549300OZ3GTYOIZ250112022-01-012022-12-31549300OZ3GTYOIZ250112022-12-31iso4217:CHF549300OZ3GTYOIZ250112021-12-31549300OZ3GTYOIZ250112021-01-012021-12-31549300OZ3GTYOIZ250112020-12-31ifrs-full:IssuedCapitalMember549300OZ3GTYOIZ250112020-12-31ifrs-full:RetainedEarningsMember549300OZ3GTYOIZ250112020-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OZ3GTYOIZ250112020-12-31ifrs-full:OtherReservesMember549300OZ3GTYOIZ250112020-12-31549300OZ3GTYOIZ250112021-01-012021-12-31ifrs-full:RetainedEarningsMember549300OZ3GTYOIZ250112021-01-012021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OZ3GTYOIZ250112021-12-31ifrs-full:IssuedCapitalMember549300OZ3GTYOIZ250112021-12-31ifrs-full:RetainedEarningsMember549300OZ3GTYOIZ250112021-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OZ3GTYOIZ250112021-12-31ifrs-full:OtherReservesMember549300OZ3GTYOIZ250112022-01-012022-12-31ifrs-full:RetainedEarningsMember549300OZ3GTYOIZ250112022-01-012022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OZ3GTYOIZ250112022-12-31ifrs-full:IssuedCapitalMember549300OZ3GTYOIZ250112022-12-31ifrs-full:RetainedEarningsMember549300OZ3GTYOIZ250112022-12-31ifrs-full:ReserveOfExchangeDifferencesOnTranslationMember549300OZ3GTYOIZ250112022-12-31ifrs-full:OtherReservesMember
SOFISA SA,
Fribourg
Consolidated Financial Statements for the
year ended December 31, 2022
and Report of the Statutory Auditor
Deloitte SA
Rue Saint
-Martin 7
1003 Lausanne
Switzerland
Tel: +41 (0)58 279 92 00
Fax: +41
(0)58 279 93 00
www.deloitte.c
h
Report of the Statutory Auditor
To the General Meeting of
SOFISA SA, Fribourg
Report on the Audit of the Consolidated Financial Statements
Opinion
We have audited the consolidated financial statements of SOFISA SA (the Company) and its
subsidiaries (the Group), which comprise the consolidated statement of financial position as at 31
December 2022, the consolidated statement of comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and
notes to the consolidated financial statements, including a summary of significant accounting
policies.
In our opinion, the accompanying consolidated financial statements give a true and fair view of the
consolidated financial position of the Group as at 31 December 2022 and of its consolidated financial
performance and its consolidated cash flows for the year then ended in accordance with
International Financial Reporting Standards (IFRS) and comply with Swiss law.
Basis for Opinion
We conducted our audit in accordance with Swiss law, International Standards on Auditing (ISA) and
Swiss Standards on Auditing (SA-CH). Our responsibilities under those provisions and standards are
further described in the “Auditor's Responsibilities for the Audit of the Consolidated Financial
Statements” section of our report. We are independent of the Group in accordance with the
provisions of Swiss law, together with the requirements of the Swiss audit profession, as well as
those of the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards) (IESBA Code), and we
have fulfilled our other ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Key Audit Matters
Key audit matters are those matters that, in our professional judgment, were of most significance in
our audit of the consolidated financial statements of the current period. These matters were
addressed in the context of our audit of the consolidated financial statements as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
Deloitte SA
Report of the statutory auditor
for the year ended
December 31, 2022
Key audit matter
How the scope of our audit responded to the key
audit matter
Revenue from land sales, sales of single-family
detached homes and individual residential units
We performed a process walkthrough to gain an
in multifamily buildings
understanding of the controls in place related to
T
he group has various streams of revenue
the real estate revenue recognition process.
including revenue from sales of single-family
We obtained the listing of residential property
detached homes and individual residential units in
sales recorded for the financial year 2022. We
multi-f
amily buildings accounted for as a sale of
selected a sample of sales transactions for detail
goods under IFRS 15 (Revenue from Contracts
testing and used amounts. Furthermore, we
with Customers). There is a risk that these
tested to build an expectation for the remainder
revenues recorded do not meet all the revenue
of the population and assessed it against the
recognition criteria under IFRS 15 due to the
actual revenue recorded. The detailed testing
terms and conditions of the sale contract that
consisted of the following steps:
require management judgement to assess
whether all the criteria have been fulfilled. These
- We agreed details of the sale to the sale
revenue streams amount to CHF 7.95 million for
contract and reviewed the agreement for terms
the year ended December 31, 2022
and conditions that could affect the group's
(corresponding to CHF 13.41 million for the year
ability to recognise revenue.
ended December 31, 2021) for revenue from
- We agreed the revenue amount and the date
single-f
amily detached homes build on
that when the revenue was recorded to the
speculation and individual residential units in
closing statement prepared by the lawyer
multi-family buildings.
indicating the release of the sales proceeds to the
T
he revenue recognition methods according to
group and the transfer of the title to the buyer.
IFRS 15 require management judgments and are
- We agreed proceeds (deposit and final payment)
therefore assessed as a key audit matter. Refer to
to the evidence of receipt.
the accounting policy in note 4 and additionally
- Late cut-off was also tested through a review of
the revenue details in note 23.
the sales recorded subsequent to year end.
- We assessed the adequacy and completeness of
the revenue related disclosures according to IFRS
15.
Based on the procedures performed above, we
obtained sufficient audit evidence to address the
risk of incorrect application of IFRS 15.
Other Information
The Board of Directors is responsible for the other information. The other information comprises the
information included in the annual report, but does not include the consolidated financial statements
and our auditor’s reports thereon.
Our opinion on the consolidated financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
Deloitte SA
Report of the statutory auditor
for the year ended
December 31, 2022
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit or otherwise
appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Board of Directors’ Responsibilities for the Consolidated Financial Statements
The Board of Directors is responsible for the preparation of the consolidated financial statements,
which give a true and fair view in accordance with IFRS and the provisions of Swiss law, and for such
internal control as the Board of Directors determines is necessary to enable the preparation of
consolidated financial statements that are free from material misstatement, whether due to fraud or
error.
In preparing the consolidated financial statements, the Board of Directors is responsible for assessing
the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern, and using the going concern basis of accounting unless the Board of Directors either intends
to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Auditor's Responsibilities for the Audit of the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with Swiss law, ISA and SA-CH will
always detect a material misstatement when it exists. Misstatements can arise from fraud or error
and are considered material if, individually or in the aggregate, they could reasonably be expected to
influence the economic decisions of users taken on the basis of these consolidated financial
statements.
A further description of our responsibilities for the audit of the consolidated financial statements is
located on EXPERTsuisse’s website at: https://www.expertsuisse.ch/en/audit-report. This description
forms an integral part of our report.
Report on Other Legal and Regulatory Requirements
In accordance with Art. 728a para. 1 item 3 CO and PS-CH 890, we confirm that an internal control
system exists, which has been designed for the preparation of the consolidated financial statements
according to the instructions of the Board of Directors.
We confirm the compliance of the consolidated financial statements of the Group as at December
31, 2022 with the relevant requirements set out in the ESEF Regulation that are applicable to
financial statements.
For the Group it relates to:
- Consolidated financial statements prepared in a valid xHTML format;
- The XBRL markup of the consolidated financial statements using the core taxonomy and the
common rules on markups specified in the ESEF Regulation.
Deloitte SA
Report of the statutory auditor
for the year ended
December 31, 2022
In our opinion, the consolidated financial statements of the Group as at December 31, 2022,
identified as sofisa-20
22
-12-31-e
n.zip, have been prepared, in all material respects, in compliance
with the requirements laid down in the ESEF Regulation.
We recommend that the consolidated financial statements submitted to you be approved.
D
eloitte SA
A
nnik Jaton Hüni Julien Christophe Bosi
Licensed Audit Expert Licensed Audit Expert
Auditor in Charge
Lausanne, April 18, 2023
AJH/JBO/rex
Enclosures
- Consolidated financial statements (consolidated statement of financial position, consolidated statement of
comprehensive income, consolidated statement of changes in equity, consolidated statement of cash flows and
notes)
SOFISA SA
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
in CHF
Notes
31/12/2022
31/12/2021
ASSETS
Current assets
Cash and cash equivalents
7
8,713,463
90,625,884
Restricted cash
8
201,010
1,603,626
Securities
9/28
364,946,336
438,716,764
Trade and other receivables
10
10,565,200
1,236, 019
Current tax assets
11
4,430,452
1,093, 206
Retirement benefit asset
12
200,909
0
Inventories
13
143,890,363
117,267,497
Other current assets
14
1,813,599
879,917
Total current assets
534,7 61,332
6 51,422 ,913
Non-current assets
Property, plant and equipment, net
15
603,820
233,849
Investment in other companies
16
8,968,780
7,119, 936
Other non-current assets
14
798,779
965,044
Deferred tax assets
11
3,975,540
4,226, 719
Total non-current assets
14,34 6,919
12 ,545,54 8
Total assets
549,1 08,251
6 63,968 ,461
- 1 -
SOFISA SA
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
in CHF
Notes
31/12/2022
31/12/2021
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities
Trade and other payables
5,719,532
5,810,966
Current tax liabilities
11
4, 281,387
9,263,712
Short term part of interest-bearing liabilities
18
54, 178,472
47,792,602
Other current liabilities
17
22, 734,625
21,577,274
Total current liabilities
86,91 4,016
84,44 4,554
Non-current liabilities
Retirement benefit obligation
12
0
446,243
Deferred tax liabilities
11
15,572, 290
26,137,583
Preferential shares
19
2,260,800
2,244,000
Long term part of interest-bearing liabilities
18
9,339,960
23,286,880
Other non-current liabilities
17
783,590
946,981
Total non-current liabilities
27,95 6,640
53,06 1,687
Total liabilities
114,8 70,656
137,5 06,241
Shareholders' equity
Share capital
19
3,960,000
3,960,000
Reserves
20
171,560, 000
171,560,000
Retained earnings
21
287,865, 361
380,162,617
Cumulative translation differences
22
(29, 147,766)
(29,220,397)
Total shareholders' equity
434,2 37,595
526,4 62,220
Total liabilities and shareholders' equity
549,1 08,251
663,9 68,461
- 2 -
SOFISA SA
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
for the year ended
in CHF
Notes
31/12/2022
31/12/2021
Continuing operations
Sales revenue
23
12,757,930
108,689,066
Investment income
24
0
78,809,949
Other income
109,589
930,835
Total operating income
12,86 7,519
18 8,429,8 50
Cost of sales
(9, 143,351)
(38,252,248)
Other operating costs
(9,437,622)
(7,773, 821)
Investment loss
24
(74,620,343)
0
Total operating costs
(93,201 ,316)
(46 ,026,06 9)
EBIT
(Earnings / (Loss) before interest and tax)
(80,333 ,797)
142,4 03,781
Other financial income
24
366, 769
6,060
Financial expenses
25
(7, 315,521)
(12,084,503)
EBT
(Earnings / (Loss) before tax)
(87,282 ,549)
130,3 25,338
Tax credit / (expense)
11
(1, 063,347)
(9,921,367)
Deferred tax credit / (expense)
11
10,696,667
(11,884, 297)
NET (LOSS) / PROFIT FOR THE YEAR
(77,649 ,229)
108,5 19,674
Other comprehensive income / (loss)
Items that may be subsequently reclassified to profit or loss
Foreign currency translation
22
72,631
13,252, 248
Items that may not be subsequently reclassified to profit or loss
Remeasurement losses/(gains) of post employ-
ment benefit obligations
12
686, 178
774,893
Deferred tax (expense) / credit
11
(185,268)
(209,221)
Exchange translation differences of foreign
operations
697
(2,932)
TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE YEAR
(77 ,074,99 1)
122,334,6 62
- 3 -
SOFISA SA
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Cumulative
Share
Retained
translation
Reserves
Total
in thousands of CHF
Capital
earnings
differences
Equity
Balance at 1 January 2021
3,960
277,880
(42, 473)
171,560
410,927
Net profit
-
108,520
-
-
108,520
Other comprehensive income / (loss)
-
563
13,252
-
13,815
Total comprehensive income / (loss)
for the year
-
109,0 83
13,25 2
-
122,3 35
Dividends
-
(6, 800)
-
-
(6, 800)
-
Balance at 31 December 2021
3,960
380,16 3
(29,221)
171,5 60
526,4 62
Balance at 1 January 2022
3,960
380,163
(29, 221)
171,560
526,462
Net loss
-
(77, 649)
-
-
(77, 649)
Other comprehensive income / (loss)
-
501
73
-
574
Total comprehensive income / (loss)
for the year
-
(77,148)
73
-
(77,075)
Dividends
-
(15,150)
-
-
(15, 150)
-
-
-
-
-
Balance at 31 December 2022
3,960
287,86 5
(29,148)
171,5 60
434,2 37
- 4 -
SOFISA SA
CONSOLIDATED STATEMENT OF CASH FLOWS
for the year ended
n thousands of CHF
Notes
31/12/2022
31/12/2021
Net profit
(77, 649)
108,520
Depreciation and amortization
73
101
Tax (credit) / expense recognised in profit or loss
11
(9, 633)
21,806
Unrealised (gain) / loss on securities
24
80,988
(71, 354)
Other financial income
24
(367)
(6)
Interest expense recognised in profit or loss
2,002
1,669
Net (increase) / decrease in operating assets
Securities
9/28
(7, 217)
(11, 183)
Trade and other receivables
10
(7,927)
383
Inventories
13
(32, 866)
3,476
Other financial assets
0
3,136
Other assets
14
(968)
(14)
Net increase / (decrease) in operating liabilities
Trade and other payables
(91)
4, 700
Accrued expenses and deferred income
17
1, 157
6,833
Other liabilities
22
(446)
(673)
Income taxes received / (paid)
11
(9,000)
(3,007)
Net cash flow generated by / (used in) operating activities
(61,946)
64, 385
Cash flow generated by (used in)
investing activities
(Purchase) of property, plant and equipment, net
15
(443)
(245)
(Investments in) / proceeds from other companies
16
(1,849)
3,285
Interest received
24
367
6
Net cash flow generated by / (used in) investing activities
(1, 926)
3,045
- 5 -
SOFISA SA
CONSOLIDATED STATEMENT OF CASH FLOWS (continued)
for the year ended
in thousands of CHF
31/12/2022
31/12/2021
Cash flow generated by (used in) financing activities
(Repayment) of short term borrowings
18
(13, 863)
(632)
(Repayment) of long term borrowings
18
(163)
(2,742)
Proceeds from long term borrowings
18
9, 340
5,467
Interest paid on preference shares
(78)
(72)
Borrowing costs
25
(1,907)
(1, 594)
Dividends paid
(15, 150)
(6, 800)
Net cash flow (used in)/generated by financing activities
(21, 822)
(6, 373)
Effects of exchange rate differences
3,781
10,907
Net (decrease)/increase in cash and cash equivalents
(81, 913)
71,964
Cash and cash equivalents at beginning of the year
90,626
18,661
Cash and cash equivalents at the end of the year
8,713
90,626
- 6 -
SOFISA SA
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
1) SOFISA’S BUSINESS ACTIVITIES
Sofisa SA is a holding company incorporated in 1930 and organised under Swiss law. The
company owns interests in several wholly-owned or majority owned subsidiaries, established
in various countries. The Company, together with its subsidiaries, forms the Sofisa Group. The
Sofisa Group conducts activities in residential real estate development in Canada and USA
and further holds a diversified investment portfolio to provide finance for the Group.
Sofisa SA is a public limited company with its head office in Grand-Places 14, Fribourg,
Switzerland, where it is also registered. The share capital of the company is fixed at the sum
of six million one hundred sixty-five thousand Swiss francs (CHF 6,165,000); it is divided into
three thousand nine hundred sixty (3,960) ordinary shares, numbered 1 to 3,960, of CHF 1,000
each and three thousand (3,000) preference shares, numbered 3,961 to 6,960, of CHF 735
each. The shares numbered 2,395 to 2,904 have a preferred dividend right. The shares
numbered 3,961 to 6,960 have a preferred dividend right and privileged voting rights. The
shares numbered 3,961 to 6,960 in Sofisa SA are traded on the Luxembourg Stock Exchange
under securities no 013902662 (ISIN CH0013225898).
2) PRINCIPLES OF CONSOLIDATION AND FINANCIAL REPORTING
GENERAL PRINCIPLES: The consolidated financial statements for the Sofisa Group are based
on the financial statements of the individual companies within the Group as per
December 31, which have all been prepared in a consistent manner.
The consolidated financial statements are prepared in accordance with International
Financial Reporting Standards (IFRS) as issued by the International Accounting Standards
Board (IASB) and are also prepared in accordance with IFRS adopted by the European Union.
The consolidated financial statements have been prepared on the basis of original values at
acquisition, non-monetary assets being valued, in principle, at acquisition or cost or at market
values, if lower. Securities and certain financial assets are measured at fair value. Certain
portfolio holdings consist of shares in funds principally invested in instruments ranging from
equities to currencies and commodities, all traded on a securities exchange.
Details concerning valuation are given in the accounting policies indicated below.
3) ADOPTION OF NEW AND REVISED INTERNATIONAL FINANCIAL REPORTING STANDARDS (IFRSs)
The accounting policies are the same as those applied in the 2021 consolidated financial
statements, except for the Group’s adoption of new IFRSs effective January 1, 2022.
In the current financial year several new standards and amendments were adopted effective
January 1, 2022 but had no material impact on the Group consolidated financial statements.
Otherwise, the same accounting policies, presentation and methods of computation are
followed in these consolidated financial statements as were applied in the preparation of the
consolidated financial statements for the year ended December 31, 2021.
- 7 -
SOFISA SA
At the date of authorisation of these consolidated financial statements, the following
Standards and Interpretations were issued and effective in 2022:
Amendments to IFRS 3 Reference to Conceptual Framework
Amendments to IAS 16 Property, Plant and Equipment – Proceeds before
intended use
Amendments to IAS 37 Onerous Contracts – Cost of Fulfilling a Contract
Annual improvement to IFRS Amendment to IFRS 1 First time adoption of International
Standards 2018 2020 Financial Reporting Standards, IFRS 9 Financial Instru-
ments, IFRS 16 Leases and IAS 41 Agriculture
At the date of authorisation of these consolidated financial statements, the following
Standards and Interpretations which have not been applied in these financial statements
were issued but not yet effective:
Amendments to IAS 1 Classification of Liabilities as Current or Non-current
Amendments to IAS 1 Disclosure of Accounting Policies
IFRS 17 Initial application of IFRS 17 and IFRS 9 – comparative
information
Amendments to IAS 8 Definition of Accounting Estimates
Amendments to IAS 12 Deferred Tax related to Assets and Liabilities arising from
a single transaction
Amendments to IAS 1 Non-current Liabilities with Covenants
Amendments to IFRS 16 Lease liability in a Sale and Leaseback
The directors do not expect that the adoption of the standards listed above will have a
material impact on the consolidated financial statements of the Group in future periods.
However these amended standards could lead to a few additional disclosures.
4) SIGNIFICANT ACCOUNTING POLICIES
SCOPE OF THE CONSOLIDATED STATEMENTS: The consolidated financial statements for Sofisa
Group cover Sofisa SA and all the entities controlled by the Company. Subsidiaries are those
companies controlled directly or indirectly by the parent through a majority of votes or by
other means. Control is achieved when the parent has the power over the investee; is
exposed, or has right, to variable return from its involvement with the investee; and has the
ability to use its power to affect its return.
METHOD OF CONSOLIDATION: The consolidated financial statements represent the
aggregation of the annual accounts of the individual Group companies, which are prepared
using uniform accounting principles.
The financial statements of the parent and its subsidiaries are prepared as of the same end
of the reporting period. Assets and liabilities, and income and expenses of a subsidiary are
included in the consolidated financial statements from the date that control is acquired until
the date on which the parent ceased to control the subsidiary. All intra-group transactions,
balances, income and expenses are eliminated on consolidation.
INVESTMENTS IN OTHER COMPANIES: Investment in company not accounted for as subsidiary,
associates or jointly controlled entities (normally below 20% shareholding levels) are stated at
cost less any provision for impairment. The fair value of these investments cannot be reliably
measured.
- 8 -
SOFISA SA
GOING CONCERN: The Board of directors has, at the time of approving the financial
statements, a reasonable expectation that the Group has adequate resources to continue
in operational existence for the foreseeable future. Thus they continue to adopt the going
concern basis of accounting in preparing the financial statements.
SIGNIFICANT ACCOUNTING ESTIMATES AND MANAGEMENT JUDGMENTS: In preparing the
consolidated financial statements, management is required to make estimates and
assumptions that affect reported income, expenses, assets, liabilities and disclosure of
contingent assets and liabilities. The estimates and associated assumptions are based on
historical experience and other factors that are considered to be relevant. Actual results may
differ from those estimates.
Significant estimates used in the preparation of these consolidated financial statements and
judgements made by management in the application of IFRSs that have significant effect on
the financial statements are discussed below.
Revenues from sales of completed single-family detached home on a specific parcel or
completed residential units in multi-family buildings: Revenues from such transactions are
recognised at a point in time. This revenue recognition method requires management
judgments to determine when the revenue recognition criteria are fulfilled in accordance
with the requirements of IFRS 15, Revenue from Contracts with Customers.
FUNCTIONAL CURRENCY AND CONVERSION OF FOREIGN CURRENCIES: The Group’s
consolidated financial statements are prepared in Swiss francs (CHF) and, if not otherwise
indicated, are rounded up or down to the nearest CHF 1,000.
For certain companies within the Group, transactions that are carried out in a foreign
currency are converted using a fixed exchange rate. At closure, monetary assets and
liabilities in foreign currencies are converted into the functional currency of the company
using year-end rates. The resulting exchange differences are recorded in profit or loss. Non-
monetary items that are measured in terms of historical cost in a foreign currency are not
retranslated.
In the Group’s consolidated financial statements, the assets and liabilities from the statements
of financial positions of foreign subsidiaries prepared in a foreign currency have been
translated into Swiss franc using year-end rates. The statements of profits or losses and other
comprehensive income and cash flows have been translated using the average exchange
rates for the year.
Exchange differences arising on the net assets of foreign subsidiaries as a result of changes in
exchange rates compared to the previous year and translation differences arising from the
calculation of the Group’s results using average annual exchange rates and year-end rates
are recognised directly in other comprehensive income and reported separately as
cumulative translation differences. Cumulative translation differences will be recognised in
the profit or loss when a subsidiary is sold or liquidated.
- 9 -
SOFISA SA
The principal exchange rates against the Swiss franc in relation to the consolidated financial
statements are as follows:
Statement of Statement of profit or loss and
Financial position* other comprehensive income **
Exchange rates
2022
2021
2022
2021
1 USD
0.9252
0.9111
0.9550
0.9143
1 EUR
0.9875
1.0362
1.0048
1.0810
1 CAD
0.6829
0.7213
0.7338
0.7293
1 GBP
1.1129
1.2341
1.1791
1.2575
1 AUD
0.6275
0.6624
0.6627
0.6865
1 NZD
0.5852
0.6238
0.6062
0.6465
100 JPY
0.7012
0.7912
0.7295
0.8326
100 SEK
8.8797
10.0636
9.4593
10.6553
100 HKD
11.8543
11.6868
12.1951
11.7624
100 NOK
9.3922
10.3324
9.9530
10.6367
100 SGD
68.9849
67.5852
69.2342
68.0303
100 DKK
13.2785
13.9312
13.5064
14.5356
100 ILS
26.2215
29.2747
28.4075
28.3004
* Year-end rates ** Average rates for the year
FINANCIAL ASSETS AND LIABILITIES: The financial assets and liabilities are classified into the
following specified categories:
Financial assets are classified as fair value through profit or loss if they are acquired with a
view to realising a profit from short-term fluctuations in the price and measured at fair value.
The resulting realised and unrealised changes in value are recognised in profit or loss and are
included in the financial result for the relevant reporting period. Included in this category of
financial assets are the securities which include marketable, easily realisable securities and
time deposits with an original maturity of 3 to 12 months.
Loans and receivables are non-derivative financial assets with fixed or determinable
payments that are not quoted in an active market. They reach the objective of collecting
contractual cash flows over their life. This type of financial instrument, including in particular
trade receivables, loans and other receivables, is measured in the statement of financial
position at amortised cost using the effective interest rate method less any impairment.
Interest income is recognised by applying the effective interest rate method, except for short-
term receivables when the recognition of interest would be immaterial.
Trade receivables are carried at amortised cost less allowances for loss. They generally do not
contain a significant financing component. The allowance loss measurement is then
determined by applying a simplified approach equalling the lifetime expected credit losses.
Under this approach the tracking of changes in credit risk is not required but instead the base
lifetime expected credit loss at all times is applied. An allowance for loss is made for
potentially impaired receivables during the year in which they are identified based on a
periodic review of all outstanding amounts. Profit and loss impacts are immaterial. Trade
receivables are deemed as impaired when there is an indication of significant financial
difficulties of the debtor (delinquency in or default on payments occurs, probability of
bankruptcy or need for financial reorganisation).
Financial liabilities are classified as interest-bearing liabilities.
Other financial liabilities, including borrowings and long term debts, are initially measured at
fair value, net of transaction costs. Other financial liabilities are subsequently measured at
amortised cost using the effective interest rate method, with interest expense recognised on
an effective yield basis. The effective interest rate method is a method of calculating the
- 10 -
SOFISA SA
amortised cost of a financial liability and allocating interest expense over the relevant period.
The effective interest rate is the rate that exactly discounts estimated future cash payments
through the expected life of the financial liability, or, where appropriate, a shorter period.
CASH AND CASH EQUIVALENTS: In addition to cash on hand and cash at bank, cash and cash
equivalents may also include fixed-term deposits with an original maturity of up to three
months.
RESTRICTED CASH: Cash is considered to be restricted when it is subject to contingent rights of
a third party.
SECURITIES: On the statement of financial position, securities under current assets comprise
marketable, easily realisable securities and time deposits with an original maturity of 3 to 12
months.
IFRS 9, Financial instruments, requires that the classification of an investment portfolio as either
“fair value through profit or loss (FVTPL)” or as “fair value through other comprehensive
income (FVTOCI)” depends on the entity’s intention and past practice.
IFRS 9 provides guidance on how to determine whether a business model is to manage assets
to collect contractual cash flows or to both collect contractual cash flows and to sell financial
assets. Other business models are all the ones that do not meet one of those two qualifying
criteria. If the portfolio manager actively buys and sells financial instruments to generate short-
term profits, the financial instruments in the portfolio are considered, by default, as held as
FVTPL.
The Group holds a marketable securities portfolio which is measured at FVTPL. Changes in the
fair value of these financial instruments are recorded in the statement of profit or loss in the
captions “investment income” or “Investment loss” as appropriate.
The valuation of these marketable securities and related investment income / (loss) is based
on fair value derived from quoted price in active markets. Changes in fair value can have a
material impact on the financial statements of the Group.
Securities represent investments in equity markets mainly invested in instruments ranging from
equities to currencies and commodities all traded on a securities exchange. For those
financial instruments traded in the active markets, the determination of the fair values is
based on quoted market prices or dealer price quotations. The value measurement does not
result from a valuation made by the management of the company.
INVENTORIES: Inventories consist of land and residential property under development and
held for sale. Borrowing costs directly attributable to the acquisition, construction or of
qualifying assets, which are assets that necessarily take a substantial period of time to get
ready for their intended use or sale are recognised as part of the cost of the qualifying assets.
Inventory is recorded at the lower of cost and estimated net realisable value. Cost includes
the cost of land, carrying costs (principally property taxes) and development costs (including
construction). Net realisable value is the estimated selling price in the ordinary course of
business, less the estimated costs of completion and selling expenses.
PROPERTY, PLANT AND EQUIPMENT: Property, plant and equipment are carried at cost less
accumulated depreciation and impairment. Depreciation is provided on a straight-line basis
over the estimated useful lives of the assets as follows:
Furniture and fixtures 10 years
Computer equipment 3 years
Computer software 3 years
Leasehold improvements over term of lease
Portable buildings 3 years
- 11 -
SOFISA SA
The depreciation method, residual values and useful lives of all property, plant and
equipment are reviewed and adjusted, if appropriate, at least at each financial year end,
with the effect of any changes in estimate accounted for prospectively.
IMPAIRMENT OF TANGIBLE ASSETS: At each end of the reporting period, the Group reviews the
carrying amounts of its tangible assets to determine whether there is any indication that those
assets have suffered an impairment loss. If any such indication exists, the recoverable amount
of the asset is estimated in order to determine the extent of the impairment loss (if any). When
it is not possible to estimate the recoverable amount of an individual asset, the Group
estimates the recoverable amount of the cash-generating unit to which the asset belongs.
When a reasonable and consistent basis of allocation can be identified, corporate assets are
also allocated to individual cash-generating units, or otherwise they are allocated to the
smallest group of cash-generating units for which a reasonable and consistent allocation
basis can be identified.
Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money and
the risks specific to the asset for which the estimates of future cash flows have not been
adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than
its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to
its recoverable amount. An impairment loss is recognised immediately in profit or loss.
Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-
generating unit) is increased to the revised estimate of its recoverable amount, but so that
the increased carrying amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognised for the asset (or cash-generating unit)
in prior years. A reversal of an impairment loss is recognised immediately in profit or loss.
DIVIDENDS: Dividends received are recognised to profit in the fiscal year in which they were
approved by the Shareholder Meeting.
TAXATION: Tax expense represents the sum of the current tax and deferred tax.
Current tax: The tax currently payable is based on taxable profit for the year. Taxable profit
differs from profit as reported in the consolidated statement of profit or loss and other
comprehensive income because it excludes items of income or expense that are taxable or
deductible in other years and it further excludes items that are never taxable or deductible.
The Group’s liability for current tax is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting period.
Deferred tax: Deferred tax is recognised on temporary differences between the carrying
amounts of assets and liabilities in the consolidated financial statements, and the
corresponding tax base used in the computation of taxable profit, and is accounted for using
the full liability method. Deferred tax liabilities are generally recognised for all taxable
temporary differences, and deferred tax assets are generally recognised for all deductible
temporary differences to the extent that it is probable that taxable profits will be available
against which those deductible temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period
and reduced to the extent that it is no longer probable that sufficient taxable profits will be
available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply
in the period in which the liability is settled or the asset realised, based on tax rates (and tax
laws) that have been enacted or substantively enacted by the end of the reporting period.
- 12 -
SOFISA SA
The measurement of deferred tax liabilities and assets reflects the tax consequences that
would follow from the manner in which the Group expects, at the end of the reporting period,
to recover or settle the carrying amount of its assets and liabilities.
Current and deferred tax for the year: Current and deferred tax are recognised as an
expense or income in profit or loss, except when they relate to items credited or debited
directly to equity, in which case the tax is also recognised directly in equity.
BORROWING COSTS: Borrowing costs directly attributable to the acquisition, construction or
of qualifying assets, which are assets that necessarily take a substantial period of time to get
ready for their intended use or sale, are added to the cost of those assets, until such time as
the assets are substantially ready for their intended use or sale.
All other borrowing costs are recognised in profit or loss in the period in which they are
incurred.
RETIREMENT BENEFIT COSTS: Wages, salaries, social security contributions, annual leave and
paid sick leave, bonuses and non-monetary benefits are expensed in the year in which the
associated services are rendered by the Group’s employees.
Pension obligations: A defined benefit plan is a pension plan that defines an amount of
pension benefit that an employee will receive on retirement, principally dependent on an
employee’s years of service and remuneration at retirement. Plans are usually funded by
payments from the Group and employees. The liability recognised in the statement of
financial position is the aggregate of the present value of the defined benefits obligation less
the fair value of plan assets. Where a plan is unfunded, only a liability representing the present
value of the defined benefits obligation is recognised in the statement of financial position.
The present value of the defined benefits obligation is calculated by independent actuaries
using the projected unit credit method. This method reflects the discounted expected future
payment required to settle the obligation resulting from employee service in the current and
prior periods. The future cash outflows incorporate actuarial assumptions primarily regarding
the projected rates of remuneration growth, and long-term indexation rates. Discount rates,
used to determine the present value of the defined benefit obligation, are based on the
market yields of high-quality corporate bonds in the country concerned. Actuarial gains and
losses arising from experience adjustments and changes in actuarial assumptions are
charged or credited to equity in other comprehensive income in the period in which they
arise. Past-service costs are recognised immediately in the income statement. Net interest
expense is calculated by applying the discount rate at the beginning of the period to the net
defined benefit liability or asset. Pension assets and liabilities in different defined benefit
schemes are not offset unless the Group has a legally enforceable right to use the surplus in
one plan to settle obligations in the other plan.
SALES REVENUE
Revenue recognition
The Group accounts for a contract when the Group and the homebuyer have approved the
contract in accordance with customary business practices and are committed to their
obligations, the rights of the parties and payment terms are identified, and collection of the
consideration is probable.
Typically, the Group contracts with a homebuyer to provide a completed single-family
detached home on a specific land parcel or a completed residential unit in a multi-family
building for a fixed-price, the transaction price, as specified in the contract. This may involve
the Group integrating a number of tasks and components into a single project.
Consequently, the entire contract is accounted for as a single performance obligation.
- 13 -
SOFISA SA
For sales of single-family detached homes, individual residential units in multi-family buildings,
or in rare instances parcel(s) of land, the Group satisfies its performance obligation when the
homebuyer takes physical possession at the time the sale is closed. That is also the point in
time the Group has the right to payment beyond the initial purchase deposits received from
the homebuyer. Therefore, the Group recognises all revenue at the closing date. Funds
received in advance of the closing date in the form of purchase deposits are recorded as a
liability on the consolidated balance sheet and captioned as deferred revenue until the
closing date.
For the construction of custom built single-family detached homes on land not owned by the
Group and the completion of miscellaneous onsite and offsite development associated with
a large parcel of land sold in the current year, the Group satisfied the performance obligation
over time and receives payment during the course of the contract on specified dates or as
certain milestones are met. Therefore, the Group recognises revenue over time as the
performance obligation is satisfied. The revenue for the construction and remaining
development is recognised based on the extent of progress toward completion of the
performance obligation. The Group uses the cost-to-cost measure of progress as it best
reflects the costs that were incurred on the contract. Under the cost-to-cost measure, the
extent of progress is determined by the ratio of costs incurred to date to the total estimated
costs at completion of the single performance obligation. Costs of residential property sold
include land, materials, labour, subcontractors, other direct costs, and an allocation of
certain indirect costs. Revenues, including estimated profits, are recorded proportionately as
costs are incurred.
In connection with the sale of a large parcel of land in the previous year, the Group is required
to provide ongoing advisory services to the purchaser to assist the purchaser with obtaining
certain development permits on the purchased land. The services are to be provided over
an 18-month term ending June 30, 2023 at which time the Group will be paid a lump-sum
amount. As the contracted revenue to be earned for providing these services is not
contingent on the purchaser successfully obtaining the development permits, the Group will
satisfy the performance obligation over time as the services are provided and will record the
revenue on a straight-line basis over the 18-month term.
The Group’s contracts specify the price for the performance obligation. In the case of
contracts for custom built single-family detached homes, the homebuyer may request
changes to the specifications and requirements of the home. Because of the integrated
nature of the goods and services associated with providing a completed home to a
homebuyer, such modifications are for items that are not distinct from the existing contract
and are accounted for as if they were part of the existing contract. The effect of such
contract modifications on the transaction price and the measure of progress of the
performance obligation is recognised as a cumulative adjustment to revenue as an increase
or decrease in revenue.
Deferred revenue also includes the excess of amounts billed to homebuyers over the revenue
earned on uncompleted contracts. Such amounts are classified as a liability.
Deferred revenue is reported on a contract-by-contract basis.
Amounts billed for work performed but not yet paid for by the homebuyer are included in the
trade and other receivables as an asset.
When it is probable that total contract costs will exceed total contract revenue, the expected
loss is recognised as an expense immediately.
- 14 -
SOFISA SA
DIVIDEND AND INTEREST INCOME: Dividend income from securities is recognised when the
holder’s rights to receive payment has been established. Dividends are recognised as
“investment income” in the consolidated statement of profit or loss and other comprehensive
income in the financial statements.
Interest is recognised using the effective interest rate method. Interest revenue is recognised
in the consolidated statement of profit or loss and other comprehensive income as “Other
financial income”.
5) OPERATING SEGMENTS
The operating segments are identified on the basis of internal reporting about components
of the Group that are regularly reviewed by the operating decision maker in order to allocate
resources to the segments and to assess their performance.
Residential property development: rezoning and obtaining development permits, designing
and constructing homes, both single and multi-family on existing land located in Canada and
USA, for our own account, and sometimes acting as general contractor for third party clients.
Other: Providing corporate services to the other segments in Canada (residential property
development), including corporate financing, management and administration, payroll,
office premises.
Investment activity/Corporate: direct administration of the operating subsidiaries as well as
management of a global equity portfolio in adherence to the MSCI All Country World (net
dividend invested) in Swiss francs. This activity is conducted by the parent company and its
subsidiary Sofisa Finance SA, both companies based in Switzerland.
Residential
2022
Property
Investment
Consolidated
development
Other
activity
CHF
Investment loss
-
-
(74,620,343)
(74,620,343)
Revenues from external
customers
12,757,930
-
-
12,757,930
Earnings /(Loss) before
interest and tax
(2,509,847)
(1,866,164)
(75,957,786)
(80,333,797)
Net financing costs
-
-
-
(6,948,752)
Income tax
-
-
-
9,633,320
Net profit (loss)
-
-
-
(77,649,229)
Reportable segment assets
175,125,484
2,642,679
371,340,088
549,108,251
Reportable segment
liabilities
67,711,277
2,423,352
44,736,027
114,870,656
- 15 -
SOFISA SA
Residential
2021
Property
Investment
Consolidated
development
Other
activity
CHF
Investment income
-
-
78,809,949
78,809,949
Revenues from external
customers
108,689,066
-
-
108,689,066
Earnings /(Loss) before
interest and tax
64,874,553
(210,418)
77,739,645
142,403,781
Net financing costs
-
-
-
(12,078,443)
Income tax
-
-
-
(21,805,664)
Net profit
-
-
-
108,519,674
Reportable segment assets
207,539,737
799,939
455,628,786
663,968,461
Reportable segment
liabilities
75,874,892
8,248,226
53,383,123
137,506,241
The Group operates in three geographical areas – British Columbia, in Canada, USA and
Switzerland (country of domicile).
2022
Consolidated
Canada
USA
Switzerland
CHF
Investment loss
-
- (74,620,343) (74,620,343)
Revenues from
external customers
11,704,737
1,053,193 - 12,757,930
Earnings / (Loss)
before interest and
tax
(5,289,709)
913,698 (75,957,786) (80,333,797)
Reportable
segment assets
166,985,532
10,782,631
371,340,088
549,108,251
Reportable
segment liabilities
69,895,006
239,623 44,736,027
114,870,656
2021
Consolidated
CHF
Canada
USA
Switzerland
Investment income
-
-
78,809,949
78,809,949
Revenues from
external customers
103,042,868
5,646,198 - 108,689,066
Earnings / (Loss)
before interest and
tax
59,408,367
5,255,769 77,739,645 142,403,781
Reportable
segment assets
198,806,660
9,533,015 455,628,786 663,968,461
Reportable
segment liabilities
84,032,008
91,110 53,383,123 137,506,241
- 16 -
SOFISA SA
6) SUBSIDIARIES
Details of the Group’s significant subsidiaries at year-end are as follows:
Name of the subsidiary Ownership Voting
Place of incorporation interest held rights Principal activity
% %
Sofisa Canada Ltd 100 100 Residential real estate
Vancouver, Canada development
British Pacific Properties Ltd 100 100 Residential real estate
Vancouver, Canada development
British Pacific Enterprises Ltd 100 100 Residential real estate
Vancouver, Canada development
British Pacific Holdings Ltd 100 100 Investment holding
Vancouver, Canada
Rodgers Creek G.P. Ltd 100 100 Residential real estate
Vancouver, Canada development
The British Pacific Properties Ltd Partnership 100 100 Residential real estate
Vancouver, Canada development
The Peak British Properties GP Ltd 100 100 Residential real estate
Vancouver, Canada development
The Courtenay British Properties GP Ltd 100 100 Residential real estate
Vancouver, Canada development
The Uplands One G.P. Ltd 100 100 Residential real estate
Vancouver, Canada development
The Uplands Two G.P. Ltd 100 100 Residential real estate
Vancouver, Canada development
The Uplands Three G.P. Ltd 100 100 Residential real estate
Vancouver, Canada development
The Uplands Four G.P. Ltd 100 100 Residential real estate
Vancouver, Canada development
Rodgers Creek Ltd Partnership 100 100 Residential real estate
Vancouver, Canada development
The Peak British Properties Ltd Partnership 100 100 Residential real estate
Vancouver, Canada development
The Courtenay British Properties Ltd Partnership 100 100 Residential real estate
Vancouver, Canada development
The Uplands One Limited Partnership 100 100 Residential real estate
Vancouver, Canada development
The Uplands Two Limited Partnership 100 100 Residential real estate
Vancouver, Canada development
The Uplands Three Limited Partnership 100 100 Residential real estate
Vancouver, Canada development
The Uplands Four Limited Partnership 100 100 Residential real estate
Vancouver, Canada development
British Pacific Homes Limited 100 100 Residential real estate
Vancouver, Canada development
British Pacific Properties Parking Corp 100 100 Residential real estate
Vancouver, Canada development
- 17 -
SOFISA SA
SOFISA USA Inc. 100 100 Residential and
Delaware, USA commercial real estate
development
Sofisa Malaysia (L) Ltd 100 100 Investment company to
Labuan, Malaysia provide finance to group
companies
Sofisa Properties SDN BHD 100 100 Investment holding
Labuan, Malaysia
Sofisa Finance SA 100 100 Finance for the Group and
Fribourg, Switzerland portfolio investment
7)
CASH AND CASH EQUIVALENTS
2022
2021
CHF
CHF
Cash at banks and in hand
8,677,913
90,586,346
Short-term deposits
35,550
39,538
Total
8,713,463
90,625,884
Cash at banks earns interest at floating rates based on daily bank deposit rates. Short-term
deposits are made for varying periods of between one day and three months, depending on
the immediate cash requirements of the Group, and earn interest at the respective short-term
deposit rates.
The decrease in cash is due to the cash used in operating activities, the repayment of short
borrowing and the dividend payment.
8) RESTRICTED CASH
As at December 31, 2022, the Group’s CHF 201,010 restricted cash balance (2021 – CHF
1,603,626) was related to holdbacks paid by customers for homes under construction.
Restricted cash for all periods is presented separately on the statement of financial position.
9)
SECURITIES
2022
2021
CHF
CHF
Financial assets carried at fair value
through profit and loss
Non derivative financial assets (FVTPL)
364,946,336
438,716,764
Total
364,946,336
438,716,764
Securities are pledged as collateral bank credit facility (see note 18).
- 18 -
SOFISA SA
10)
TRADE AND OTHER RECEIVABLES
2022
2021
CHF
CHF
Trade receivables
137,669
169,883
Amounts due from customers under construction
contracts in progress
3,972,361
489,116
Amounts due from customers under completed
contracts
5,969,415
159,801
Harmonized Sales Tax (HST)
469,449
398,582
Other receivables
16,306
18,637
Total
10,565,200
1,236,019
No provision for doubtful trade accounts receivable was deemed necessary.
11)
CURRENT TAX ASSETS
a)
CURRENT TAX ASSETS AND LIABILITIES
Current tax assets
2022
2021
CHF
CHF
VAT receivable
0
12,306
Withholding tax receivable
226,745
184,338
Tax refund receivable
4,203,707
896,562
Total
4,430,452
1,093,206
Current tax liabilities
2022
2021
CHF
CHF
Current tax payable and other taxes
782,623
8,879,577
Previous year tax payable
854,581
384,135
Withholding tax payable
2,644,183
0
Total
4,281,387
9,263,712
- 19 -
SOFISA SA
2022
Opening
Charged to
Charged
Exchange
Closing
b)
DEFERRED TAX ASSETS/(LIABILITIES)
balance
income
to OCI
differences
balance
CHF CHF
CHF CHF
CHF
Temporary differences
Securities
(23,758,226) 10,627,754
- -
(13,130,472)
Furniture and equipment
413,459 (25,734)
- (20,226)
367,498
Accruals and deferred income
2,392,127 538,216 -
(164,683)
2,765,661
Unrealised
exchange gain
(2,379,357) (62,461)
- -
(2,441,818)
Retirement benefit
obligations
120,485 18,214
(185,268) (7,678)
(54,246)
Losses carry forward
402,057
354,871
(46,020)
710,908
Warranties provision
19,475 -
- (1,037)
18,438
Temporary differences
(22,789,980)
11,450,860
(185,268)
(239,643)
(11,764,032)
Tax losses
879,116 (754,193)
- 42,359
167,282
Income tax benefit / (expense)
recognised in profit or loss
(21,910,864)
10,696,667
(185,268)
(197,284)
(11,596,750)
2021
Opening
Charged to
Charged
Exchange
Closing
DEFERRED TAX ASSETS / (LIABILITIES)
balance
income
to OCI
differences
balance
CHF CHF
CHF CHF
CHF
Temporary differences
Securities
(13,794,501) (9,963,725)
- -
(23,758,226)
Furniture and equipment 411,630
(14,648)
- 16,476
413,459
Accruals and deferred income 848,159 1,527,102
- 16,868
2,392,127
Unrealised
exchange gain
(2,467,204) 87,847
- -
(2,379,357)
Retirement benefit
obligations
302,248 15,649
(209,221) 11,808
120,485
Losses carry forward 3,771,737(3,558,211)
188,531
402,057
Warranties provision
18,733 -
- 743
19,475
Temporary differences
(10,909,198)
(11,905,986)
(209,221)
(234,426)
(22,789,980)
Tax losses
831,903 21,689
- 25,524
879,116
Income tax benefit / (expense)
recognised in profit or loss
(10,077,295) (11,884,297)
(209,221) 259,950
(21,910,864)
- 20 -
SOFISA SA
Deferred tax balances are presented in the statement of financial position as follows:
2022
2021
CHF
CHF
Deferred tax assets
3,975,540
4,226,719
Deferred tax liabilities
(15,572,290)
(26,137,583)
Net balance
(11,596,750)
(21,910,864)
c)
Tax recognised in profit or loss
2022
2021
CHF
CHF
Tax expense comprises:
Current tax (expense)
(1,063,347)
(9,921,367)
Deferred tax income/(expense) relating to the
origination and reversal of temporary
differences
11,450,860
(11,905,986)
Recognition of deferred tax assets on losses
carried forward
(754,193)
21,689
Total tax expense
9,633,320
(21,805,664)
The total charge for the year can be reconciled to the accounting profit / (loss) as follows:
2022
2021
CHF
CHF
(Loss) profit from continuing operations
(87,282,549)
130,325,338
Income tax expense calculated at 13.87%
(2021: 13.87%)
12,103,782
(18,072,678)
Effect of non-deductible and not taxable items
(776,244)
(684,910)
Effect of expenses that are not deductible in
determining taxable profit
(874,217)
(776,455)
Other items
-
(6,253)
Effect of different tax rates of subsidiaries
operating in other jurisdictions
(820,001)
(2,265,368)
Total tax expense
(9,633,320)
(21,805,664)
- 21 -
SOFISA SA
12) RETIREMENT BENEFIT OBLIGATION
The Group operates a funded defined benefit plan for four qualifying employees of one of its
subsidiaries in Canada. Under the plan, the employees are entitled to retirement benefits
based upon pensionable salary and length of service on attainment of a retirement age of
65 or, subject to actuarial reduction of benefit, as early as age 55. No other post-retirement
benefits are provided to these employees, except for the supplementary pension plan as
disclosed below.
The Group also operates unfunded non-contributory defined benefit pension plans for three
beneficiaries, which provides pension benefits that are based on the difference between the
annual pensions which they would be eligible to receive under the subsidiary’s registered
pension plan (the “Plan”) if the maximum pensions payable were not limited by the Income
Tax Act and Regulations, and the maximum pensions which they are eligible to receive under
the terms of the Plan.
The Group’s two defined benefit pension plans, as described above, are valued as at
December 31 each year for the purpose of the Group’s accounting in accordance with
standard IAS19. In addition, the funded plan was last valued as at December 31, 2018 for the
purpose of determining the Group’s contribution to the plan.
Salaried plan
The principal assumptions used for the purposes of the actuarial valuations were as follows:
Valuation at December 31,
2022
2021
%
%
Discount rate(s)
5.05
3.00
Expected rate(s) of salary
increase
2.75
2.75
Inflation
2.00
2.00
Mortality
CPM2014 Priv
Table – Fully generational
Improvement Scale CPM-B
CPM2014 Priv
Table –Fully generational
Improvement Scale CPM-B
Amounts recognised in profit or loss in respect of these defined benefit plans are as follows:
2022
2021
CHF
CHF
Current service cost
131,117
168,135
Net interest cost
(2,527)
13,993
Administrative expenses
6,829
7,213
Defined benefit cost recognised in profit or loss
135,419
189,341
Remeasurements – recognised in OCI
(645,204)
(733,778)
Total defined benefit cost recognised in profit or loss
and OCI
(509,785)
(544,437)
The cost for the year is included in the other operating costs in the statement of profit or loss
and other comprehensive income.
- 22 -
SOFISA SA
Present value of defined benefit obligation is as follows:
2022
2021
CHF
CHF
Present value of funded defined benefit obligation
(3,739,834)
(5,104,351)
Fair value of plan assets
4,339,693
5,152,967
Present value of defined benefit (obligation)
599,859
48,616
Movements in the present value in the defined benefit obligation in the current period were
as follows:
2022
2021
CHF
CHF
Opening defined benefit obligation
5,104,351
4,985,647
Current service cost
131,117
168,135
Interest cost
142,590
130,267
Employees' contributions
17,004
19,475
Benefits paid
(157,613)
(147,506)
Remeasurements (Actuarial loss (gain)):
a. changes in demographic assumptions
-
-
b. changes in financial assumptions
(1,305,090)
(391,233)
c. experience adjustments
79,216
141,952
Exchange difference
(271,741)
197,614
Closing defined benefit obligation
3,739,834
5,104,351
Movements in the present value of the plan assets in the current period were as follows:
2022
2021
CHF
CHF
Opening fair value of plan assets
5,152,967
4,419,853
Interest income
145,116
116,274
Return on plan assets (excluding amount
included in net interest income)
(580,670)
484,497
Employer contributions
44,047
92,398
Employees' contributions
17,004
19,475
Other operating costs paid from plan assets
(6,829)
(7,213)
Benefits paid
(157,613)
(147,506)
Exchange difference
(274,329)
175,189
Closing fair value of plan assets
4,339,693
5,152,967
- 23 -
SOFISA SA
The major categories of plan assets are as follows:
2022
2021
%
%
Equity instruments
61
63
Debt instruments
38
37
Cash and short-term
1
0
Total
100
100
The actual return on plan assets was CHF – 435,554 (2021: (CHF 600,771).
Supplemental plan
The principal assumptions used for the purposes of the actuarial valuations were as follows:
Valuation at December 31,
2022
2021
%
%
Discount rate(s)
5.05
3.00
Expected rate(s) of salary increase
N/A
N/A
Amounts recognised in profit or loss in respect of these defined benefit plans are as follows:
Remeasurements - recognised in OCI
2022
2021
CHF
CHF
Interest cost
13,453
14,210
Defined benefit cost recognised in profit or loss
13,453
14,210
Remeasurements - recognised in OCI
(40,974)
(41,114)
Total defined benefit cost recognised in profit or loss
and OCI
(27,521)
(26,904)
The cost for the year is included in other operating costs in the statement of profit or loss.
Present value of unfunded defined benefit obligation is as follows:
2022
2021
CHF
CHF
Present value of unfunded defined benefit
obligation
398,950
502,602
- 24 -
SOFISA SA
The amount included in the statement of financial position arising from the Group’s obligation
in respect of its defined benefit plans is as follows:
2022
2021
CHF
CHF
Unfunded defined benefit obligation
398,950
502,602
Movements in the present value of the defined benefit obligation in the current period were
as follows:
2022
2021
CHF
CHF
Opening defined benefit obligation
502,602
560,590
Interest cost
13,453
14,210
Benefits paid
(49,374)
(53,304)
Remeasurements (Actuarial loss (gain)):
-
-
a. changes in demographic assumptions
b. changes in financial assumptions
(65,558)
(19,331)
c. experience adjustments
24,584
(21,783)
Exchange difference
(26,757)
22,220
Closing defined benefit obligation
398,950
502,602
The assets and liabilities recognised in the balance sheet and gains or losses recognised in
other comprehensive income at December 31 are as follows:
2022
Salaried plan Supplemental
TOTAL
plan
CHF
Present value of defined benefit (obligation)
599,859
(398,950)
200,909
Other comprehensive income (loss / (gain))
(645,204)
(40,974)
686,178
- changes in demographic assumptions
-
-
-
- changes in financial assumptions
(1,305,090)
(65,558)
(1,370,648)
- experience adjustments
79,216
24,584
103,800
- return on plan assets (excluding amount
included in net interest income)
580,670
-
580,670
2021
Salaried plan Supplemental
TOTAL
plan
CHF
Present value of defined benefit (obligation)
48,616
(502,602)
(453,986)
Other comprehensive income (loss / (gain))
(737,779)
(41,114)
774,893
- changes in demographic assumptions
-
-
-
- changes in financial assumptions
(391,233)
(19,331)
410,564
- experience adjustments
141,952
(21,783)
120,169
- return on plan assets (excluding amount
included in net interest income)
(484,497)
-
(484,497)
The plans in Canada expose the Group to actuarial risks such as: investment risk, interest rate
risk, longevity risk and salary risk.
- 25 -
SOFISA SA
Investment risk
The present value of the defined benefit plan liability is calculated using a
discount rate. If the return on plan asset is below this rate, it will create a
plan deficit.
Interest risk
A decrease in the interest rate will increase the plan liability. However, this
will be partially offset by an increase in the return on the plan’s investments.
Longevity risk
The present value of the defined benefit plan liability is calculated by
reference to the best estimate of the mortality of plan participants both
during and after their employment. An increase in the life expectancy of
the plan participants will increase the plan’s liability.
Salary risk
The present value of the defined benefit plan liability is calculated by
reference to the future salaries of plan participants. As such, an increase in
the salary of plan participants will increase the plan’s liability.
Significant actuarial assumptions for the determination of the defined obligation are discount
rate, inflation/pension increase rate, expected salary increase and mortality. The sensitivity
analyses below have been determined based on reasonably possible changes of the respective
assumptions occurring at the end of the reporting period, while holding all other assumptions
constant.
Assumption
Salaried plan
Supplemental plan
Discount rate
If the discount rate is 0.5 points
If the discount rate is 0.5 points
higher (lower), the defined benefit
higher (lower), the defined benefit
obligation would decrease by CHF
obligation would decrease by CHF
239,698 (increase by CHF 266,331).
13,317 (increase by CHF 14,273).
Inflation /
If the expected inflation/pension
If the expected inflation/pension
pension
increase rate is 0.5 points higher
increase rate is 0.5 points higher
increase rate
(lower), the defined benefit
(lower), the defined benefit
obligation would increase by CHF
obligation would increase by CHF
195,787 (decrease by CHF 181,037).
13,726 (decrease by CHF 12,975).
Salary increase
If the expected salary growth rate is
N/A
rate
0.5 points higher (lower), the defined
benefit obligation would increase by
CHF 24,926 (decrease by CHF
23,355).
Mortality
If the life expectancy increases
If the life expectancy increases
(decreases) by one year for both
(decreases) by one year for both
men and women, the defined
men and women, the defined
benefit obligation would increase by
benefit obligation would increase
CHF 196,948 (decrease by CHF
by CHF 28,682 (decrease by CHF
145,663).
27,726).
- 26 -
SOFISA SA
13)
INVENTORIES
Residential property under development and land
Held for future development
2022
2021
CHF
CHF
Balance beginning of year
117,267,497
116,139,956
Add (deduct):
Development costs
42,348,891
35,999,233
Carrying costs
2,045,026
(1,606,001)
Cost of sales
(9,078,397)
(37,907,657)
Net foreign currency exchange differences
(8,692,654)
4,641,965
Total
143,890,363
117,267,497
In accordance with IFRS the “land held for future development” is carried at the lower of cost
and estimated realisable value. The group engaged a third party valuation expert who
assessed the fair value of the “land held for future development” at CAD 1,085 million (CHF
783 million) as at December 31, 2021. The updated value as at December 31, 2022 was
estimated by the appraiser at CAD 850 million (CHF 580 million).
14)
OTHER ASSETS
2022
2021
CHF
CHF
Current assets
Prepaid expenses
94,019
106,659
Prepaid real estate commissions
1,719,580
773,258
Total
1,813,599
879,917
Non-current assets
Right-of-use assets
798,779
965,044
Total
798,779
965,044
- 27 -
SOFISA SA
15)
PROPERTY, PLANT AND EQUIPMENT
Fixtures,
Computer,
fittings,
Leasehold
IT
office
2022
improvements
equipment
equipment
Buildings
Total
Cost
CHF
At January 1, 2022
144,595
538,493
198,610
2,213,861 3,095,558
Additions (Disposals)
-
14,259
11,385
424,928
450,573
Net foreign currency
exchange differences
(7,698)
(28,668)
(10,573)
(117,860) (164,799)
At December 31, 2022
136,897
524,084
199,422
2,520,929
3,381,332
Accumulated depreciation
At January 1, 2022
144,411
502,480
190,275
2,024,543 2,861,709
Depreciation charge for
the year
94
27,669
3,466
42,003 73,233
Net foreign currency
exchange differences
(7,695)
(28,670)
(10,370)
(110,695) (157,429)
At December 31, 2022
136,811
501,479
183,371
1,955,851
2,777,512
Carrying amount
At January 1, 2022
183
36,013
8,335
189,317 233,849
At December 31, 2022
86
22,605
16,051
565,078
603,820
Fixtures,
Computer,
fittings,
Leasehold
IT
office
2021
improvements
equipment
equipment
Buildings
Total
Cost
CHF
At January 1, 2021
139,082
478,392
191,038
1,937,773 2,746,285
Additions (Disposals)
-
41,139
-
199,281 240,419
Net foreign currency
exchange differences
5,513
18,962
7,572
76,807 108,854
At December 31, 2021
144,595
538,493
198,610
2,213,861 3,095,558
Accumulated depreciation
At January 1, 2021
132,571
449,939
180,025
1,894,056 2,656,591
Depreciation charge for
the year
6,659
35,092
3,148
56,028 100,927
Net foreign currency
exchange differences
5,182
17,449
7,101
74,460 104,192
At December 31, 2021
144,411
502,480
190,275
2,024,543 2,861,709
Carrying amount
At January 1, 2021
6,511
28,453
11,013
43,717 89,694
At December 31, 2021
183
36,013
8,335
189,317 233,849
- 28 -
SOFISA SA
16) INVESTMENT IN OTHER COMPANIES
In the current year, one development site acquired in 2018 was sold with a net gain on sale
of USD 359,000 representing an average net return per annum of 31.2% and complementary
distributions totalling USD 636,800 were received from development sites sold in 2021. Also
Group has increased its investments in the State of Georgia by USD 2,216,722 (CHF 2,050,911).
In 2021, three development sites in the USA acquired over the years 2016-2018 were sold. In
total, the net gain on sale was USD 5.8 million representing an average net return per annum
of 13.1%. Five new development sites were then acquired in the States of Georgia and Texas,
USA, at a cost of USD 6,862,003 (CHF 6,251,971).
17)
OTHER LIABILITIES
2022
2021
CHF
CHF
Current liabilities
Accrued expenses
12,090,989
10,172,961
Deferred revenue
10,560,157
11,314,120
Lease liability
83,479
90,193
Total
22,734,625 21,577,274
Non-current liabilities
Other liabilities
68,290
72,130
Lease liability
715,300
874,851
Total
783,590 946,981
18)
INTEREST BEARING LIABILITIES
2022
2021
CHF
CHF
Bank overdraft
31,384,827
25,182,726
Short term part of the loans
22,793,645
22,609,876
Long term part of the loans
9,339,960
23,286,880
63,518,432
Total fixed-term loans
71,079,482
The Group has a CAD 60,000,000 credit line with a Swiss bank of which three fixed-term loans
of USD 6,000,000, CAD 15,000,000, and CHF 7,000,000 are drawn at December 31, 2022. The
loan in USD is payable on April 7, 2023, the loan in CHF is due on May 5, 2023 and the loan in
CAD is payable on December 28, 2023. This credit line is secured by the securities.
The fair value of these fixed-term loans is estimated to CHF 22,868,173 as at December 31,
2022 (2021: CHF 24,092,922).
- 29 -
SOFISA SA
The Group benefits from another CAD 75,000,000 (2021: CAD 75,000,000) credit facility with a
Canadian chartered bank, secured by an assignment of certain land holdings, from which
letters of credit totalling CAD 27,076,438 (2021: CAD 23,375,607) were issued. The bank
overdraft from this facility amounted to CAD 45,958,160 or CHF 31,384,827 as at December
31, 2022 (2021: CHF 25,182,726).
On April 20, 2020, the Company entered into a non-revolving credit facility with Canadian
chartered bank in the amount of CHF 31,754,850 (CAD46,500,000) for purposes of developing
the Courtenay, a multi-unit residential development. The loan was secured by the Courtenay
land and improvements and a joint and several corporate guarantee to a maximum of CHF
10,479,101 (CAD 15,345,000). The loan was repaid in January 2022.
On October 7, 2021 the Group secured a non-revolving Mezzanine loan with a third party in
the amount of CHF 5,463,200 (CAD 8,000,000) for the purposes of developing the Hawksley,
a multi-unit residential development. The loan is secured by the Hawksley land in Rodgers
Creek Area 6. Repayment of the loan and accrued interest is due upon the closing of the
sale of each unit, or the third party can demand repayment if the Group fails to complete
the project. A further CHF 1,314,905 (CAD 1,925,472) was funded by the mezzanine loan
during the year ended December 31, 2022.
On April 7, 2022 the Group secured a non-revolving Mezzanine loan with a third party in the
amount of CHF 2,390,150 (CAD 3,500,000) for the purposes of developing the Wildwood, a
residential town home development. The loan is secured by the Wildwood land in Rodgers
Creek Area 6. Repayment of the loan and accrued interest is due upon the closing of the
sale of each individual town home unit, or the third party can demand repayment if the
Group fails to complete the project. A further CHF 171,706 (CAD 251,436) was funded by the
mezzanine loan during the year ended December 31, 2022.
19)
SHARE CAPITAL
2022
2021
CHF
CHF
3’960 fully paid ordinary shares
3,960,000
3,960,000
Number Share
Fully paid ordinary shares
of shares capital
Balance at January 1, 2021 and 2022 3,960 3,960,000
Balance at December 31, 2021 and 2022 3,960 3,960,000
Fully paid ordinary shares, which have a par value of CHF 1,000, carry one vote per share and
carry a right to dividends.
Sofisa SA issued 3,000 preference shares of a par value of CHF 735 each. The holder of such
preference shares is entitled to the following:
• Cumulative floating preferential dividend declared annually based on the 10-year Swiss
Government Bond plus 3.75% p.a.
• If one year the preferential dividend cannot be declared, such dividend will be
recoverable by priority out of the profits realised the next years.
• Unpaid dividends will be increased by an amount equal to the above interest plus 1%.
- 30 -
SOFISA SA
Under IAS 32, as the holder of the preference shares is entitled to an annual preferential
dividend and can redeem the shares at certain dates, the preference shares do not meet
the definition of equity and should be presented as liabilities in the statement of financial
position. Consequently, the dividends related to this class of shares are considered as an
interest expense as a charge of the business year.
20)
RESERVES
2022
2021
CHF
CHF
General
1,560,000
1,560,000
Special
170,000,000
170,000,000
Balance at the year end
171,560,000
171,560,000
The special reserve was created after being approved by decision of the General Meeting
of Shareholders on May 12, 1993.
There were no movements in the reserves in 2022.
21)
RETAINED EARNINGS
2022
2021
CHF
CHF
Balance at beginning of year
380,162,617
277,880,203
Net (loss) profit for the year
(77,649,229)
108,519,674
Other comprehensive income
501,607
562,740
Payment of dividends
(15,149,634)
(6,800,000)
Balance at the end of year
287,865,361
380,162,617
On March 29, 2022, based on retained earnings as at December 31, 2020, a preferred and
extraordinary dividend of CHF 13,896.47 per share was paid to the holders of shares numbered
2,345 to 2,394, following the approval by shareholders at the Extraordinary General Meeting
on March 22, 2022. This preferred and extraordinary dividend amounts of CHF 694,823.50.
On March 29, 2022, based on retained earnings as at December 31, 2020, an extraordinary
dividend of CHF 2,000 per share was paid to the holders of shares numbered 1 to 2,394 and
2,905 to 3,960, following the approval by shareholders at the Extraordinary General Meeting
on March 22, 2022. This extraordinary dividend amounts of CHF 6,900,000.
In addition, dividends of CHF 78,000 (2021: CHF 71,250) have been paid on shares numbered
3.961 to 6,960 classified as liabilities. Those dividends were recorded in the income statement
under financial expense as disclosed in note 25.
On December 22, 2022, based on retained earnings as at December 31, 2021, a preferred
and extraordinary dividend of CHF 16,423.50 per share was paid to the holders of shares
numbered 2,445 to 2,904, following the approval by shareholders at the Extraordinary General
Meeting on December 20, 2022. This preferred and extraordinary dividend amounts of CHF
7,554,810.
- 31 -
SOFISA SA
In respect of the current year, the Board of the Directors proposes a dividend of CHF 2,000
per share be paid on 6 June 2023 to eligible holders of shares numbered 1 to 2,394 and 2,445
to 3,960 and a total of CHF 111,600 be paid to holders of shares numbered 3,961 to 6,960. This
decision is subject to approval by shareholders at the Annual General Meeting.
22)
CUMULATIVE TRANSLATION DIFFERENCES
2022
2021
CHF
CHF
Balance at beginning of year
(29,220,397)
(42,472,645)
Arising on translation of foreign operations
72,631
13,252,248
Balance at the end of year
(29,147,766)
(29,220,397)
Exchange differences relating to the translation from the functional currencies of the Group’s
foreign subsidiaries into CHF are recognised in the cumulative translation differences.
23)
SALES REVENUE
2022
2021
CHF
CHF
From a land sale
-
94,644,178
From single-family detached homes build on
speculation and individual residential units in multi-family
7,953,496
13,408,287
buildings
From servicing work
3,578,743
-
From custom built single-family detached homes
1,225,691
636,601
Total
12,757,930
108,689,066
24)
INVESTMENT INCOME AND OTHER FINANCIAL INCOME
2022
2021
CHF
CHF
Net income (loss) from securities
Dividend and interest income
7,610,497
6,493,638
Realised gain on securities
1,721,499
2,559,121
Realised loss on securities
(2,665,104)
(1,294,103)
Fees on portfolio management
(299,345)
(302,605)
(Decrease)/increase in value of securities
(80,987,890)
71,353,898
Total investment (loss) income
(74,620,343)
78,809,949
Other financial income
Interest received
366,769
6,060
Total other financial income
366,769
6,060
Total investment (loss) income and
other financial (loss) income
(74,253,574)
78,816,009
- 32 -
SOFISA SA
Investment revenue earned on financial assets, analysed by category of asset, is as follows:
Fair value through profit or loss (FVTPL)
(74,620,343)
78,809,949
Loans and receivables (including cash)
366,769
6,060
Total investment (loss) income and
other financial (loss) income
(74,253,574)
78,816,009
25)
FINANCIAL EXPENSES
2022
2021
CHF
CHF
Bank charges
(230,748)
(352,730)
Interest on long term debt
(1,906,759)
(1,487,063)
Dividends on preferential registered shares
(94,800)
(74,625)
Exchange difference
(5,083,214)
(10,170,085)
Total
(7,315,521)
(12,084,503)
26) OTHER RELATED PARTY TRANSACTIONS
During the year the Group paid short-term benefits totalling CAD 245,000 CHF 167,311 (2021:
CHF 162,713) recorded in other operating costs to key subsidiary operating management. Key
subsidiary operating management is defined as directors and officers.
27) COMMITMENTS AND CONTINGENT LIABILITIES
On January 1, 2017, the Group entered into a development agreement with a third party land
owner whereby the parties agreed to jointly develop, construct and sell to third party
purchasers, homes to be constructed on the third party land owner’s property. The Group will
be responsible to fund all construction costs, currently estimated to be CHF 403,987 (2021: CHF
1,766,216).
At December 31, 2022, the Group has outstanding letters of credit aggregating approximately
CHF 18,490,500 (2021: CHF 16,860,825) in connection with real estate development projects.
In fiscal years 2016 and 2017, the Group received Notices of Reassessment from the Canada
Revenue Agency (“CRA”) totaling CAD 1,860,189 (CHF 1,270,323) in additional income taxes
and interest and transfer pricing penalties totaling CAD 718,929 (CHF 490,957) in respect of the
Group’s December 31, 2012 and 2013 taxation years.
While management and the Group’s legal counsel believe the reassessments are without merit
and the Group is more likely than not to be successful in its defense, under the reassessments,
CRA is asserting that the interest rate on certain debt with an affiliate should be substantially
lower, resulting in a reduction of tax deductible interest expense and a corresponding increase
in taxable income.
- 33 -
SOFISA SA
Subsequent to filing Notices of Objection for both reassessments, the Group filed a Notice of
Appeal to the Tax Court of Canada appealing to the 2012 and 2013 reassessments on July 4,
2019. On November 29, 2019, the Attorney General of Canada on behalf of the CRA filed a
Reply to the Notice of Appeal. To date, the Tax Court of Canada has not released any decision
on the Notice of Appeal.
While management and legal counsel believe the reassessments are without merit, during the
2021 fiscal year the Group offered to settle the matter with CRA on a without prejudice basis
for approximately CAD 930,000 in order to avoid future litigation costs and not as an admission
of guilt. CRA rejected the settlement offer.
Should the CRA be successful in its claim and apply their position to open taxation years
beyond 2012 and 2013, the Group has estimated the potential income tax exposure for the
remaining open taxation years to be approximately CAD 11.3 million excluding any interest or
penalties.
In fiscal 2020, the Group was notified by CRA that the Company’s fiscal 2017 through 2019
taxation years would once again be subject to an audit by CRA. During the year, the Group
was notified by CRA that there were no adjustments stemming from the main income tax
audit, however, the rate of interest paid on an affiliate’s debt for fiscal 2017 through 2019 was
still subject to audit by CRA’s transfer pricing division.
As management believes the Group will ultimately be successful in its defense of the 2012
and 2013 reassessments and will not be reassessed for any additional taxes, interest and
penalties for any open taxation years, no amounts have been accrued in the December 31,
2021 or 2022 consolidated financial statements for the impact of the reassessments nor any
similar adjustments that would likely be proposed for open taxation years should CRA
ultimately be successful.
28) FINANCIAL RISK MANAGEMENT
The Sofisa Group has specific guidelines on managing financial assets and liabilities. In order
to optimise financial resources, the management of liquidity not required for operational
purposes is largely centralised as long-term Group financing.
Capital risk management: The Group manages its capital to ensure that it will be able to
continue as a going concern while maximising the return to shareholders through the
optimisation of the debt and equity balance. The Group overall strategy remains unchanged
from previous year.
The capital structure of the Group consists of debt, which includes the preference shares,
cash and cash equivalents and securities and equity attributable to the shareholders,
comprising issued capital, reserves and retained earnings as disclosed in Notes 20, 21 and 22.
Significant accounting policies: Details of the significant accounting policies and methods
adopted, including the criteria for recognition, the basis of measurement and the basis on
which income and expenses are recognised, in respect of each class of financial asset,
financial liability and equity instrument are disclosed above.
- 34 -
SOFISA SA
Categories of financial instruments:
2022
Financial
At fair value
Financial Total
Fair
assets
through profit
liabilities carrying
value
at
amortised
cost
or loss
at
amortised
cost
amount
CHF CHF
CHF CHF
CHF
Financial assets
Cash and cash equivalents
8,713,463 -
- 8,713,463
8,713,463
Restricted cash
201,010 -
- 201,010
201,010
Securities
-
364,946,336
-
364,946,336
364,946,336
Trade and other receivables
10,565,200 -
- 10,565,200
10,565,200
Total financial assets
19,479,673
364,946,336
-
384,426,009
384,426,009
Financial liabilities
Trade and other payables
- -
5,719,532 5,719,532
5,719,532
Short term part of interest-
bearing debt
- -
54,178,472
54,178,472
55,675,415
Long term part of interest-
bearing debt
- -
9,339,960
9,339,960
11,943,449
Other liabilities
- -
22,734,625
22,734,625
22,734,625
Preference shares
- -
2,260,800
2,260,800
2,260,800
Total financial liabilities
- -
94,233,389
94,233,389
98,333,821
2021
Financial
At fair value Financial
Total Fair
assets
through profit liabilities
carrying value
at
amortised
cost
or loss
at
amortised
cost
amount
CHF
CHF CHF
CHF CHF
Financial assets
Cash and cash equivalents
90,625,884
- -
90,625,884 90,625,884
Restricted cash
1,603,626
- -
1,603,626 1,603,626
Securities
-
438,716,764 -
438,716,764 438,716,764
Trade and other receivables
1,233,893
- -
1,233,893 1,233,893
Total financial assets
93,463,403
438,716,764 -
532,180,167
532,180,167
- 35 -
SOFISA SA
Financial liabilities
Trade and other payables
-
- 5,810,966
5,810,966 5,810,966
Short term part of interest-
bearing debt
-
-
47,792,602
47,792,602
48,495,141
Long term part of interest-
bearing debt
-
- 23,286,880
23,286,880
24,092,922
Other liabilities
-
- 21,577,274
21,577,274 21,577,274
Preference shares
-
- 2,244,000
2,244,000 2,244,000
Total financial liabilities
-
-
100,711,722
100,711,722
102,220,303
Financial risk management objectives: The Group finance management function provides
services to the business, co-ordinates access to domestic and international financial markets,
monitors and manages the financial risks relating to the operations of the Group through
internal risk reports which analyse exposures by degree and magnitude of risks. These risks
include market risk, credit risk, liquidity risk and other market risk.
The Group delegates other investment decisions to external Portfolio Managers. The mandates
are entrusted in accordance with the Swiss Law, within a clearly defined framework and
investments guidelines. In selecting individual investments, Portfolio Managers must adhere to
the principle of risk diversification and comply with the percentage limits, the investment
universe or the composition of the agreed benchmark MSCI All Country World (net dividend
invested) in CHF.
Market risk management: Market risks are potential losses that the Group could incur through
changes in the variable conditions. The variables may be the equity price risk, exchange rates
and interest rates. Changes in the fair values of financial assets, financial liabilities caused by
such variable factors may affect the Group’s financial position and results.
Sensitivity analysis with respect to price risk
The Group is exposed to price risks arising from portfolio investments. The sensitivity analyses
below have been determined based on the exposure to price risks at the reporting date.
If prices had been 10% higher/lower, net profit for the year ended December 31, 2022 would
have been affected as the portfolio investment are classified as at fair value through profit and
loss. The profit would increase/decrease by CHF 36.54 million (CHF 43.94 million in 2021).
Exchange rate risk management: The Group is exposed to exchange rate risk, mainly in relation
to the USD, CAD, EUR, GBP, JPY and CNY that affect the Group’s assets and earnings in Swiss
francs. The foreign exchange risks are not hedged.
Considering the weight of the different foreign currencies in which our assets are invested, the
impact of the exchange rate effect on our investment values may be estimated to about
-1.20 % in 2022 (1.30 % in 2021).
Sensitivity analysis with respect to foreign currencies
The sensitivity analysis covers only monetary items in the statements of financial position that,
relative to the functional currency of the Group, are settled in foreign currencies. The sensitivity
analysis excludes net investment in Group companies. The largest monetary items in the
- 36 -
SOFISA SA
statements of financial position of the Group companies relate to the currency pairs CHF/USD,
CHF/EUR, CHF/JPY, CHF/GBP and CHF /CNY.
If the CHF had been 10% stronger (weaker) against the USD at December 31, 2022, the Group’s
net income would have been CHF 21.78 million lower (higher). In the prior year, the same
percentage difference in the exchange rate would have caused net income to be CHF 26.59
million lower (higher).
If the CHF had been 10% stronger (weaker) against the EUR at December 31, 2022, the Group’s
net income would have been CHF 3.27 million lower (higher). In the prior year, the same
percentage difference in the exchange rate would have caused net income to be CHF 3.93
million lower (higher).
If the CHF had been 10% stronger (weaker) against the JPY at December 31, 2022, the Group’s
net income would have been CHF 2.03 million lower (higher). In the prior year, the same
percentage difference in the exchange rate would have caused net income to be CHF 2.44
million lower (higher).
If the CHF had been 10% stronger (weaker) against the GBP at December 31, 2022, the Group’s
net income would have been CHF 1.39 million lower (higher). In the prior year, the same
percentage difference in the exchange rate would have caused net income to be CHF 1.60
million lower (higher).
If the CHF had been 10% stronger (weaker) against the CNY at December 31, 2022, the Group’s
net income would have been CHF 1.33 million lower (higher). In the prior year, the same
percentage difference in the exchange rate would have caused net income to be CHF 1.60
million lower (higher).
Credit risk management: Credit risks arise when a customer or a third party fails to meet its
contractual obligations and causes the Group a financial loss. In the real estate development,
the Group is exposed to credit risk on its account receivables. The exposure to this risk is
generally concentrated to a limited number of debtors, and is also concentrated
geographically in British Columbia, Canada and is subject to the related economic conditions
in that region. Credit risk in this sector arises generally from sales of residential property and is
mitigated by the underlying lien or charge on the property. The Group does not have any
significant credit risk exposure. Maximum exposure to credit risk is limited to the carrying value
of account receivables and securities.
Liquidity risk management: The aim of liquidity risk management is to provide sufficient cash to
meet the Group’s financial liabilities on time while maintaining the flexibility to take advantage
of market opportunities and optimum investment conditions. The Group’s credit standing
enables it to borrow cash for financing at an advantageous rate.
At December 31, 2022, the Group had the following undrawn committed borrowing facilities
available:
2022
2021
CHF
CHF
Expiring less than 1 year
1,342,173
12,053,949
- 37 -
SOFISA SA
The following tables detail the Group’s remaining contractual maturity for its non-derivative
financial liabilities. The tables have been drawn up based on the undiscounted cash flows of
financial liabilities based on the earliest date on which the Group can be required to pay. The
table includes both interest and principal cash flows.
2022
Weighted
average
Less
More
effective
than
than
interest rate
1 year
1 - 5 years 5 years Total
%
CHF CHF CHF CHF
Non-interest bearing
Trade and other
payables
-
5,719,532 - - 5,719,532
Other liabilities
-
11,939,707 68,290 - 12,007,997
Preference shares
-
-
2,260,800 -
2,260,800
Interest bearing
Bank overdraft
7.45%
33,722,997 - -
33,722,997
Bank short term debt
1.40%
5,571,854 - - 5,571,854
Bank short term debt
3.60%
10,612,266 - - 10,612,266
Bank short term debt
1%
7,023,973 - - 7,023,973
Bank long term debt
11.13%
1,039,538
12,198,689 -
13,238,226
75,629,866
14,527,779 - 90,157,644
2021
Weighted
average
Less
More
effective
than
than
interest rate
1 year
1 - 5 years 5 years Total
%
CHF CHF CHF CHF
Non-interest bearing
Trade and other
payables
-
5,810,966 - - 5,810,966
Other liabilities
-
10,091,609 72,130 - 10,163,739
Preference shares
-
- 2,244,000 - 2,244,000
Interest bearing
Bank overdraft
3.45%
25,191,414
25,191,414
Bank short term debt
3.55%
22,676,956 - - 22,676,956
Bank short term debt
1.40%
76,532 5,486,939 - 5,563,471
Bank long term debt
3.60%
389,502 11,209,002 - 11,598,504
Bank long term debt
1%
70,000 7,023,973 - 7,093,973
64,306,979
26,036,043 -
90,343,022
- 38 -
SOFISA SA
Reconciliation of liabilities arising from financing activities
The table below details changes in the Group liabilities arising from financing activities,
including both cash and non-cash changes. Liabilities arising from financing activities are
those for which cash flows were, or future cash flows will be, classified in the Group
consolidated financial statement of cash flows as cash flows from financing activities.
Non-cash changes
Foreign
Other
December
January 1 Cash flows
exchange Transfer
changes
31
2022
movements
2022
Short term part of
47,792,602
(13,863,430)
(2,554,345)
-
54,178,472
interest bearing
liabilities
22,793,645
Long term part of
23,286,880
(493,235)
-
9,339,960
interest bearing
liabilities
9,339,960
(22,793,645)
72,130
-
(3,840)
-
-
68,290
Other liabilities
Preference
2,244,000
-
-
94,800
2,260,800
shares
(78,000)
73,394,612
(4,601,470)
-
94,800
65,847,523
(3,041,420)
Non-cash changes
Foreign
Other
December
January 1 Cash flows exchange Transfer
changes
31
2021
movements
2021
Short term part of
(17,938,168)
1,445,017
-
interest bearing
liabilities
47,142,777
17,142,976
47,792,602
Long term part of
412,410
-
interest bearing
liabilities
17,407,570
19,812,122
(14,345,222)
23,286,880
-
109,416
(2,797,755)
-
Other liabilities
2,760,469
72,130
Preference
2,240,625
-
2,244,000
shares
(71,250)
-
74,625
69,551,441
1,802,703
1,966,843
-
74,625
73,394,612
Other changes include the transactions directly recognised in the statement of income.
- 39 -
SOFISA SA
Fair value of financial instruments:
All portfolio investments are concentrated in the global equity mandate tracking MSCI World
AC index. These securities investments are the only financial instruments measured at fair
value subsequent to their initial recognition.
Securities investments (2022: CHF 364,946,336 2021: CHF 438,716,764) qualify as Level 1 fair
value measurement category. Level 1 fair value measurements are those derived from the
quoted price in active markets.
The Group’s policy for determining when transfers between levels of the fair value hierarchy
are deemed to have occurred are based on changes in the level of inputs to valuation
techniques used to measure fair value. There was no transfer between levels of fair value
hierarchy in the current year.
29) RISK ASSESSMENT
The Board of Directors has performed a risk assessment on November 11, 2022.
30) DISCLOSURE OF BOARD COMPENSATION UNDER SECTION 663b bis OF SWISS CODE OF
OBLIGATIONS
2022
2021
Remuneration (net)
(261,095)
(258,704)
Contribution for old age and survivor
insurance and unemployment insurance
(27,173)
(27,263)
Total indemnity
(288,268)
(285,967)
31) DISCLOSURE OF BOARD SHAREHOLDINGS UNDER SECTION 663c OF SWISS CODE OF
OBLIGATIONS
The ownership interests in SOFISA SA held by members of the Board of Directors are disclosed
below.
Number of shares Voting rights
2022 2021 2022 2021
The Most Hon. Constantine Edmund
Walter Phipps Marquis of Normanby 551 551 7.92% 7.92%
Member of the Board of Directors
32) APPROVAL OF FINANCIAL STATEMENTS
The financial statements were approved by the Board of Directors and authorised for issue on
April 18, 2023.
- 40 -
SOFISA SA
33) ESEF REPORTING
The official version of the Annual Report of Sofisa SA, which includes the consolidated
financial statements is the European Single Electronic Format (ESEF) version available with the
Officially Appointed Mechanism (OAM) tool.
34) SUBSEQUENT EVENTS
Since the end of the year, there have been no events which would significantly affect the
Group result as reported in the consolidated financial statements for the year 2022.
- 41 -