS OF THE INTERROLL GROUP	75
2	GENERAL INFORMATION ON THE FINANCIAL STATEMENTS	75
3	RISK MANAGEMENT	83
4	CHANGES IN THE SCOPE OF CONSOLIDATION	86
5	SEGMENT REPORTING	87
6	NOTES TO THE CONSOLIDATED BALANCE SHEET	88
7	NOTES TO THE CONSOLIDATED INCOME STATEMENT	107
8	OTHER DISCLOSURES ON THE FINANCIAL STATEMENTS	112
9	REPORT OF THE STATUTORY AUDITOR	116

1 CONSOLIDATED FINANCIAL STATEMENTS OF INTERROLL

1.1

Consolidated balance sheet

in CHF thousands

see notes* 31.12.2020

ASSETS

Property, plant and equipment

Property, plant and equipment 6.1	165,231	135,504
Intangible assets 6.3	23,744	27,119
Financial assets	751	772
Deferred tax assets 7.6	8,421	10,259
Total noncurrent assets	198,147 42.3	173,654 39.9

Inventories 6.5	62,586	67,588
Current tax assets	1,855	889
Trade and other accounts receivable 6.6	107,942	109,153
Cash and cash equivalents 6.7	98,312	83,779
Total current assets	270,695 57.7	261,409 60.1

Total assets	468,842 100.0	435,063 100.0

EQUITY AND LIABILITIES

Share capital 6.10	854	854
Share premium	8,660	8,479
Reserve for own shares	-56,352	-26,745
Translation reserve	-74,009	-61,587
Retained earnings	432,837	383,019
Total equity	311,990 66.5	304,020 69.9

Financial liabilities 6.12	5,794	6,688
Deferred tax liabilities 7.6	1,723	4,304
Pension liabilities 6.14	9,462	8,859
Provisions 6.13	9,550	8,855
Total noncurrent liabilities	26,529 5.7	28,706 6.6

Financial liabilities 6.12	297	197
Current tax liabilities 7.6	19,411	18,579
Advances received from customers 6.15	41,918	16,645
Trade and other accounts payable 6.15	68,697	66,916
Total current liabilities	130,323 27.8	102,337 23.5

Total liabilities	156,852 33.5	131,043 30.1

Total liability and shareholder's equity	468,842 100.0	435,063 100.0

* See notes to the consolidated financial statements which are an integral part of this year's financial statement.

in %

31.12.2019

in %

39.9

60.1

100.0

69.9

6.6

23.5

30.1

100.0

1.2 Consolidated income statement

in CHF thousandssee notes*

2020

in %

2019

in %

Sales

Material expenses Personnel expenses Increase/(decrease) in work in progress, finished products and own goods capitalized Other operating expenses

Other operating income

Operating result before depreciation and amortization (EBITDA)

Depreciation

Amortization Operating result (EBIT)

Finance expenses Finance income Finance result, net

Result before income taxes

Income tax expense

Result

Result attributable to: - non-controlling interests - owners of Interroll Holding AG

Values per share (in CHF)

Non-diluted earnings (result) per share

* See notes to the consolidated financial statements, which are an integral part of this year's financial statement.

530,629 100.0

Material expenses

-209,783

-39.5

-238,433

-42.6

Personnel expenses

6.14 & 7.1

-138,910

-26.2

-151,337

-27.0

Increase/(decrease) in work in progress, finished products and own goods capitalized

105

0.0

-3,498

-0.6

Other operating expenses

7.3

-71,483

-13.5

-73,367

-13.1

Other operating income

7.4

4,855

0.9

3,079

0.6

Operating result before depreciation and amortization (EBITDA)

115,413

21.7

96,108

17.1

Depreciation

6.1

-17,966

-3.4

-17,815

-3.2

Amortization

6.3

-3,374

-0.6

-5,971

-1.1

Operating result (EBIT)

94,073

17.7

72,322

12.9

Finance expenses

-1,978

-0.4

-1,207

-0.2

Finance income

543

0.1

935

0.2

Finance result, net

7.5

-1,435

-0.3

-272

-0.0

Result before income taxes

92,638

17.5

72,050

12.9

Income tax expense

7.6

-20,896

-4.0

-16,016

-2.9

Result

71,742

13.5

56,034

10.0

Result attributable to:

- non-controlling interests

- owners of Interroll Holding AG

71,742

13.5

56,034

10.0

Values per share (in CHF)

Non-diluted earnings (result) per share

6.11

85.97

66.69

Diluted earnings (result) per share

6.11

85.97

66.69

dividend payment

22.50

22.00

559,664

100.0

-42.6 -27.0

-0.6 -13.1

0.6

17.1

-3.2 -1.1 12.9

-0.2 0.2 -0.0

12.9

-2.9

10.0

1.3 Consolidated statement of comprehensive income

in CHF thousands

see notes*

2020

in %

2019

in %

Result

* See notes to the consolidated financial statements, which are an integral part of this year's financial statement.

Result	71,742	56,034

Other comprehensive income
Items that will not be reclassified to income statement
Remeasurement of pension liabilities 6.14	-3,876	-506
Income tax	786	79
Total items that will not be reclassified to income statement	-3,090	-427

Items that in the future may be reclassified subsequently to income statement
Currency translation differences	-12,422	-8,643
Income taxes	-	-
Total items that in the future may be reclassified subsequently to income statement	-12,422	-8,643

Other income	-15,512	-9,070

Comprehensive income	56,230	46,964

Result attributable to:
- non-controlling interests	- -	- -
- owners of Interroll Holding AG	56,230 10.6	46,964 8.4

8.4

1.4 Consolidated statement of cash flows

in CHF thousands

see notes*

Result	71,742	56,034

Depreciation, amortization and impairment 6.1 & 6.3	21,340	23,786
Loss/(gain) on disposal of tangible and intangible assets 7.3 & 7.4	909	498
Financial result, net 7.5	1,434	272
Income tax expense 7.6	20,896	16,016
Changes in inventories	937	6,873
Changes in trade and other accounts receivable	-4,560	18,505
Changes in trade and other accounts payable	31,771	-4,211
Changes in provisions, net 6.13	1,704	1,644
Income tax paid	-20,322	-19,723
Personnel expenses on share-based payments 7.1	1,388	1,787
Other non-cash expenses/(income)	-4,296	-1,858
Cash flow from operating activities	122,943	99,623

Acquisition of property, plant and equipment 6.1	-47,962	-30,550
Acquisition of intangible assets 6.3	-3,350	-3,015
Acquisition of financial assets	-59	-109
Proceeds from disposal of property, plant and equipment 6.1 & 6.3	1,825	319
Settlement of loans receivable	47	46
Interest received	540	551
Cash flow from investing activities	-48,959	-32,758

Dividends paid 1.5	-18,835	-18,510
Purchase of treasury shares	-30,814	-10,587
Repayment of financial liabilities	-4,597	-3,330
Interest paid	-276	-388
Cash flow from financing activities	-54,522	-32,815

Translation adjustments on cash and cash equivalents	-4,929	-2,238
Change in cash and cash equivalents	14,533	31,812

Cash and cash equivalents at 1 January	83,779	51,967
Cash and cash equivalents at 31 December 6.7	98,312	83,779

* See notes to the consolidated financial statements which are an integral part of this year's financial statement.

2020

2019 56,034

23,786

498

272

16,016

6,873

18,505

-4,211

1,644

-19,723

1,787

-1,858 99,623

-30,550

-3,015

-109

319

551 -32,758

-18,510 -10,587 -3,330 -388 -32,815

-2,238 31,812

51,967 83,779

1.5 Consolidated statement of changes in equity

in CHF thousands

Balance at 1 January 2019

Share capitalReserve Share for treasury

see notes*

premiumsharesTranslation reserveRetained earnings

Total equity

854

8,172

-17,638

-52,944

345,923 284,367

Result

Other comprehensive income, net of taxes Total comprehensive income

Dividend payment, net Share-based payments

Purchase of treasury shares incl. tax effects Balance at 31 December 2019

Balance at 1 January 2020 Result

Other comprehensive income, net of taxes

Total comprehensive income Dividend payment, net Share-based payments

Purchase of treasury shares incl. tax effects Balance at 31 December 2020

- -

7.1 6.10

307

854 854

8,479 8,479

- -

7.1 6.10

181

854

8,660

* See notes to the consolidated financial statements which are an integral part of this year's financial statement.

56,034 56,034

- -

-8,643 -8,643

-427 -9,070

55,607 46,964

-18,510 -18,510

1,480 1,787

-10,587 -10,587

-26,745 -26,745

-61,587 -61,587

383,019 304,020

71,742 71,742

- -

-12,422 -12,422

-3,090 -15,512

68,652 56,230

-18,835 -18,835

1,207 1,388

-30,814 -30,814

-56,352

-74,009

432,837 311,990

GENERAL INFORMATION ON THE FINANCIAL STATEMENTS

General notes on the convention of preparation

e 2019 consolidated ﬁnancial statements of the Interroll Group are based on the annual ﬁnancial statements of Interroll Holding AG, Sant'Antonino, and its subsidiaries as of December 31, 2020, drawn up according to uniform Group accounting principles. e consol-idated ﬁnancial statements present a true and fair view of the ﬁnancial position, results of operations and cash ﬂows in accordance with the International Financial Reporting Standards (IFRS) and comply with Swiss law.

e consolidated ﬁnancial statements are based on historical cost except for marketable securities, investments not involving signiﬁcant inﬂuence and derivative ﬁnancial instruments, which are stated at fair value.

e preparation of ﬁnancial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that aﬀect the application of policies and reported amounts of assets and liabilities, income and expenses. ese judgements, estimates and assumptions are based on historical experience and other factors that are believed to be reasonable under the given circumstances. Actual results may diﬀer from these estimates.

e estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision aﬀects only that period or in the period of the revision and future periods if the revision aﬀects both current and future periods.

Judgements made by management in the application of IFRS that have a signiﬁcant eﬀect on the consolidated ﬁnancial statements and estimates with a signiﬁcant risk of material adjustment in the next years are disclosed in note 2.2 (Critical accounting estimates and judgements).

2.1 New and amended standards (IAS/IFRS) and interpretations

e Group prepares its Annual Report in accordance with IAS/IFRS. To that end, the Group regularly assesses the eﬀects of adjustments and renewals communicated by the International Accounting Standards Board (IASB). In the year under review the adoption of new or revised standards and interpretations eﬀective for annual period beginning on or aﬅer January 1, 2020 had no signiﬁcant impact on the consolidated ﬁnancial statements.

Future changes and amendments to IAS/IFRS standards and interpretations

New and revised standards and interpretations have been adopted by the IASB. However, these will not be applied until January 1, 2021 or later and have not been applied early in these consolidated ﬁnancial statements. e impact of the introduction/amendment of those standards and interpretations are considered to be rather insigniﬁcant.

2.2 Critical accounting estimates and judgements

When preparing the consolidated ﬁnancial statements, Group Management and the Board of Directors must make estimates and assumptions concerning the future. e resulting accounting estimates have an impact on the Group's assets, liabilities, income and expenses. Also, these estimates have an impact on the presentation of ﬁnancial statements. Estimates made are assessed continuously and are based principally on historical experiences and other factors. e resulting accounting estimates can, by deﬁnition, deviate from the actual outcome.

e estimates and assumptions that have a signiﬁcant risk of causing a material adjustment to the carrying amount of assets and liabili-ties within the next ﬁnancial years are discussed below:

a) Income tax

e holding company and its subsidiaries are subject to income taxes in various countries. Signiﬁcant judgement is required in deter-mining the required worldwide provision for current and deferred income taxes and the realization of tax losses carried forward. ere are many transactions and calculations made for which the ﬁnal tax determination is uncertain in the year under review. In case ﬁnal tax assessments or tax audits of such matters are diﬀerent from the amounts that were initially recorded, such diﬀerences may materially impact income tax expenses of the current period. e assessment of deferred tax assets is done with reference to business plans. Capi-talized eﬀects of losses carried forward are subject to annual review. Losses carried forward are only capitalized if they are usable under valid ﬁscal law in respective countries. e relevant ﬁgures are outlined in note 7.6.

b) Recoverable amount of goodwill, patents and licences

e assessment of the recoverable amount of goodwill and other intangible assets is, by deﬁnition, subject to uncertainties regarding expected future cash ﬂows. It requires making adequate assumptions and calculating parameters. Detailed comments and the carrying amounts can be found under note 6.3.

c) Provisions

Liabilities from warranty are a result of the operational business of the Group. ese provisions are accrued at balance sheet date based on historical experience. e actual cash ﬂow can be lower or higher, or speciﬁc requests can be covered by insurance. e assessment of provisions and pension liabilities is, by deﬁnition, subject to uncertainties regarding future cash ﬂows. It requires making assumptions and determining parameters, whose adequacy will only become clear in the future. We refer to comments made under notes 6.13 and 6.14, which also include the relevant carrying amounts.

2.3 Retained general accounting principles

General notes on the principles of consolidation

e consolidated ﬁnancial statements of Interroll Holding AG include the parent company's ﬁnancial statements and the ﬁnancial state-ments of all directly or indirectly held Swiss and foreign subsidiaries where the parent company holds more than 50% of the voting rights, or eﬀectively exercises control through other means.

e full consolidation method is applied, whereby the assets, liabilities, income and expenses are fully incorporated. e proportion of the net assets and net income attributable to minority shareholders is presented separately as noncontrolling interests in the consolidated balance sheet, the consolidated income statement and the consolidated statement of comprehensive income. Accounts payable to, accounts receivable from, income and expenses between the companies included in the scope of consolidation are eliminated. Intercom-pany proﬁts included in inventories of goods produced are also eliminated.

Subsidiaries acquired during the year are included in the consolidated ﬁnancial statements from the date on which control is obtained, while subsidiaries sold are excluded from the consolidated ﬁnancial statements from the date on which control is given up. e capital consolidation at acquisition date is carried out using the purchase method. e acquisition price for such a business combination is deﬁned by the sum of assets and liabilities acquired or incurred, measured at fair value, and of the sum of equity instruments issued. Transaction costs related to a business combination are expensed. e goodwill resulting from such a business combination is to be recognized as an intangible asset. It corresponds to the excess of the sum of the acquisition price, the amount of noncontrolling interests of the entity acquired, the fair value of equity instruments already held, liabilities and contingent liabilities at fair value. ere is one option per transaction for the valuation of non-controlling interests. e non-controlling interests are valued either at fair value or based on the proportion of the net assets acquired at fair value related to the non-controlling interests. Any negative goodwill is immediately recognized in the income statement aﬅer review of the fair value of the net assets acquired and set oﬀ against the purchase price. Good-will is subject to an annual impairment test or whenever there are indications of impairment.

Changes in the amount of the holding which do not result in a loss of control are considered to be transactions with equity holders. Any diﬀerence between the acquisition price paid or the consideration received and the amount by which the non-controlling interests' value is adjusted, is recognized in equity.

Investments in associated companies are investments where the parent company is either (directly or indirectly) entitled to 20%-50% of the voting rights, or has considerable inﬂuence through other means. Investments in associates are accounted for by applying the equity method. Under this method, the investment is initially recorded at the purchase price and subsequently increased or decreased by the share of the associate's proﬁts or losses incurred aﬅer the acquisition, adjusted for any impairment losses. e Group's share of results of associates is recognized in the income statement and in the statement of comprehensive income under share of proﬁt and loss of asso-ciates. Goodwill included in the purchase price, representing any excess of consideration over the Group's share in net assets of the asso-ciate, is recognized as part of the investment's carrying amount. Dividends received during the year reduce the carrying amount of such investments.

Investments in which the Group does not hold a signiﬁcant position of voting rights or in which the Group holds less than 20% are not consolidated, but stated at their estimated fair value. Such investments are presented under ﬁnancial assets at their estimated fair value. Any fair value adjustments are recognized in retained earnings. Fair value adjustments are recycled through the income statement at the date of disposal.

Foreign currency translation

e consolidated ﬁnancial statements are presented in Swiss francs (CHF). All assets and liabilities of the consolidated foreign subsid-iaries are translated using the exchange rates prevailing at the closing date. Income, expenses and cash ﬂows are translated at the average exchange rates for the year under review. e foreign currency translation diﬀerences resulting from applying diﬀerent translation rates to the statement of ﬁnancial position, the income statement and the statement of comprehensive income are added to or deducted from the translation reserve item in equity. e same principle is applied for those resulting from the translation of the subsidiaries' opening net asset values at year-end rates and those arising from long-term intercompany loans (net investment approach).

Transactions in consolidated entities where the transaction currency is diﬀerent from the functional currency of the entity are recorded using exchange rates prevailing at the time of the transaction. Gains or losses arising on settlement of these transactions are included in the income statement. Monetary assets and liabilities denominated in foreign currencies are translated using the exchange rates prevail-ing at year-end (closing date). Any gains or losses resulting from this translation are also recognized in the income statement.

e following exchange rates were the most important rates used for the translation of ﬁnancial statements denominated in foreign cur-rencies:

Income statement (average rates)

Balance sheet (year-end rates)

2020

2019

Change in %

31.12.2020

31.12.2019

Change in %

1 EUR	1.071	1.111 -3.6	1.080	1.085 -0.5
1 USD	0.935	0.993 -5.8	0.880	0.966 -8.9
1 CAD	0.697	0.750 -7.1	0.691	0.744 -7.1
1 GBP	1.205	1.269 -5.1	1.202	1.276 -5.8
1 SGD	0.679	0.729 -6.8	0.666	0.718 -7.3
1 CNY	0.136	0.144 -5.7	0.135	0.139 -3.0
1 JPY	0.009	0.009 -3.3	0.009	0.009 -4.5

-0.5

-8.9

-7.1

-5.8

-7.3

-3.0

-4.5

Current/noncurrent distinction

Current assets are assets expected to be realized within one year or consumed in the normal course of the Group's operating cycle, or assets held for trading purposes. All other assets are classiﬁed as noncurrent assets.

Current liabilities are liabilities expected to be settled by use of cash generated in the normal course of the Group's operating cycle or liabilities due within one year from the reporting date. ese also include short-term borrowings made as part of credit limits granted for an indeﬁnite period, but subject to a termination period of less than one year from the reporting date. All other liabilities are classi-ﬁed as noncurrent liabilities.

Segment reporting

e Interroll Group has consisted of one single business unit since January 1, 2011. e complete product range is sold in all markets through the respective local sales organizations. e customer groups that are original equipment manufacturers (OEMs), system inte-grators and end users are provided with tailor-made product oﬀerings and diﬀerentiated consulting levels. e Interroll manufacturing units focus on the production of speciﬁc product ranges. Assembly units receive semiﬁnished products from the manufacturing units and assemble a wide product range for their local markets. e Interroll Research Center, which is centrally located, develops new appli-cation technologies and new products for all product groups. e manufacturing units continuously reﬁne the current product ranges they are focused on.

Group Management and the Interroll management structure are organized by function (Overall Management, Products & Technology, Global Sales & Service, Marketing & Finance). e Board of Directors bases its ﬁnancial management of the Group on both the turnover generated in the product groups and geographical markets as well as on consolidated ﬁnancial reports. Group Management additionally assesses the achievement of ﬁnancial and qualitative targets of all legal entities.

Based on the current management structure, ﬁnancial reporting to the chief operating decision-makers is carried out in one reportable segment which is equal to the consolidated ﬁnancial statements of the Group.

Statement of cash ﬂows

e statement of cash ﬂows shows the foreign currency-adjusted cash ﬂow from operating activities, investing activities and ﬁnancing measures. is shows the change in cash and cash equivalents (funds) between balance sheet dates. Cash equivalents are held for the purpose of meeting the Group's short-term cash commitments rather than for investment or any other purposes. e eﬀect of foreign exchange rate changes on cash and cash equivalents in foreign currencies is disclosed separately.

Cash ﬂow from operating activities is calculated using the indirect method. e results of the ﬁnancial year are adjusted in respect to the following:

a) eﬀects of transactions of a noncash nature;
b) deferrals or accruals of past or future operating cash receipts or payments;
c) items of income or expense associated with investments or ﬁnancing transactions.

Impairments

e carrying amount of noncurrent nonﬁnancial assets, except assets from retirement beneﬁts and assets from deferred taxes, are assessed at least once a year. If indications for an impairment exist, a calculation of the recoverable amount is performed (impairment test). For goodwill, other intangible assets with an indeﬁnite useful lifetime and intangible assets which are not yet available for use, the recoverable amount is calculated regardless of the existence of indications of a decrease in value. If the carrying amount of such an asset or the cash-generating unit to which such an asset belongs exceeds the recoverable amount, an adjustment is recognized through the income statement. Impairments on a cash-generating unit or a group of cash-generating units are ﬁrst applied to goodwill and are there-aﬅer proportionally to the other assets of the unit (or the Group).

e recoverable amount is the higher of fair value less selling costs and value in use. e estimated future discounted cash ﬂows are eval-uated to determine the value in use. e discounting rate applied corresponds to a pretax rate which reﬂects the risk related to the assets. If an asset does not largely generate independent cash ﬂows, the recoverable amount for the cash-generating unit to which the asset con-cerned belongs is calculated.

Impairments on the remaining assets are reversed if the estimations made in the calculation of the recoverable amount have changed and there is a reduction of the impairment amount or no impairment is required anymore. ere is no reversal of impairment losses on goodwill.

Derivative ﬁnancial instruments

Derivative ﬁnancial instruments are stated at fair value.

e group does not apply hedge accounting as deﬁned by IFRS, but uses derivative ﬁnancial instruments to hedge transactions and cash ﬂows ("economic hedging").

Changes in the fair value of such hedging instruments are recognized immediately in the income statement. e fair value of derivatives traded in public markets is based on quoted market prices at the balance sheet date. e quoted market price used for ﬁnancial assets is the current bid price; the appropriate quoted market price for ﬁnancial liabilities is the current ask price. e fair value of derivatives that are not traded publicly (for example, over-the-counter derivatives) is determined by a valuation provided by the ﬁnancial institution from which the derivative has been acquired.

2.4 Retained accounting principles: balance sheet items

Property, plant and equipment

Property, plant and equipment are stated at cost less accumulated depreciation and any impairment losses. Noncurrent assets acquired by way of ﬁnance leases are recognized at the lower of the present value of future minimum lease payments and fair value, and depreci-ated accordingly. e related leasing liabilities are presented at their present value.

Depreciation is recognized on a straight-line basis over the estimated useful life and considering a potential residual value. e following useful economic life terms apply to the Group's main asset categories:

Buildings	25 years
Machinery	10 years
Vehicles	5 years
Oﬃce machines and furniture	5 years
Tools and moulds	5 years
IT infrastructure	3 years
Land is not depreciated.

Components of major investments in ﬁxed assets with diﬀerent estimated useful lives are recognized separately and depreciated accord-ingly. Estimated useful lives and estimated residual values are revised on an annual basis as at the reporting date, and resulting adjust-ments are recorded in the income statement.

Assets under construction for which completion has not yet been concluded or which cannot yet be used are capitalizted based on the costs incurred as at the closing date. Respective depreciation is recognized when the asset can be used.

Interest directly related to the acquisition or construction of property, plant and equipment is recognized and allocated to the related asset.

Intangible assets

Intangible assets include goodwill, intangible assets purchased in the course of business combinations (patented and unpatented tech-nology, customer relationships), licences and patents and similar rights acquired from third parties as well as soﬅware acquired from third parties. ese assets are stated at cost and are amortized on a straight-line basis over the following expected useful lifetime:

Standard soﬅware	3 years
ERP soﬅware	8 years
Customer relationships	5-10 years
Patents, technology and licences	6 years

Acquired customer relationships are customer values identiﬁed within the scope of IFRS 3. ey are amortized based on their estimated melt-oﬀ time being a period of ﬁve to ten years. In markets in which Interroll holds a solid market position, customer value is amortized over 10 years. A shorter amortization period is deﬁned in markets with stiﬀ competition.

Patents and technical know-how are amortized over their expected useful life. In view of the innovative market and competitive envi-ronment, the amortization period has been determined to be six years.

Furthermore, intangible values acquired through business combinations may be identiﬁed. ese result from individual contractual agreements. ese values are amortized over the period derived from the contractual agreement.

Goodwill with an indeﬁnite useful life is allocated to speciﬁc cash-generating units in order to allow the identiﬁcation of possible impair-ments. Such impairment tests are carried out on an annual basis and any impairment is recognized in the income statement. Goodwill is considered an asset component of the acquired entity. It is reported in the functional currency of that entity, then translated to the Group's reporting currency at the year-end rate.

Noncurrent assets held for sale

Tangible assets or a group of assets are classiﬁed as noncurrent assets held for sale if their carrying amount will most probably be realized in a divestment transaction rather than by being used in the normal course of business. Such assets are actively brought onto the market and should be sold within one year. Noncurrent assets held for sale are presented at the recoverable amount, which is the lower of book value or fair value less costs to sell.

Inventory

Inventories are stated at the lower of cost (purchase price or Group production cost) and net realizable value. e cost of inventories is calculated using the weighted average method. Production overheads are allocated to inventories on a proportional basis. Slow-moving goods and obsolete stocks are impaired. Intercompany proﬁts included in inventories are eliminated by aﬀecting net result.

Shareholders' equity

Shareholders' equity is categorized as follows:

a) Share capital

e share capital contains the fully paid-in registered shares.

b) Share premium

Share premium comprises payments from shareholders that exceed the par value as well as realized gains/losses including tax on trans-actions with treasury shares.

c) Treasury shares

e acquisition price of treasury shares is disclosed as a reduction of shareholders' equity. Realized gains and losses on transactions with treasury shares are recognized in share premium. Compensation and cash inﬂows resulting from the issue and subsequent possible exer-cise of share options are credited to the Group's reserves.

d) Translation reserve

e translation reserve consists of accumulated translation diﬀerences resulting from the translation of Group subsidiaries' ﬁnancial statements with a functional currency other than the Swiss franc and of intercompany loans with equity characteristics. e changes in currency diﬀerences are presented in the consolidated statement of comprehensive income.

e) Retained earnings

Retained earnings contain undistributed proﬁts.

Provisions

Provisions relate to product warranties and impending losses whose amount and timing are uncertain. ey are recognized if the Group has an obligation based on past occurrences at balance sheet date or a cash drain is probable and can be reliably determined. e amounts recognized represent management's best estimate of the expenditure that will be required to settle the obligation. Providing the eﬀect is material, long-term provisions are discounted.

Pension costs

e Group sponsors pension plans according to the national regulations of the countries in which it operates. All signiﬁcant pension plans are operated through pension funds that are legally independent from the Group. Generally, they are funded by employee and employer contributions. e foreign pension schemes are normally deﬁned contribution plans whereby the pension expense for a period equals the companies' contributions during that period. e Swiss and French pension schemes have certain characteristics of a deﬁned beneﬁt plan; the ﬁnancial impact of this plan on the consolidated ﬁnancial statements is determined based on the projected unit credit method.

2.5 Retained accounting principles: income statement

Material expenses

Material expenses include all costs of raw materials and consumables used, goods purchased and third-party manufacturing, processing or conversion of the Group's products (services purchased).

Product development

Expenditure on research and development is capitalized only when the cumulative recognition criteria of IAS 38 are met. Expenses for product development include wages and salaries, material costs, depreciation of technical equipment and machinery dedicated to research and development, as well as proportional overhead costs. Such expenses are included in the respective line item of the income statement.

Personnel expenses: equity-based compensation schemes

Some of our employees participate in equity-based compensation schemes (equity instruments oﬀered by Interroll Holding AG). All equity-based compensation granted to these employees is valued at fair value at the grant date and recognized as personnel expense over the period until the vesting date. e fair value is calculated on the basis of the binomial method. Discounts granted to beneﬁciaries on the unconditional purchase of Interroll shares are recognized in the income statement at the grant date. Cash inﬂows resulting from equity-based participation plans are recognized as an increase in equity. Cash-compensated participation plans are recognized as other liabilities and are valued at fair value at the balance sheet date.

Financial result

Interest expenses on loans and ﬁnance lease liabilities are recognized as ﬁnancial expenses, whereas interest income on ﬁnancial assets is recognized in ﬁnancial income, both on an accrual basis. Moreover, the ﬁnancial result includes foreign exchange gains and losses arising from the translation of items of the statement of ﬁnancial position and transactions in foreign currencies as well as changes in the fair value of ﬁnancial instruments.

Income tax

Current income taxes are calculated on the statutory results of the Group companies at the enacted or substantively enacted tax rate. ey also include adjustment charges and credit notes issued on previous years' results.

Changes in deferred taxes are generally recognized in the income tax item, unless the underlying transaction has been directly recog-nized in other comprehensive income. In such case the related income tax is also directly recognized in the statement of comprehensive income or in equity. Temporary diﬀerences resulting from initial recognition of assets and liabilities are not recognized in the income statement. Temporary diﬀerences on the participation value of subsidiaries are recognized except if the parent is able to control the tim-ing of the reversal of temporary diﬀerences and it is probable that the temporary diﬀerence will not be reversed in the foreseeable future. Similarly, deferred tax eﬀects from the initial recognition of assets/debts related to a transaction that does not aﬀect the taxable result or the annual proﬁt are not registered in the deferred tax expense or income.

Deferred taxes are calculated using local enacted or substantively enacted tax rates. e future beneﬁts of tax loss carryforwards are recognized as an asset if it is probable that future taxable proﬁts will be available to realize such beneﬁts.

RISK MANAGEMENT

3.1 Operational and strategic risk management

Risk management at Group level supports strategic decision-making. Operational and strategic risk management coordinates and mon-itors risks arising from the economic activities of the Group.

A systematic operational and strategic risk analysis is performed annually by Group Management. In an annual strategy meeting, Group Management discusses and analyses such risks. e Board of Directors is regularly informed in a uniform manner of the nature of, scope of, assessment of and countermeasures in relation to the risks.

3.2 Financial risk management

General information on the ﬁnancial risk management of the Interroll Group

e Group's businesses are exposed to various ﬁnancial risks: market risk (including foreign currency, interest rate and price risks), credit risk and cash ﬂow risk. e Group's risk management program focuses on the unpredictability of ﬁnancial markets and seeks to minimize potential adverse eﬀects on the Group's ﬁnancial performance.

e Board of Directors has supreme responsibility for risk management. To this end, the Board of Directors has delegated responsibility for the development and supervision of the risk management principles to the Audit Committee. e Audit Committee reports regularly to the Board of Directors.

e principles established for risk management are geared toward identifying and analysing those risks that might impact the Group, deﬁning adequate limits and implementing and adhering to risk controls. e risk management principles and the related procedures are regularly veriﬁed in order to reﬂect changing market conditions and operations of the Group. e goal is to develop management regulations and management processes as well as a disciplined and constructive control environment through existing training and guidelines to ensure that risks are handled in a disciplined, deliberate manner.

e Audit Committee supervises the management's monitoring of compliance with principles and processes. eir adequacy is contin-uously veriﬁed with respect to the risks that the Group is exposed to. e Audit Committee will be supported in this respect by the inter-nal audit department.

Financial risk management is carried out by Group Treasury. Group Treasury identiﬁes, evaluates and reduces ﬁnancial risks in close cooperation with the Group's operating units and reports at regular intervals to the Audit Committee.

e following sections provide a summary of the scope of individual risks and the targets, principles and processes implemented for measuring, monitoring and hedging ﬁnancial risks. Additional information on the ﬁnancial risks is included in the notes to the consol-idated ﬁnancial statements (see note 6.9 Financial risks).

Market risk

Market risks to which the Interroll Group is exposed fall in the following three main risk categories:

a) Currency risk exposure

e Group operates internationally and is exposed to foreign exchange risks arising from various currencies. Foreign exchange risks arise from future commercial transactions and from recognized assets and liabilities. To manage its foreign exchange risk arising from future commercial transactions and recognized assets and liabilities, the Group operates an internal monthly "netting" process. Net exposure resulting from assets and liabilities recognized is partially reduced using forward currency contracts. Such contracts are entered into only with highly rated ﬁnancial institutions. Furthermore, the decentralized structure of the Group contributes to a sub-stantial reduction of foreign currency exchange risks.

b) Interest rate risk

Financial assets and liabilities contain interest-bearing loans at either a ﬁxed or a variable rate. Related interest rate risks are disclosed in note 6.9.

c) Price risk

e Group is exposed to raw material price changes (steel, copper, technical polymers) as well as to price changes in ﬁnancial liabilities and assets. ese risks are generally not hedged. Risks from ﬁnancial assets and liabilities are hedged under certain conditions (as described in note 2.3 Retained general accounting principles).

Credit risk

e risk of default is the risk of incurring a ﬁnancial loss when a customer or a counterparty to a ﬁnancial instrument does not fulﬁll its legal obligation. e default risk at Interroll exists on trade and other accounts receivable and on cash and cash equivalents.

A credit check is performed for any customers who exceed the EUR 5,000 credit limit before the order is executed. e credit check is also based on the credit information database provided by an international service provider that is a leader in this sector. Its soﬅware enables a credit limit to be determined for each individual customer based on available data using deﬁned calculation formulas. is calculation formula is deﬁned by the Interroll Group.

Accumulation of credit risks in trade and other accounts receivable is limited due to the large number of customers and their global dis-tribution. e extent of credit risks is mainly determined by the individual characteristics of each single customer. e risk evaluation includes an assessment of creditworthiness by considering the customer's ﬁnancial situation, its credit history and other factors. Sales and services are provided only to customers whose creditworthiness is veriﬁed by means of the process described above. A credit limit is deﬁned for each customer. ese limits are veriﬁed at least once a year.

Interroll invests its funds in short-term deposits at a multitude of banks with whom long-standing relationships exist. Such deposits have a maturity date shorter than 12 months. Likewise, transactions with derivative ﬁnancial instruments are entered into only with major ﬁnancial institutions. Interroll does not hold material open positions with any of these institutions.

e maximum credit risk from ﬁnancial instruments corresponds to the carrying amount of each single ﬁnancial asset. ere are no guarantees or other liabilities that could increase the risk over the corresponding amount in the statement of ﬁnancial position.

Liquidity risk

Liquidity risk is the risk that the Group cannot fulﬁl its ﬁnancial obligations on time.

Prudent liquidity risk management implies maintaining suﬃcient cash and marketable securities, the availability of funding through an adequate amount of committed credit facilities and the ability to close market positions at any time. Due to the dynamic nature of the underlying business, Group Treasury aims to ensure funding by keeping committed credit limits available.

3.3 Capital risk management

Objectives and principles of capital risk management

e Interroll Group strives to safeguard its going concern status by deﬁning and adhering to a strong equity base. is base reﬂects the business and balance sheet risks of the Group. e Group's reﬁnancing should be adapted to suit the asset structure and allow further growth of the business. e distribution of a regular portion of the proﬁts shall be made possible based on the realization of an appro-priate return on equity.

Equity ratio targets and payout ratio

Based on the above targets and principles, Group Management aims for a long-term equity ratio of around 50%. e ordinary payout ratio is about 30% of net proﬁts. is ratio may vary depending on the general economic outlook and planned future investment activ-ities.

Key ﬁgures for capital risk management

e following table shows the key indicators with regard to capital risk management. Additional information can be found inside the cover of the Annual Report:

in CHF millions, if not noted otherwise

2020

2019

Total assets	468.8	435.1
Net financial assets	92.2	76.9
- Cash	98.3	83.8
- Finance liabilities (bank + leasing)	6.1	6.9

Operating cash flow	122.9	99.6

Equity	312.0	304.0
Equity ratio (equity in % of assets)	66.5	69.9

Result	71.7	56.0
Return on equity (in %)	23.3	19.0

Non-diluted earnings per share (in CHF)	85.97	66.69
Distribution per share (in CHF)	27.00	22.50
Payout ratio (in %)	31.4	33.7

Debt covenants

Debt covenants for committed credit facilities above CHF 40 million require a minimum equity ratio of 35% (see note 6.9 Financial risks).

CHANGES IN THE SCOPE OF CONSOLIDATION

4 CHANGES IN THE SCOPE OF CONSOLIDATION

Changes in financial year 2020

Acquisitions/divestitures

No acquisitions or divestitures were carried out during the year under review.

in CHF thousands	2020	2019
Fair value	Fair value
99
Intangible assets (customer value)	163
Acquired goodwill	262
Inventory	128
Total assets	651
Total liabilities	0
Total acquisition costs	651
in CHF thousands	2020	2019
Cash settlement of acquisition	651
./. Purchase price retention	-326
Net cash used in acquisition	-	326
Changes in ﬁnancial year 2019

Property, plant and equipment	99
Intangible assets (customer value)	163
Acquired goodwill	262
Inventory	128
Total assets	-	651

Total liabilities	-	0
Total acquisition costs	-	651

In 2019, the business activities of our former partner in Iceland were acquired by the Interroll company in Denmark and Interroll Conveyor GmbH was incorporated in Germany.

SEGMENT REPORTING

Sales and noncurrent assets by geographical market

Sales and noncurrent assets by geographical market are presented as follows:

Sales

Noncurrent assets

in CHF thousands

2020

in %

2019

in %

2020

in %

2019

in %

Germany

62,079

11.7

85,562

15.3

98,060

51.9

69,372

42.7

Other EMEA*

224,899

42.4

235,440

42.1

36,192

19.1

37,282

22.9

Total EMEA*

286,978

54.1

321,002

57.4

134,252

71.0

106,654

65.6

USA

129,814

24.5

110,699

19.7

34,434

18.2

35,927

22.1

Other Americas

28,321

5.3

38,337

6.9

1,491

0.8

2,140

1.3

Total Americas

158,135

29.8

149,036

26.6

35,925

19.0

38,067

23.4

China

40,223

7.6

32,014

5.7

9,978

5.3

7,773

4.8

Other Asia-Pacific

45,293

8.5

57,612

10.3

8,820

4.7

10,129

6.2

Total Asia-Pacific

85,516

16.1

89,626

16.0

18,798

10.0

17,902

11.0

Total Group

530,629

100.0

559,664

100.0

188,975

100.0

162,623

100.0

42.7 22.9 65.6 22.1 1.3 23.4 4.8 6.2 11.0 100.0

* Europe, Middle East, Africa

Sales were broken down by invoice address. Noncurrent assets are disclosed excluding ﬁnancial assets and deferred tax assets.

Information about major customers

Sales are transacted with more than 19,000 active customers. No customer accounts for more than 10% of Group sales.

Sales by product group

Sales broken down by product group:

in CHF thousands

2020

in %

2019

in %

Rollers

105,992

20.0

110,122

19.7

Drives

156,519

29.5

172,389

30.8

Conveyors & Sorters

221,521

41.7

223,195

39.9

Pallet Handling

46,597

8.8

53,958

9.6

Total Group

530,629

100.0

559,664

100.0

19.7 30.8 39.9 9.6 100.0

Timing of revenue recognition

All order types are recorded as revenue at one point in time. Most of the service business consists of ad hoc orders; for instance, overhaul of drum motors. Such services are charged to the customer based on an hourly rate and are invoiced at a point in time.

NOTES TO THE CONSOLIDATED BALANCE SHEET

6.1 Property, plant & equipment

Movements of property plant & equipment

in CHF thousands

COSTS

At 1.1.	130,567	124,092	125,743	117,291	12,992	11,899	10,525	5,408	279,827	258,690
Currency translation adj.	-4,038	-3,731	-2,872	-2,772	-378	-318	-23	-132	-7,311	-6,953
Additions	4,520	6,537	4,479	7,796	2,380	2,104	40,652	16,875	52,031	33,312
Disposals	-822	-569	-6,211	-3,328	-899	-710	-	-	-7,932	-4,607
Reclassifications	11,140	4,238	3,947	6,756	169	17	-15,270	-11,626	-14	-615
At 31.12.	141,367	130,567	125,086	125,743	14,264	12,992	35,884	10,525	316,601	279,827

Land & building

2020

Production equipment & machineryOffice equipment & motor vehiclesAssets under construction

2019

2020

2019

2020

2019

2020

2019

2020

Total 2019

258,690

-6,953

33,312

-4,607

-615

279,827

ACCUMULATED DEPRECIATION & IMPAIRMENTS-134,400 3,545 -17,815

At 1.1.	-50,215	-44,831	-85,140	-81,793	-8,968	-7,776	-144,323	-134,400
Currency translation adj.	1,302	1,494	1,632	1,845	281	206	3,215	3,545
Depreciation	-7,130	-7,304	-8,882	-8,592	-1,954	-1,919	-17,966	-17,815
Disposals	704	426	6,154	2,970	831	521	7,689	3,917
Reclassifications	-	-	13	430	2	-	15	430
At 31.12.	-55,339	-50,215	-86,223	-85,140	-9,808	-8,968	-151,370	-144,323

Property, plant & equipment at 31.12.	86,028	80,352	38,863	40,603	4,456	4,024	35,884	10,525	165,231	135,504

Capital commitments	-	-	6,296	1,406	-	4	6,296	1,410
Insurance value*	140,071	129,782	139,238	135,252	-	-	279,309	265,034

* The insurance value of production equipment and machinery also covers other tangible assets.

Further notes to property, plant and equipment

430 -144,323

135,504

1,410 265,034

In the opinion of Group Management, there were no risks at the end of the period under review which negatively impacted the carrying amount of ﬁxed assets.

6.1.1 Leasing

Lease assets

in CHF thousands

31.12.2020

31.12.2019

Carrying amount of lease assets	7,284	6,826
of which
- Land & building	6,712	6,267
- Production equipment & machinery	150	200
- Office equipment & motor vehicles	422	359
Additions to lease assets	4,016	2,832

Income statement

in CHF thousands

2020

Depreciation of lease assets	2,954	3,275
of which
- Land & building	2,693	2,969
- Production equipment & machinery	58	58
- Office equipment & motor vehicles	203	248
Interest on lease liabilities	239	285
Variable lease payments	-	-

Cash ﬂow statement

in CHF thousands

Total cash outflow for leases

Lease liabilities by duration

in CHF thousands

6,826

6,267 200 359 2,832

2019 3,275

2,969 58 248 285 -

20204,598

2020

2019 3,626

2019

≤ 1 year	2,427	3,074
2 years	1,954	2,035
3 years	1,007	1,424
4 years	582	963
5 years	201	656
> 5 years	-	211
Total lease liabilities (undiscounted)	6,171	8,363

3,074

2,035

1,424

963

656

211 8,363

6.2 Noncurrent assets held for sale

No noncurrent assets were held for sale, neither in the year under review nor in the previous year.

6.3 Intangible assets

Movements of goodwill and intangible assets

Patents, technologyGoodwill

Software

and licencesCustomer relationships

in CHF thousands

2020

2019

2020

2019

2020

2019

2020

2019

2020

Total 2019

COSTS

At 1.1.	20,264	20,436	46,126	43,701	18,763	19,274	23,857	24,442	109,010	107,853
Currency translation adj.	-770	-440	-85	-150	-153	-676	-436	-760	-1,444	-2,026
Additions	-	268	3,225	2,559	124	13	-	175	3,349	3,015
Disposals	-	-	-315	-31	-6,905	-	-2,389	-	-9,609	-31
Reclassifications	-	-	-1,548	47	1,548	152	-	-	-	199
At 31.12.	19,494	20,264	47,403	46,126	13,377	18,763	21,032	23,857	101,306	109,010

107,853

-2,026

3,015

-31

199

109,010

ACCUMULATED AMORTIZATION & IMPAIRMENTS

At 1.1.	-3,126	-3,090	-38,373	-33,818	-18,543	-18,572	-21,849	-21,951	-81,891	-77,431
Currency translation adj.	-	22	61	75	153	662	372	721	586	1,480
Amortization	-	-	-2,725	-4,718	-63	-633	-586	-619	-3,374	-5,970
Disposals	-	-	315	31	5,356	-	1,446	-	7,117	31
Reclassifications	-	-58	-	57	-	-	-	-	-	-1
At 31.12.	-3,126	-3,126	-40,722	-38,373	-13,097	-18,543	-20,617	-21,849	-77,562	-81,891

Total intangible assets, net at 31.12.	16,368	17,138	6,681	7,753	280	220	415	2,008	23,744	27,119

-77,431

1,480

-5,970

-1

-81,891

27,119

Goodwill impairment tests

e impairment tests are generally based on a three-year plan and are prepared on the basis of discounted future free cash ﬂows (before taxes) (value in use). e growth rate is deﬁned as a key assumption. No further growth was taken into account in extrapolating the data. e current medium-term planning assumes more expansion investments. Free cash ﬂows were discounted at a pretax discount rate of 10.1% in the year under review (2019: 11.5%), which reﬂects the market risk premium. e cash-generating unit (CGU) equals the Interroll Group. ere is only one operating segment that corresponds to the reporting segment. All decisions are made at the Interroll Group level.

Sensitivity analysis of the goodwill impairment tests

e sensitivity analysis carried out in both the reporting period and the previous year showed that the present value of future cash ﬂows would still exceed the carrying amount even if the discount rate were to increase under normal circumstances. e growth rate was reviewed in regards to its sensitivity. is review led to the conclusion that the present value of future cash ﬂows exceeds the carrying amount even in the event of zero growth.

Soﬅware

Of the accumulated acquisition costs, CHF 41.9 million (2019: CHF 38.7 million) relate to the development and implementation of the Group's SAP soﬅware. In the year under review, the additions to this process management system amounted to CHF 3.2 million (2019: CHF 2.4 million). Amortization begins from the go-live date and ends aﬅer eight years.

Management did immediately write oﬀ soﬅware assets of CHF 0.5 million (2019: CHF 0.0 million) in the year under review. In 2020, process management for project-related execution of orders was enhanced and the manufacturing execution system was introduced (MES; digital support of production and monitoring). In the previous year, the regional competence center in Atlanta in particular was connected using SAP and enterprise content management (electronic document management) was introduced.

Patents and licences

Patents and licences are normally amortized on a straight-line basis over six years unless the life cycle is shorter. In the year under review and in the previous year, no essential patents or licences were bought. A review was performed for indications of impairment in patents and licenses. Like in the previous year, there are no signs that would indicate an impairment of this value.

Customer relationships

Customer relationships are amortized on a straight-line basis over ten years unless the life cycle is shorter. Remaining customer relation-ships in the USA were fully depreciated ahead of time. At the end of 2020, there was a residual amortization period of two years remain-ing on the majority of the customer relationships.

6.4 Assets pledged or assigned

ere were no pledged assets neither in the year under review nor in the previous year.

6.5 Inventories

Detailed overview on the positions belonging to the inventory

in CHF thousands

31.12.202031.12.2019

Raw materials	53,740	55,155
Work in progress	14,067	15,146
Finished products	3,224	5,935
Valuation allowance	-8,445	-8,648
Total inventory, net	62,586	67,588

55,155 15,146 5,935 -8,648 67,588

No inventory was pledged in neither year under review.

Development of valuation allowance on inventory

in CHF thousands

2020

Balance as per 1.1.	-8,648	-4,711
Currency translation adjustment	218	117
Additions	-962	-4,216
Reductions	947	162
Total valuation allowance on inventory as per 31.12.	-8,445	-8,648

2019 -4,711 117 -4,216 162 -8,648

e increase in valuation allowances relates to slow-moving or nonexistent items within the inventory. e reduction of the valuation allowance on inventory is related to the sale or scrapping of items, and to a reassessment of the valuation allowance aﬀecting the consol-idated income statement of the Group.

6.6 Trade and other receivables

Detailed overview of trade and other accounts receivable

Trade accounts receivable arise from deliveries and services relating to the Group's operating activities. VAT, withholding tax and other current receivables are included in other accounts receivable. e other accounts receivable are analyzed for valuation adjustment like trade receivables. ere was no valuation adjustment necessary on other accounts receivable in neither year under review.

in CHF thousands

31.12.202031.12.2019

Trade accounts receivable from goods and services	101,495	94,954
Valuation allowance	-11,228	-6,383
Total trade accounts receivable, net	90,267	88,571

Prepaid expenses and accrued income	4,139	3,937
Prepayments for inventories	4,603	4,441
Other accounts receivable	8,841	12,301
Forward exchange dealing	92	-97
Total other accounts receivable	17,675	20,582

Total trade and other accounts receivable, net	107,942	109,153

94,954 -6,383 88,571

3,937 4,441 12,301 -97 20,582 109,153

Aging and valuation allowances of trade accounts receivable

Trade accounts receivable are due and speciﬁc/general valuation allowances have been raised as follows:

in CHF thousands

31.12.2020

31.12.2019

Gross

Valuation allowance

Net

Gross

Valuation allowance

Net

individualcollective

Not past due

69,330

62,878

-17

62,861

Past due 1-30 days

9,587

12,877

Past due 31-60 days

10,867

-2,471

8,396

5,996

Past due 61-90 days

2,909

1,524

Past due > 90 days

8,802

-8,314

-443

11,679

-5,921

-445

5,313

Total trade accounts receivable

101,495

-10,785

-443

90,267

94,954

-5,938

-445

88,571

62,861 12,877 5,996 1,524 5,313 88,571

Development of the individual and collective valuation allowances of trade accounts receivable

e valuation allowances on trade accounts receivable from third parties developed as follows:

in CHF thousands	2020	2019
Valuation allowance	Valuation allowance
-

Total

individual

collective

Total

individual

collective

At 1.1.

-6,383

-5,938

-445

-6,906

-6,444

-462

Currency translation adjustment

3,903

3,901

-389

-406

Additions

-9,915

-1,103

Alllowance used

260

253

Allowance reversed

907

1,762

At 31.12.

-11,228

-10,785

-443

-6,383

-5,938

-445

During the year under review, CHF 0.3 million (previous year: CHF 0.3 million) of irrecoverable trade receivables were written oﬀ. Furthermore, trade receivables of one substantial project were value adjusted. Sales are broadly diversiﬁed across geographical and industrial markets.

Currencies in trade accounts receivable

Trade accounts receivable reported in CHF are held in the following currencies:

in CHF thousands

31.12.2020

in %

31.12.2019

in %

EUR

39,547

39.0

41,594

43.8

USD

30,980

30.5

22,743

24.0

CNY

11,446

11.3

7,964

8.4

THB

3,117

3.1

1,480

1.6

DKK

2,205

2.2

2,146

2.3

all other currencies

14,200

13.9

19,027

19.9

Total trade accounts receivable, gross

101,495

100.0

94,954

100.0

43.8

24.0

8.4

1.6

2.3

19.9 100.0

Regional breakdown of trade accounts receivable

Trade accounts receivable can be broken down into the following geographical areas:

in CHF thousands

31.12.2020

in %

31.12.2019

in %

Europe, Middle East, Africa

46,073

45.4

48,861

51.5

Americas

34,407

33.9

24,906

26.2

Asia-Pacific

21,015

20.7

21,187

22.3

Total trade accounts receivable, gross

101,495

100.0

94,954

100.0

51.5 26.2 22.3 100.0

On average, trade accounts receivable are outstanding for 48 days (DSO). e respective values are 45 for Europe, 58 for the Americas and 39 for Asia. In the previous year, the DSO was 45 for the Group, 46 for Europe, 53 for the Americas and 40 for Asia.

6.7 Cash and cash equivalents

Items included in cash and cash equivalents

in CHF thousands

31.12.2020

31.12.19

Cash on hand, bank and postal accounts	77,551	68,201
Current deposits	20,761	15,578
Total cash and cash equivalents	98,312	83,779

Interest rates of cash and cash equivalents

68,201 15,578 83,779

Interest rates on cash and cash equivalents vary between 0% (CHF) and 13% (BRL). e respective rates for the previous year were 0% (CHF) and 13% (BRL).

Currencies held in cash and cash equivalents

in %

31.12.2020

31.12.19

EUR	14.0	30.0
CHF	5.0	10.0
CNY	29.0	24.0
USD	31.0	15.0
THB	1.0	2.0
KRW	8.0	8.0
BRL	1.0	-
ZAR	1.0	2.0
Other currencies	10.0	9.0
Total cash and cash equivalents	100.0	100.0

Transfer limitations on cash and cash equivalents

30.0

10.0

24.0

15.0

2.0

8.0 -

2.0

9.0 100.0

ere are restrictions on cash and cash equivalents in countrjes like South Africa and Brazil, but no general limitations. ese transfer restrictions do not have any impact on the operating activities.

6.8 Financial instruments

Reconciliation from balance sheet items to valuation categories as per IFRS 9

e table below shows an overview of ﬁnancial instruments held by valuation category according to IFRS 9:

in CHF thousands

31.12.202031.12.2019

Cash and cash equivalents	98,312	83,779
Trade and other accounts receivable without advances	103,339	104,712
Financial assets	751	772
Total financial assets at amortized cost	202,402	189,263

Foreign currency forward contracts*	92	-97
Total financial instruments at fair value	92	-97

Trade and other accounts payable	75,721	51,669
Financial liabilities (incl. bank overdrafts)	6,091	6,885
Total financial liabilities at carrying value	81,812	58,554

83,779 104,712 772 189,263

-97 -97

51,669 6,885 58,554

* See note 6.9

Carrying amounts of cash and cash equivalents, trade and other accounts receivable and payable as well as ﬁnancial assets correspond to fair value due to their short-term maturity. Customer receivables and other receivables do not include any advance payments for inventories as per IFRS 9, as such payments are not of a monetary nature, but rather a payment in kind. Financial assets are due predom-inantly within approximately two years and their net present values correspond very closely to their carrying amounts.

Interroll only has ﬁnancial assets in the form of foreign currency forward contracts that are allocated to level 2 in the fair value hierarchy. Level 2 consists of inputs that are observable for assets and liabilities, either directly (as prices) or indirectly (derived from prices).

6.9 Financial risks

Currency risk exposure

Due to its international focus, the Interroll Group is exposed to foreign currency risks. Risk exposure results from transactions in currencies deviating from the entity's functional currency.

e following table shows the major currency risks at the respective balance sheet date:

in CHF thousands

31.12.2020

31.12.2019

EURCHFUSDSGDCNYEURCHFUSDSGDCNY

Financial assets

5,142

Trade and other accounts receivable

5,843

354

8,349

1,050

5,713

3,538

4,617

1,517

Cash and cash equivalents incl. intercompany loans

8,027

50,625

1,584

4,848

14,893

3,892

648

352

Trade and other accounts payable

8,493

12,016

3,644

3,051

9,395

11,338

1,358

5,602

Current liabilities

1,733

3,597

873

260

Currency risks on the balance sheet (gross)

24,099

63,070

13,605

4,130

23,556

30,717

10,127

5,819

7,471

Elimination of same currency

-14,464

-16,868

-6,922

-55

-12,428

-18,212

-2,738

-518

Currency risks on the balance sheet (net)

9,635

46,202

6,683

4,075

11,128

12,505

7,389

5,819

6,953

Natural hedges

-192

-415

-85

-579

-169

-6

FX forward contracts

-3,224

-21,341

-3,435

-1,445

-3,948

-2,241

-4,900

-2,933

-596

Net currency risk exposure

6,219

24,446

3,248

2,545

6,601

10,095

2,489

2,886

6,351

- 1,517 352 5,602 -

7,471

-518

6,953

-6 -596 6,351

e currency risk on the balance sheet (gross) is equal to the sum of all items in the balance sheet that are held in a currency other than the functional currency of the Group company. Such positions contain both Group-internal and external amounts. In a ﬁrst step, these risks are added together and disclosed as a gross currency risk, as exchange rate risks can arise on both the debit and credit side of the balance sheet. "Elimination of same currency" results from oﬀsetting short positions and long positions of currency risks that exist in the same foreign currency, and which are presented in the same group entity. Natural hedges result from netting out currency risks among all Group entities. e amount disclosed under "FX forward contracts" (foreign currency forward contracts) corresponds to the amount actually hedged and translated into CHF. Changes in the valuation of fair value hedges are recognized in the ﬁnancial result (see note 7.5). e table only contains the material foreign currency risks. All others are regarded as immaterial in both years.

Net investments in foreign subsidiaries are noncurrent investments. Such investments are exposed to currency ﬂuctuations, because they are held in a currency other than the Group's functional currency. From a macroeconomic and long-term perspective, the currency exchange eﬀects should be neutralized by the inﬂation rate at the subsidiaries' domiciles. For this reason, and also due to the costs incurred in connection with the respective derivative instruments, the Group does not hedge such risks.

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Interroll Holding AG published this content on 15 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 March 2021 09:35:08 UTC.

Real-time Estimate Cboe Europe Other stock markets 07:54:38 15/05/2024 pm IST			5-day change	1st Jan Change
2,985 ^CHF	+1.53%		+4.55%	+11.80%

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	1st Jan change	Capi.
INTERROLL HOLDING AG	+11.80%	2.67B
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SHANGHAI MECHANICAL & ELECTRICAL INDUSTRY CO.,LTD.	+19.29%	1.79B
GUANGZHOU GUANGRI STOCK CO.,LTD.	+79.32%	1.57B
ATLANTIS GLORY INC.	-99.92%	1.24B

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