Log in
E-mail
Password
Remember
Forgot password ?
Become a member for free
Sign up
Sign up
New member
Sign up for FREE
New customer
Discover our services
Settings
Settings
Dynamic quotes 
OFFON
  1. Homepage
  2. Equities
  3. Switzerland
  4. Swiss Exchange
  5. Edisun Power Europe AG
  6. News
  7. Summary
    ESUN   CH0024736404

EDISUN POWER EUROPE AG

(ESUN)
  Report
SummaryQuotesChartsNewsCalendarCompanyFinancials 
SummaryMost relevantAll NewsOther languagesPress ReleasesOfficial PublicationsSector news

Edisun Power Europe : Corporate Governance Report & Financial Statements 2020 (PDF)

03/22/2021 | 06:00pm EDT

Edisun Power Europe Ltd.

Corporate Governance Report 2020 Financial Statements 2020

20

Content

  • Corporate Governance Report 2020

  • 04 Executive Summary

  • 06 Group Structure

  • 08 Shareholders

  • 10 Capital Structure

  • 12 Board of Directors

  • 17 Management Board

  • 18 Compensation and Remuneration Report

  • 21 Report of the Compensation Auditors

  • 22 Shareholders' Participation Rights

  • 23 Auditors

  • 24 Information Policy

  • 24 Financial Calendar

    Financial Statements 2020

  • 25 Consolidated Financial Statements

  • 26 Balance Sheet

  • 27 Income Statement

  • 28 Cash Flow Statement

  • 29 Statement of Changes in Equity

  • 30 Notes

  • 50 Report of the Group Auditors

  • 53 Statutory Financial Statements

  • 54 Balance Sheet

  • 55 Income Statement

  • 56 Notes

  • 61 Appropriation of Available Earnings

  • 62 Report of the Statutory Auditors

All values are rounded individually.

Corporate Governance Report 2020

Edisun Power has high standards when it comes to effective Corporate Governance. This en-sures responsible and trans-parent company leadership and management and contributes to our long-term success. It is the key to meeting the demands of our various stakeholder groups, including shareholders, custom- ers, employees and the local communities in which we operate.

Corporate Governance describes how management is organized and how it operates. Ultimately, it contributes to our success by protecting the interests of our share-holders while at the same time creating value for all

1 Executive Summary

Changes in share capital

stakeholders. The Board of Directors is committed to maintaining the highest standards of integrity and transparency in the governance of the company. In this, it is guided by the Swiss Code of Best Practice and the most recent principles of Corporate Governance.

Good Corporate Governance seeks to balance entrepre-neurship, control and transparency, while promoting an efficient decision-making process within the company. The Board of Directors and the Management Board work constantly to improve the quality of Corporate Govern-ance.

As of December 31

2020

2019

2018

Ordinary share capital (in CHF)

31 074 630.00

31 074 630.00

15 370 920.00

Total shares

1 035 821

1 035 821

512 364

Significant shareholders as of December 31

Smartenergy Invest AG Community of heirs of Nef Hans 1) Eberhard Martin

Mirabaud - Equities Swiss Small and Mid

1) Hans Nef deceased on November 29, 2019

Auditors

The auditors are appointed annually at the General As-sembly of Shareholders. The term of office is one year. BDO AG, Zurich, was first elected at the General Assem-bly of Shareholders of May 12, 2017 and Christoph Tschu-mi has been serving as lead auditor since then.

Compensation in CHF

Total compensation of the Board of Directors Total compensation of the Management Board

Highest total compensation in CHF

Board of Directors: Rainer Isenrich Management Board: Rainer Isenrich

2020

139 489 557 083

2020

44 219 308 419

2020

2020

2019

Number of Shares

in %

in %

27.7 %

27.7 %

19.5 %

20.4 %

9.3 %

9.2 %

4.8 %

4.8 %

286 654

202 083

95 987

50 000

Shareholders' participation rights

  • • Each registered ordinary share bears one voting right at the General Assembly of Shareholders and entitle-ment to dividend payments.

  • • Extraordinary General Assemblies are convened by the Board of Directors if shareholders representing at least 10 of the share capital request such meetings.

2 Group Structure

Operational Group structure

Listed companies

The headquarter of the Edisun Power Group is in Zurich, Switzerland. Group subsidiaries operate in Switzerland, Germany, Spain, France, Italy and Portugal. Edisun Power Europe Ltd. is the parent company and has been listed on the domestic segment of the SIX Swiss Ex-change since November 4, 2013, having previously been listed on the main segment since the IPO in 2008.

Apart from Edisun Power Europe Ltd. no other compa-nies belonging to the consolidated Edisun Power Group have equity securities listed on a stock exchange.

Key data for the shares of Edisun Power Europe Ltd. as of December 31:

The following chart shows the Group's operational structure as of December 31, 2020:

General Assembly of

Shareholders

Registered office:

8006 Zurich, Switzerland

Listing:

SIX Swiss Exchange

Valor number:

2 473 640

ISIN:

CH0024736404

Ticker symbol:

ESUN

Management Board

Nominal value:

CHF 30.00

CEO, CFO

2020

2019

2018

Market capitalization (CHF m)

120.2

137.8

36.9

As a % of equity

147.0

172.7

182.7

Share price (CHF)

116.00

133.00

72.00

Non-listed companies

The following organizational chart shows all the companies in the Edisun Power Group as of December 31, 2020 (share of ownership, registered office and share capital in local currency):

Edisun Power Europe Ltd.

CH-Zurich

3 Shareholders

Registered shareholders

As of December 31, the holdings of registered shareholders were distributed as follows:

Number of shares held

1 - 100

101 - 1 000

1001 - 10 000

10 001 - 100 000

100 001 - 1 000 000

Total registered shareholders

Significant shareholders / Groups of shareholders

As of December 31, the significant shareholders and their holdings were as follows:

Smartenergy Invest AG Community of heirs of Nef Hans 1) Eberhard Martin

Mirabaud - Equities Swiss Small and Mid

Registered shareholders with holdings of less than 3 % Not registered

Total shares

1) Hans Nef deceased on November 29, 2019

The above table shows the closing balances of the hold-ings of the significant shareholders as of December 31, 2020. All shareholder notifications from 2020 or the pre-vious years can be accessed on the SIX Swiss Exchange website under the following link:www.ser-ag.com/en/resources/notifications-market-participants/significant-shareholders.html

2020 shares

286 654

202 083

95 987

50 000

320 076

81 021

1 035 821

2020 2019

535 448

468 56 2 2

1 063

2020 % of total

27.7 %

19.5 %

9.3 %

4.8 %

30.9 %

7.8 %

100.0 %

449 60 2 2

961

2019 % of total

27.7 %

20.4 %

9.2 %

4.8 %

29.7 %

8.0 %

100.0 %

Shareholder structure

On December 31, the distribution of shareholders by type was as follows:

Type

2020

2019

Individual shareholders

54 %

53 %

Legal entities

34 %

35 %

Nominees, fiduciaries

4%

4%

Not registered

8%

8%

Total

100 %

100 %

On December 31, the distribution of shareholders by domicile was as follows:

Origin

2020

2019

Switzerland

86 %

86 %

Europe (other than Switzerland)

6%

6%

Others

<1%

<1%

Not registered

8%

8%

Total

100 %

100 %

Cross-shareholdings

Edisun Power Europe Ltd. has no cross-shareholdings with other companies.

4 Capital Structure

On December 31, 2020, the capital of Edisun Power Europe Ltd. was as follows:

Ordinary share capital (CHF) Total shares

31 074 630.00 1 035 821

Authorized share capital

The General Assembly of Shareholders held April 24, 2020, approved the creation of authorized share capital of 500000 registered shares with a par value of CHF 30.00 per share. The Board of Directors decides on the conditions of the capital increase. According to the Gen-eral Assembly of Shareholders of April 24, 2020, the sub-scription rights of shareholders might only be limited for the acquisitions of companies, parts of companies or

Changes in share capital

equity stakes, for the financing of investment projects, for a quick and flexible equity raising through a share placement, which would be difficult or result in consid-erably worse conditions if the subscription rights were preserved, or for employee benefit programs.

The authorization granted to the Board of Directors to in-crease the company's share capital with the authorized share capital created has not been used in 2020 and ex-pires on April 23, 2022.

As of December 31, the capital of Edisun Power Europe Ltd. comprises the following:

Changes in share capital

2020

2019

Ordinary share capital (CHF)

31 074 630.00

31 074 630.00

Total shares

1 035 821

1 035 821

512 364

341 576

Authorized share capital (CHF)

15 000 000.00

4 246 290.00

7 500 000.00

-

Authorized shares

500 000

141 543

250 000

-

2018

2017

2016

2015

2014

15 370 920.00 15 370 920.00 17 949 818.80 17 949 818.80 17 949 818.80

512 364

341 576

341 576

5000000.00 5000000.00

95 147

95 147

Shares and participation certificates

Admissibility of nominee registration

Edisun Power Europe Ltd. registered shares have been listed on the SIX Swiss Exchange since September 26, 2008. Since May 12, 2017, the par value is CHF 30.00 per share. Before, since May 7, 2013, the par value has been CHF 52.55 per share, and prior to that it was CHF 100 per share. The share capital is fully paid up. Each ordinary share bears one voting right at the General Assembly of Shareholders and entitlement to dividend payments.

Edisun Power Europe Ltd. has not issued any participa-tion certificates.

Profit sharing certificates

Edisun Power Europe Ltd. has not issued any profit sharing certificates.

Limitations on transferability and nominee registrations

Nominees are persons who have filed an application for registration, and who do not expressly declare them-selves to be holding shares for their own account, and with whom the Board of Directors has reached an agree-ment to this effect. The Board of Directors may enter a nominee in the register of shareholders when the nomi-nee holds voting rights for up to 3 % of the share capital recorded in the commercial register. When a nominee holds 3 % or more of the share capital, the Board of Di-rectors may enter shares held by the nominee in the reg-ister of shareholders if the nominee discloses the name, address and number of shares held by each person on whose account the shares are held.

Legal entities and associations that are linked through capital ownership or voting rights, through common management or in like manner, as well as individuals, legal entities or partnerships that act in concert, syndi-cate or in like manner with the intent to evade the entry restriction, are considered as one nominee within the meaning of this article.

To be recognized as a shareholder with comprehensive rights, an acquirer of shares must submit an application for entry in the share register. The Corporation may refuse the entry in the share register if the applicant does not explicitly declare that it has acquired and will hold the shares in its own name and on its own account. Parties who act together are considered as one person. The Board of Directors may approve exceptions with good reason and no special quorum is required for such a decision.

Granting exceptions in the year under review

During the reporting period, no exceptions to the above listed rules were granted by the Board of Directors.

Procedures and conditions for cancelling statutory privileges and limitations on transferability

In the event that such a situation arises, an absolute ma-jority of the votes represented at the General Assembly of Shareholders and, in case of statutory privileges, an absolute majority of the votes of the beneficiaries repre-sented at the General Assembly of Shareholders, is suf-ficient to proceed with cancellation of statutory privi-leges and limitations on transferability.

Convertible bonds and warrants/options

Edisun Power Europe Ltd. has not issued any convertible bonds, warrants or options.

5 Board of Directors

The Board of Directors may take decisions on all matters that are not reserved for the General Assembly of Share-holders. The Board of Directors is responsible for the ultimate management of the Company as well as for the ultimate supervision of the management. The Board of Director's non-transferable and inalienable duties according to Swiss corporate law include the establish-ment of the organizational structure and the accounting system of the Company, financial control and financial planning, appointment and dismissal of management, overall supervision of management, preparation of the annual report, as well as the General Assembly of Share-holders and making legal notification in the event of qualified indebtedness. The Board of Directors can del-egate the management entirely or in part to individual members of the Board of Directors or to third persons. To this end, the Company has enacted organizational regu-lations, which further detail the duties and competence of the Board of Directors in particular with regard to planning, regulation, supervision and personnel matters.

The Articles of Association restrict the number of group-external mandates for each member of the Board to 5 mandates for listed companies and 15 for other legal entities. Further, a maximum of 10 honorary positions in non-profit organizations are allowed.

Rainer Isenrich, holding both positions, Chairman and CEO, is the only executive member of the Board of Direc-tors. The other members of the Board of Directors have not been members of the Executive Board during the three years prior to the reporting period, nor do any of them have material business relationships with compa-nies in the Edisun Power Group.

Rainer Isenrich, Chairman of the Board

born 1960, Swiss national executive member

Rainer Isenrich has been a member of the company's Board of Directors since May 29, 2015, and has been elected by the General Assembly of Shareholders to serve as the Chairman from that date.

He studied electrical engineering at the Swiss Federal Institute of Technology (ETH) Zurich, gained a master's degree in Management from Georgia Institute of Tech-nology (Atlanta, USA) and completed further studies in Innovation Management at IMD in Lausanne. Rainer Isenrich has accumulated extensive international pro-fessional and management experience in a diverse range of industries and roles. From 1990 to 2005 he worked for Georg Fischer, where, among other positions, he served as Chief Information Officer from 1997 to 2000 and was head of various business units and divisions from 2000 to 2005. From 2005 to 2008 he was CEO of Multi-Contact Group (today: Stäubli Electrical Connectors) and thereby also responsible for Multi-Contact's activities as the market leader in electrical connectors for photovoltaic modules. Subsequently Rainer Isenrich held various po-sitions with automation specialist Infranor and plastics manufacturer Fischer Söhne AG.

He is a member of the board of directors of the following non-listed companies: Verpama AG (member since 2012), Younergy Solar AG (member and President since 2017) and Insolight SA (member since 2018).

Fulvio Micheletti, Vice-Chairman of the BoardReto Klotz, Member of the Board

born 1957, Swiss and Italian non-executive member

born 1952, Swiss national non-executive member

Fulvio Micheletti has been a member of the company's Board of Directors since May 29, 2015.

Reto Klotz has been a member of the company's Board of Directors since May 18, 2018.

Fulvio Micheletti began his career in 1973 with a com-mercial apprenticeship at the Swiss Bank Corporation, and went on to spend almost 40 years at the bank, (which became UBS following a merger in 1998), in various man-agement positions. Most recently, as director for corpo-rate clients, he had overall responsibility for the bank's business customers in Switzerland. He studied at the American Institute of Banking and Finance in New York (1982-1984), at the Swiss Finance Institute in Zürich (1991-1994) as well as at the Wharton Business School (University of Pennsylvania) in Philadelphia (1996). In subsequent years he attended numerous internal train-ing seminars on leadership and management within UBS. Fulvio Micheletti has been an independent busi-ness consultant since 2012 and has taken on director-ships at several medium-sized Swiss companies. He is also an established expert financial specialist and coach for the Swiss Economic Forum.

Fulvio Micheletti was a board director and the CEO of the Federation of Swiss Finance Directors (VSF) (2007-2011) and a non-executive director of Würth Finance Interna-tional B.V. (2007-2011). Since 2012 he has served on the boards of AgricoGas AG and Priora-Group (since 1.1.2020 as Financial Advisor to Priora Luxemburg S.a.r.l., Luxem-burg).

Reto Klotz began his professional career in an architec-tural office with basic training as a draftsman/construc-tion engineer TS. He then continued his education in spatial planning, real estate and construction and ad-ministrative law. From 1977 he worked for the city of Rapperswil for 30 years, from 1977 to 1989 as Construc-tion Secretary and from 1990 to 2006 as head of the con-struction department with responsibility for urban plan-ning, structural and civil engineering, work services, real estate and construction police. In addition, he served as Deputy City Secretary and for 7 years as President of Rapperswil Tourism. In 2007, Reto Klotz founded KLOTZ Immobilien/Bau GmbH, based in Rapperswil. KLOTZ Immobilien/Bau GmbH is a regionally well-established company specializing in real estate trading and manage-ment as well as planning, construction and building law. At the end of 2018, after eleven years, he handed over the operational management to his son but remains owner of the company and will continue to act as a consultant. His new challenge is the management of the partner company KLOTZ Investment GmbH, which was estab-lished in 2018 and is involved in larger and smaller con-struction projects.

José Luis Chorro López, Member of the Board

born 1979, Spanish national non-executive member

José Luis Chorro López has been a member of the com-pany's Board of Directors since May 17, 2019.

He studied law at the University of Valencia, an educa-tion which he completed summa cum laude. He is a law-yer (since 2003) and member of the DSJV (German-Spanish Lawyers Association). José Luis Chorro López has founded two law firms in Spain, focusing on issues in the real estate, banking, food and energy sectors. Paral-lel to his work at various Spanish courts, he specialized in contract negotiations, investment management and corporate restructuring. He also served as insolvency administrator and compliance officer. Since 2012, Mr. Chorro has held various positions within the Swiss Smartenergy Group, currently as Chief Legal Officer.

Election procedure and limits on the term of office

The Articles of Association of Edisun Power Europe Ltd. provide that the Board of Directors consists of three to nine members. As of December 31, 2020, the Board of Directors had four members. The members of the Board of Directors are elected individually at the General As-sembly of Shareholders. All members are elected for a period of one year. The term ends on the day of the Gen-eral Assembly of Shareholders. In the event that a substi-tute is elected to the Board of Directors during a term, the newly elected member finishes the term of his or her pre-decessor. Re-election for successive terms is possible.

Allocation of tasks within the Board of Directors

The Chairman is elected by the General Assembly of Shareholders, which also elects the members of the Nomination and Compensation Committee. Apart from these functions, the Board appoints itself and its Secre-tary. The secretary need not be a member of the Board of Directors or a shareholder. Since October 1, 2014, Reto Simmen, CFO of the Group, has been Secretary of the Board of Directors.

The adoption of resolutions by the Board of Directors requires an absolute majority of the votes cast. In the event of a tie, the chairman of the Board of Directors has the deciding vote. Resolutions to a motion may also be reached in writing if no member of the Board of Directors objects to this process. Minutes of the deliberations and resolutions must be kept and must be signed by the Chairman and Secretary of the Board of Directors. The allocation of assignments between the Board of Direc-tors and the CEO is defined in the Edisun Power Europe Ltd. Organizational Regulations. In accordance with the Organizational Regulations, the Board has appointed an Audit Committee.

Tasks and area of responsibility for Board of Director's committees

The duties and authorities of the committees are de-fined in the Committee Charters of the Board of Direc-tors of Edisun Power Europe Ltd. The committees report to the Board on their activities and findings. The overall responsibility for duties delegated to the committees re-mains with the Board. The committees were established during the course of the initial public offering in Septem-ber 2008. Until then the entire Board of Directors was responsible for all duties.

Nomination and Compensation Committee

As of December 31, 2020, the Nomination and Compen-sation Committee, which was elected at the General As-sembly of Shareholders, had three members: Fulvio Micheletti (Chairman of the Committee), Reto Klotz and José Luis Chorro López. The Nomination and Compensa-tion Committee meets at least once a year, or as often as required. In 2020 the Committee met four times, partly during a regular Board meeting with an average duration of 40 minutes. The meetings were attended by all mem-bers of the Committee.

Audit Committee

As of December 31, 2020, the Audit Committee had three members: Fulvio Micheletti (Chairman of the Commit-tee), Reto Klotz and José Luis Chorro López. The Audit Committee meets at least twice a year, or as often as re-quired. In the year under review, three meetings of the Audit Committee were held. All of the meetings were at-tended by all members of the committee as well as by the CEO and the CFO as guests. Furthermore, the two regular meetings were also attended by the auditors. The average duration of the meetings was 52 minutes.

Within the context of its overall remit, the Audit Commit-tee assesses the work and effectiveness of the external auditor on behalf of the Board of Directors, by evaluating their level of competence, independence, communica-tion, quality of deliverables as well as fees. Furthermore, the Audit Committee assesses the financial control, the financial structure and risk management mechanisms of the company, and reviews the interim and annual fi-nancial accounts of the Group.

The primary tasks of this Committee are to review and propose the compensation structure and the amount of compensation for the members of the Board of Directors and the Management Board, to select and propose suit-able candidates for election to the Board of Directors and for appointment to the Management Board. The Committee submits the relevant proposals and nomina-tions to the Board of Directors.

Working methods of the Board of Directors and its Committees

The Board of Directors convenes ordinary meetings as often as required by the business and the affairs of the Company. Additional meetings or telephone/video con-ferences are held as needed. The Board may pass reso-lutions if the majority of its members is present (includ-ing presence via phone or electronic media), except with respect to resolutions regarding the implementation of capital increases, for which there is no statutory quo-rum. In 2020, the Board of Directors held ten meetings (seven ordinary and three extraordinary meetings) which were always attended by all members of the Committee. No telephone conferences were held in 2020, but five meetings were held by video conference. Usually the meetings of the Board of Directors last half a day. The members of the Management Board take part regularly

in meetings of the Board of Directors to report on special projects in their areas of responsibility. In addition, the Board of Directors receives monthly written reports on current projects, liquidity planning, sale of electricity and budget variances.

events occur, the Management Board is required to in-form the Board of Directors immediately. In connection with meetings of the Board of Directors, the members of the Management Board report to the Board of Directors on their respective business areas.

Definition of areas of responsibility

The Board of Directors has delegated the day-to-day management of Edisun Power to the Executive Manage-ment, except as otherwise provided by law and the Arti-cles of Association. The CEO heads the operational busi-ness and is empowered to fulfill his duties, unless otherwise provided by law, the Articles of Association or the organizational regulations. The specific tasks and areas of authority are specified in the organizational regulations and in the annex to the Company's organiza-tional regulations.

The primary tasks reserved for the Board of Directors are the definition of principles and decisions concerning the subjects of corporate strategy, financial planning, or-ganizational structure, human resources policy and supervision of top management. The Board of Directors is also responsible for the preparation of the annual re-port, the preparation for the General Assembly of Share-holders and the implementation of the resolutions adopted at General Assemblies of Shareholders. Last but not least, the Board approves the formal risk assess-ment which is required by Article 663b of the Swiss Code of Obligations. The Board has approved the design, im-plementation and maintenance of the Internal Control System required under applicable law.

Information and controlling instruments vis-à-vis the Management Board

The Management Board reports regularly, during the Board and Committee meetings, to the Board of Direc-tors on the course of business. Should extraordinary

The standardized reporting consists of monthly written reports on current sale of electricity, projects, liquidity planning and budget variances of the Group. The resul-ting analysis and action taken are presented at each Board meeting by the Mangement Board. Complete con-solidated financial statements under Swiss GAAP FER are prepared on a semi-annual basis and submitted to the Board of Directors.

Risk management analyzes the Group's overall risk ex-posure and supports the strategic decision-making pro-cess. It is therefore linked closely with the Group's stra-tegic management process. The types of risks considered include those concerning the market, business environ-ment, operations, financial risks (including currency, in-terest, cash-flow and liquidity risks), compliance and risks concerning company reputation. The examination of exposure to risk includes the identification of possible opportunities as well as an analysis of threats. The Board of Directors analyzes Group risk at least once a year and discusses it with the Management Board.

6 Management Board

The Management Board is responsible for the operatio-nal management of the company. Furthermore, it pre-pares for and then executes decisions made by the Board of Directors. According to the Organizational Reg-ulations of Edisun Power Europe Ltd. it must, as a mini-mum requirement, include the Chief Executive Officer (CEO) and the Chief Financial Officer (CFO). The Manage-ment Board is appointed by the Board of Directors and currently includes only the CEO and the CFO.

The Articles of Association restrict the number of group-external mandates for each member of the Management Board to 2 mandates for listed companies and 8 for other legal entities. Further, a maximum of 10 honorary posi-tions in non-profit-organizations are allowed.

positions, he served as Chief Information Officer from 1997 to 2000 and was head of various business units and divisions from 2000 to 2005. From 2005 to 2008 he was CEO of Multi-Contact Group (today: Stäubli Electri-cal Connectors) and thereby also responsible for Multi-Contact's activities as the market leader in electrical connectors for photovoltaic modules. Subsequently Rainer Isenrich held various positions with automation specialist Infranor and plastics manufacturer Fischer Söhne AG.

He is a member of the board of directors of the following non-listed companies: Verpama AG (member since 2012), Younergy Solar AG (member and President since 2017) and Insolight SA (member since 2018).

Rainer Isenrich, CEO

Reto Simmen, CFO

born 1960, Swiss national

born 1971, Swiss national

Rainer Isenrich has been CEO of Edisun Power since March 1, 2012. Since May 29, 2015 he was elected to be Chairman of the Board of Directors. From March 1, 2012 until April 30, 2016 he was additionally holding the posi-tion of CFO.

Rainer Isenrich studied electrical engineering at the Swiss Federal Institute of Technology (ETH) Zurich, gained a master's degree in Management from Georgia Institute of Technology (Atlanta, USA) and completed further studies in Innovation Management at IMD in Lausanne. Rainer Isenrich has accumulated extensive international professional and management experience in a diverse range of industries and roles. From 1990 to 2005 he worked for Georg Fischer, where, among other

Reto Simmen joined Edisun Power on October 1, 2014 as head of finance and accounting. Effective May 1, 2016 he was elected by the Board of Directors to become a mem-ber of the Executive Board and Group CFO.

Reto Simmen is an Economics graduate (lic. oec. HSG), qualified as a CAIA (Chartered Alternative Investment Analyst) and has more than 20 years of experience in various functions in the area of corporate finance. After completing his studies in 1996, he began his career in corporate banking with Credit Suisse, and then worked as a corporate finance consultant with Pricewater-houseCoopers from 1999 to 2000. After that, he spent 10 years in investment banking as a financial analyst and partner with Swiss stockbroker NZB Neue Zürcher Bank. From 2010, Reto Simmen worked as an analyst for Rime-sa Unternehmungsberatungs AG, a consulting and in-vestment firm, before joining Edisun Power Group on October 1, 2014.

7 Compensation and Remuneration Report

Composition and method of determining compensation

The compensation principles of Edisun Power Europe Ltd. are based on performance. The compensation pack-ages of Edisun Power Group employees comprise a fixed salary and a variable performance-related salary for middle and top management.

Fixed salary

The fixed salary is intended to give each employee a regular and predictable salary that does not depend on the annual performance of the employee or of Edisun Power Europe Group's business. Salary levels depend on job descriptions and market competitiveness as well as on the skills of each employee. The competitiveness shall be assessed based on comparison with other Euro-pean electricity producers from renewable sources. Salaries are reviewed annually and their evolution de-pends on the individual performance of each employee.

Variable salary

In 2009 the Group introduced a variable salary compo-nent to middle and top management depending on job description and management level. The variable salary component of the Management Board is determined by the Nomination and Compensation Committee based on annual targets with a maximum amount being 30% of fixed salary for the CEO and 20 % for the CFO. The varia-ble part of the salary is calculated as follows: 70% is based on quantitative targets and 30% on qualitative and strategic targets.

Statutory rules concerning compensation and remuneration for members of the Board of Directors and the Management Board

The company's Articles of Association (available online at:www.edisunpower.com/en/home-en/investors-en/ corporate-governance-en/articles-of-association) state in article 13a and 20a rules regarding the variable com-pensation and the issuance of shares, conversion or op-tion rights, the additional amount of compensation for members of the Management Board elected after the resolution of the General Assembly of Shareholders, possible credits and loans to members of the Board of Directors or the Management Board and regarding the voting by the General Assembly of Shareholders regard-ing the compensation.

Determination of compensation for members of the Board of Directors and the Management Board

In accordance with the Articles of Association (article 13a para 1) each year, at the General Assembly of Share-holders, a decision is made on the maximum total remu-neration of the Board of Directors for the period until the next General Assembly of Shareholders, and on the com-pensation of the Management Board for the coming fi-nancial year.

If members join the Management Board during a period for which the remuneration has already been decided, or if they take on additional responsibilities, then the com-pany is authorized to increase the total remuneration already agreed by a maximum of 37 % (article 13a para 5 of the Articles of Association).

For 2020 the quantitative targets were: achieving the budgeted net profit as well as implementing the project pipeline in Portugal. The qualitative and strategic targets for 2020 were: Preparing for further growth and building a pipeline of additional projects.

In compliance with the Articles of Association (article 20a para 8) the company does not grant credit or loans to members of the Board of Directors or the Management Board.

Board of Directors

According to the Articles of Association (article 20a para 1), all members of the Board of Directors receive a fixed fee. The total maximum compensation of CHF 170 000 for the compensation until the next General As-sembly has been approved by the General Assembly 2020. The total compensation includes all social bene-fits as well as other possible compensations. The Nomi-nation and Compensation Committee sets the individual fixed fee for the Chairman and the members of the Board.

Management Board

and expenses (article 20a para 2 ss. of the Articles of As-sociation). The fixed salary is paid in cash on a monthly basis (1/13th with the 13th monthly salary in December) and the variable salary (if any) is paid in cash at the be-ginning of the next fiscal year. In case of a termination of the contract the variable part is paid out on a pro rata basis only in case of a termination by the company.

According to the Articles of Association the total maxi-mum compensation of CHF 660000 for the year under review has been approved by the General Assembly 2019. For 2020, a total Management Board bonus of CHF 70 000 was granted. No further compensation in shares or options of the Group was granted.

The Management Board of Edisun Power Europe Ltd. consists of the CEO and the CFO. Its annual financial compensation consists of a fixed and a variable salary, with customary social benefits (employer's contribution)

The employment contracts of the CEO and the CFO were concluded for an indefinite period of time and may be terminated with six months' notice. These contracts of employment do not include severance compensation.

Remuneration report according to swiss law and the ordinance against excessive compensation in stock exchange listed companies

This remuneration report is subject to the audit by the external auditors.

The following table shows compensation granted to the individual members of the Board of Directors for their activities in the year under review and in the previous year in CHF:

Social benefits

(employer's

Total cash

Total

Financial year

Fixed fee

contribution)

compensation

compensation

Rainer Isenrich

2020

37 000

7 219

44 219

44 219

Chairman from 29.5.2015

2019

32 000

6 248

38 248

38 248

Hans Nef, Vice-Chairman from 29.5.2015

2020

2 083

44

2 128

2 128

Deceased on 29.11.2019

2019

25 000

521

25 521

25 521

Fulvio Micheletti

2020

30 000

2 282

32 282

32 282

Member from 29.5.2015

2019

25 000

1 864

26 864

26 864

Reto Klotz

2020

30 000

860

30 860

30 860

Member from 18.5.2018

2019

25 000

521

25 521

25 521

José Luis Chorro López

2020

30 000

-

30 000

30 000

Member from 17.5.2019

2019

14 583

-

14 583

14 583

2020

2019

Total compensation of the Board of Directors in CHF

139 489

130 737

The following table shows the compensation granted to the CEO and the CFO for their activities in the year under review and in the previous year in CHF:

Social benefits

Variable

(employer's

Total

Financial year

Fixed salary

salary

contribution)

Expenses

compensation

Rainer Isenrich

2020

208 000

45 500

48 719

6 200

308 419

CEO

2019

204 000

65 000

49 296

6 300

324 596

Reto Simmen

2020

187 000

24 500

37 164

0

248 664

CFO

2019

180 000

35 000

36 139

0

251 139

Total compensation

of the Management Board in CHF

2020

2019

557 083

575 735

Additional payments to members of the Board of Directors and the Management Board

Neither in the reporting period nor in the previous year were additional fees paid for services on top of the ordi-nary compensation, nor were any loans awarded or guar-antees given to members of the Board of Directors or the Management Board or persons closely linked to them.

Related parties transactions

There were no other transactions with related parties in 2020 in accordance with Art. 16 of the OaEC.

REPORT OF THE STATUTORY AUDITOR To the General Meeting of

Edisun Power Europe Ltd., Zurich

We have audited the accompanying remuneration report of Edisun Power Europe Ltd. (pages 19-20) for the year ended 31 December 2020.

Responsibility of the Board of Directors

The Board of Directors is responsible for the preparation and overall fair presentation of the remu-neration report in accordance with Swiss law and the Ordinance against Excessive compensation in Stock Exchange Listed Companies (Ordinance). The Board of Directors is also responsible for design-ing the remuneration system and defining individual remuneration packages.

Auditor's Responsibility

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

An audit involves performing procedures to obtain audit evidence on the disclosures made in the re-muneration report with regard to compensation, loans and credits in accordance with articles 14 - 16 of the Ordinance. The procedures selected depend on the auditor's judgment, including the as- sessment of the risks of material misstatements in the remuneration report, whether due to fraud or error. This audit also includes evaluating the reasonableness of the methods applied to value components of remuneration, as well as assessing the overall presentation of the remuneration re-port.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Opinion

In our opinion, the remuneration report of Edisun Power Europe Ltd. for the year ended 31 December 2020 complies with Swiss law and articles 14 - 16 of the Ordinance.

Zurich, 25 March 2021

BDO Ltd

Christoph Tschumi

Guido SchwengelerAuditor in Charge Licensed Audit ExpertLicensed Audit Expert

BDO Ltd, a limited company under Swiss law, incorporated in Zurich, forms part of the international BDO Network of independent member firms.

Corporate Governance Report 2020

Phone +41 44 444 35 55

BDO Ltd

Fax +41 44 444 35 35

Schiffbaustrasse 2

www.bdo.ch

8031 Zurich

8 Shareholders' Participation Rights

Voting rights and representation restrictionsAgenda

Each registered ordinary share bears one voting right at the General Assembly of Shareholders and entitlement to dividend payments (Art. 6 para. 1 of the Articles of Association).

Statutory quorums

To the extent that neither the law nor the Articles of Association provide otherwise, an absolute majority of share votes must be represented at the General Assem-bly of Shareholders for resolutions to be passed and elections to be conducted.

Shareholders who are entitled to vote and who represent at least CHF 1 million or 10 % of the share capital may request items to be added to the agenda. Such requests must be addressed in writing to the Chairman of the Board of Directors no later than 45 days before the meet-ing.

Entries in the share register

The closing date before the General Assembly of Share-holders for registered shareholders to be entered in the share register will be given each time in the invitation to the General Assembly of Shareholders.

Convocation of the General Assembly of Shareholders

Changes of control and defense measures

The General Assembly of Shareholders is held within six months after the financial year is closed.

Extraordinary General Assemblies of Shareholders can be called as often as necessary, particularly in cases re-quired by law.

General Assemblies of Shareholders are convened by the Board of Directors and, if necessary, by the auditors. Extraordinary General Assemblies of Shareholders are convened by the Board of Directors if shareholders rep-resenting at least 10 % of the share capital request such meetings in writing, setting forth the items to be dis-cussed and the proposals to be decided upon.

There are no clauses relating to changes of control or defense measures.

9 Auditors

Duration of the mandate and term of office of the lead auditorInformation instruments pertaining to the external audit

During the General Assembly of Shareholders of May 12, 2017, BDO AG was appointed as new auditor based on their level of competence, their independence and the economic offer. BDO AG was elected for a term of one year with Christoph Tschumi beeing the lead auditor. In 2020 BDO AG has been reappointed and Christoph Tschumi continues to be responsible for the existing au-diting mandate.

Fees

The fees charged by BDO AG to the Edisun Power Group during the financial years 2020 and 2019, were as fol-lows (in CHF):

2020

2019

Audit service

52 400

52 400

Audit related services

5 700

69 000

Other services

0

0

Total

58 100

121 400

Audit services are defined as the standard audit work that needs to be performed each year in order to issue opinions on the Consolidated Financial Statements of the Edisun Power Group, the Remunaration Report as well as opinions on the local statutory accounts of Edisun Power Europe Ltd.

Audit related services are defined as audit work for capi-tal increases and other statutory required confirma-tions.

Other services include consulting, legal and tax support.

Prior to the start of the annual audit, BDO presented a detailed annual audit plan to the Audit Committee, in-cluding the proposed audit fees. At the end of the audit, BDO presents a detailed report to the Audit Committee on the conduct of the financial statements audit, the findings (if any) on significant financial accounting and reporting issues as well as the findings (if any) on the Group's internal control system (ICS). The Audit Commit-tee of the Board of Directors reviews the performance, compensation and independence of the external audi-tors on a regular basis. The Audit Committee regularly reports its findings to the Board of Directors.

10 Information Policy

11 Financial Calendar

The Edisun Power Group reports to shareholders, the capital market, employees and the public at large in a transparent and timely manner, concerning its strategy, its global activities and the current state of the company. We nurture an open dialogue with our most important stakeholders, based on mutual respect and trust. This enables us to promote an understanding of our objec-tives, strategy and business activities, and to ensure a high degree of awareness about our company.

As a listed company, Edisun Power Europe Ltd. is com-mitted to disclosing facts that may materially affect the share price (ad-hoc disclosure, Art. 53 of the SIX listing rules). Members of the Board of Directors and the Man-agement Board are subject to SIX rules on the disclosure of management transactions. These can be accessed on the SIX website (www.ser-ag.com/en/resources/ notifications-market-participants/management-transactions.html).

The most important information tools are: the annual and semi-annual reports, the website (www.edisunpower.com/en/home-en), the newsletter and media releases (subscription at:www.edisunpower.com/en/home-en/investors-en/ad-hoc-press-release/subscribe-en),

as well as the General Assembly of Shareholders.

April 23, 2021

General Assembly of Shareholders of Edisun Power Europe Ltd.

August 27, 2021

Publication of Semi-Annual Report as of June 30, 2021

Media Information

March 25, 2022

Publication of the Annual Report as of December 31, 2021

Media Information

April 22, 2022

General Assembly of Shareholders of Edisun Power Europe Ltd.

Contact

Edisun Power Europe Ltd. Investor Relations Universitätstrasse 51 8006 Zurich Switzerland

Phone +41 44 266 61 20 Fax +41 44 266 61 22

E-Mail:info@edisunpower.comwww.edisunpower.com

Investor Relations Reto Simmen

Share register Computershare Schweiz AG Baslerstrasse 90

Postfach

4601 Olten Switzerland

Consolidated Financial Statements of Edisun Power Europe Ltd.

Consolidated Balance Sheet

31.12.2020

31.12.2019

Notes

TCHF

TCHF

Assets

Cash and cash equivalents

3

28 409

32 751

Trade receivables

4

2 293

2 203

Other receivables and current assets

4

1 141

1 733

Financial assets

533

0

Total current assets

32 376

36 688

Land, plant and equipment

5

166 146

136 033

Intangible assets

6

184

274

Financial and other long-term assets

7

3 604

2 658

Total non-current assets

169 934

138 965

Total assets

202 310

175 652

Liabilities and equity

Borrowings

9

Trade payables

8

Other payables

8

Accrued cost

8

Income tax liabilities

Total current liabilities

Borrowings

9

Provisions

10

Total non-current liabilities

Total liabilities

120 569

95 845

Share capital

11

31 075

31 075

Share premium

11.1

46 777

47 916

Retained earnings and currency translation differences

11.3

3 889

817

Total equity

81 741

79 808

Total liabilities and equity

202 310

175 652

The notes are an integral part of these consolidated financial statements.

15 073

3 170

386

312

509

443

7 622

4 980

476

326

24 066

9 230

95 611

85 741

891

874

96 503

86 615

Consolidated Income Statement

2020

2019

Notes

TCHF

TCHF

Revenue from sale of electricity

2.15/12

11 743

13 553

Other operating income

2.15/12

623

709

Total revenues

12 367

14 262

Personnel expenses

13/14

- 822

- 843

Rental and maintenance expenses

15

- 1 363

- 1 397

Administration expenses

- 600

- 623

Advertising expenses

- 10

-7

Other operating expenses

- 871

- 1 049

Earnings before interest, tax, depreciation, amortization and

deconsolidation (EBITDA)

8 700

10 343

Depreciation and amortization

5/6

- 4 454

- 4 572

Impairment reversal

5.1

559

181

Operating profit (EBIT)

4 805

5 953

Financial income

16

1 512

469

Financial expenses

16

- 2 547

- 2 460

Net profit before income tax

3 770

3 962

Income tax

17

- 476

- 366

Net profit

3 294

3 596

attributable to shareholders of Edisun Power Europe Ltd.

3 294

3 596

Earnings per share attributable to shareholders of

Edisun Power Europe Ltd. during the year (expressed in CHF per share):

basic and diluted

18

3.18

5.96

The notes are an integral part of these consolidated financial statements.

Consolidated Cash Flow Statement

2020

2019

Notes

TCHF

TCHF

Net profit

3 294

3 596

Reversal of non-cash items:

Depreciation and amortization

5/6

4 454

4 572

Impairment reversal

5.1

- 559

- 181

Change in accruals and provisions

- 76

823

Financial income

16

- 1 512

- 469

Financial expense

16

2 547

2 460

Income tax expense

17

476

366

Change in receivables and other current assets

634

- 1 443

Change in payables

141

52

Interest paid

- 2 210

- 2 357

Taxes paid

- 321

- 220

Other non-cash items

- 148

-1

Cash flow from operating activities

6 720

7 196

Investments in plant and equipment

5

- 31 443

- 6 581

Investments in intangible assets

6

-9

- 91

Business acquisition, incl. capitalized cost

5

0

- 17 066

Investments in/repayment from financial assets

- 158

- 1 960

Interest received

1

1

Cash flow from investing activities

- 31 610

- 25 696

Capital increase, net of transaction costs

11.1

0

27 840

Issuance of bonds, net of transaction costs

9.2

0

22 564

Repayment of bonds

0

0

Increase of other borrowings

24 663

424

Repayment of other borrowings

- 3 001

- 4 373

Distribution of capital contribution reserves

- 1 139

- 512

Cash flow from financing activities

20 522

45 942

Net change in cash and cash equivalents

- 4 368

27 441

Cash and cash equivalents at the beginning of the year

3

32 751

5 613

Exchange effects on cash and cash equivalents

26

- 303

Cash and cash equivalents at the end of the period

3

28 409

32 751

The notes are an integral part of these consolidated financial statements.

Consolidated Statement of Changes in Equity

Attributable to shareholders of the CompanyTCHF

December 31, 2018

Capital increase

Distribution of capital contribution reserves Net profit

Currency translation

December 31, 2019

Distribution of capital contribution reserves Net profit

Currency translation

December 31, 2020

Share capital

15 371

15 704

31075

31075

Share premium

The notes are an integral part of these consolidated financial statements.

Retained earnings

4 943

2 261

43 486 - 512

3 596

47 916

5 857

- 1 139

3 294

46 777

9 151

Currency translation differences

- 2 382

- 2 658

-5040

- 221

- 5 262

Notes to the Consolidated Financial Statements of Edisun Power Europe Ltd.

1 General Information

Edisun Power Europe Ltd. ('the Company') and its sub-sidiaries (together 'the Group') finance and operate pho-tovoltaic systems (PV) in Europe and sell solar energy to local electricity companies. The Group is present in Swit-zerland, Germany, Spain, France, Italy and Portugal.

Edisun Power Europe Ltd. is a limited company domi-ciled and incorporated in Switzerland. The address of the registered office is Universitätstrasse 51, 8006 Zurich, Switzerland.

The Company is listed on the SIX Swiss Exchange.

These consolidated financial statements were author-ized for issue by the Board of Directors on March 25, 2021. They are subject to formal approval by the annual general meeting.

1.1 Group companies

The consolidated financial statements include Edisun Power Europe Ltd. and the companies under its control.

Switzerland

Edisun Power Europe Ltd., Zurich

Edisun Power Switzerland Ltd., Zurich

Germany

Edisun Power PLC, Sigmaringen

Edisun Power Beteiligungs UG, Sigmaringen

PV Hörselgau UG & Co. KG, Sigmaringen

PV Leipzig Alter Flughafen UG & Co. KG, Sigmaringen

Ownership OwnershipSpain

Edisun Power Iberia SA, Madrid

Edisun Power Iberia Beta SA, Madrid

Edisun Power Iberia Gamma SA, Madrid

Edisun Power Iberia Delta SA, Madrid

Edisun Power Iberia Epsilon SA, Madrid

Salinas Energia Solar SL, Madrid

Cortadeta Fotovoltaica SL, Madrid

Sol de Tilla SL, Madrid

Digrun Grun SL, Madrid

Tenpro Renovables SL, Madrid

Renovables del Condado SL, Madrid

Smartenergy Sol20120014 SL, Madrid

Smartenergy Sol20120016 SL, Madrid

France

Edisun Power France SAS, Lyon

Sainte Maxime Solaire SAS, Sainte-Maxime

Italy

2020

2019

Activity 1)

Edisun Power Italia SRL, Andriano CTG Baal SRL, Andriano

Ownership Ownership

2020 100.0 %

2019 100.0 %

Activity 1)

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

100.0 %

Portugal

100.0 %

100.0 %

Smartenergy 1705 Lda., Lisbon Smartenergy 1706 SA, Lisbon HCMI-SGPS SA, Lisbon

100.0 %

100.0 %

Central Fotovoltaica da Mina Lda., Lisbon

100.0 %

100.0 %

Ignichoice Renewable Energy SA, Lisbon

100.0 %

100.0 %

100.0 %

100.0 %

Smartenergy 1810 Lda., Lisbon Smartenergy 1813 Lda., Lisbon Smartenergy 1814 Lda., Lisbon

100.0 % 100.0 %

100.0 % 100.0 %

100.0 % 100.0 %

100.0 % 100.0 %

100.0 %

100.0 %

100.0 % 100.0 %

100.0 % 100.0 %

100.0 %

100.0 %

1)

Services, holding company functionsOperation of photovoltaic systems (PV), selling of solar energy

2 Summary of Significant Accounting Policies

The principal accounting policies applied in the prepara-tion of these consolidated financial statements are set out below. These policies have been applied consistently in all the years presented, unless otherwise stated.

2.1 Basis for the preparation of the consolidated financial statements

The consolidated financial statements of Edisun Power Europe Ltd. have been prepared in accordance with the Accounting and Reporting Recommendations Swiss GAAP FER. The entire framework has been applied. The consolidated financial statements have been prepared under the historical cost convention, except as disclosed in the accounting policies below, where a standard or an interpretation requires a different measurement meth-od.

All amounts in these financial statements are rounded individually.

2.2 Consolidation

The Group applies the acquisition method to account for acquisition of subsidiaries. The consideration trans-ferred includes the fair value of any asset or liability. Identifiable assets acquired and liabilities and contin-gent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date.

Acquisition-related costs are capitalized as incurred.

Goodwill is measured initially as the excess of the aggre-gate of the consideration transferred and the fair value of minority interest over the net identifiable assets ac-quired and liabilities assumed.

Intercompany transactions, balances and unrealized gains on transactions between Group companies are eliminated. Unrealized losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

All fully consolidated subsidiaries are listed in the Gen-eral Information. December 31 represents the uniform closing date for all companies included in the consoli-dated financial statements. The accounting policies of the subsidiaries are consistent with the policies adopted by the Group.

(a) Subsidiaries

Subsidiaries are all the entities over which the Group has the power to govern the financial and operating policies, which generally accompanies a shareholding that repre-sents more than one half of the voting rights. The exist-ence and effect of potential voting rights that are cur-rently exercisable or convertible are considered when assessing whether the Group controls a given entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group and are de-consolidated from the date that control ceases.

(b) Transactions and non-controlling interests Changes in a parent's ownership interest in a subsidiary that do not result in the loss of control are accounted for as equity transactions. Any difference between the amount by which the minority interests are adjusted and the fair value of the consideration paid or received shall be recognized directly in equity. For purchases from non-controlling interests, the difference between any consid-eration paid and the relevant share acquired of the car-rying value of net assets of the subsidiary is recorded in equity. Gains or losses on disposals to non-controlling interests are also recorded in equity.

2.3 Foreign currency translation

(a) Functional and presentation currency

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity oper-ates (the 'functional currency'). The consolidated finan-cial statements are presented in CHF, which is the Com-pany's functional and the Group's presentation currency.

(b) Transactions and balances

Transactions in foreign currency are recorded and trans-lated into CHF using the actual exchange rate on the transaction date. The resulting translation differences are included in the income statement as exchange gains or losses.

Monetary assets and liabilities in foreign currencies are translated into the functional currency on the balance-sheet date at the year-end rates of exchange. Non-mon-etary items are translated using the exchange rate pre-vailing on the transaction date. Translation differences are recorded in the income statement.

On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments des-ignated as hedges of such investments, are taken to shareholders' equity. When a foreign operation is partial-ly disposed of or sold, exchange differences that were recorded in equity are recognized in the income state-ment as part of the gain or loss on sale.

The Group has offset the accumulated exchange gains and losses that result from translating the financial statements of subsidiaries and associates up to the date of transition to Swiss GAAP FER on January 1, 2012 di-rectly against retained earnings, and no longer reports them seperately in equity.

Goodwill and fair-value adjustments arising on the ac-quisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated using the closing rate.

The CHF/EUR exchange rates relevant to the annual con-solidated financial statements were:

(c) Group companies

The results and financial position of all Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the pres-entation currency as follows:

  • • assets and liabilities for each balance sheet pre-sented are translated using the closing rate on the date of that balance sheet;

  • • income and expenses for each income statement are translated using average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated on the dates of the transactions);

  • • all resulting exchange differences are recognized in accumulated deficits.

1 EUR

31.12.2020

Average 2020

31.12.2019

Average 2019

1.0823

1.0712

1.0854

1.1142

2.4 Land, plant and equipment

Land consists of property that has been bought on which to build PV plants and is shown at cost. All other plant and equipment are stated at cost less cumulative depre-ciation. Historical cost includes expenditure that is di-rectly attributable to the acquisition or construction of the items. Borrowing costs that are directly attributable to the construction of PV plants are capitalized as part of the cost of this asset when specific criteria according to Swiss GAAP FER 18 are met.

Subsequent costs are included in the asset's carrying amount or recognized as a separate asset, as appropri-ate, only when it is probable that future economic bene-fits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carry-ing amount of the replaced part is derecognized. All oth-er repairs and maintenance are charged to the income statement during the financial period in which they are incurred.

Land is not depreciated. Depreciation on other assets is calculated using the straight-line method to allocate their cost in excess of their residual values over their es-timated useful lives, as follows:

Plant

Furniture, fittings and equipment (FF&E)

20 - 30 years 3 - 4 years

The assets' residual values and useful lives have been reviewed and updated at the balance-sheet date.

2.5 Intangible assets

(a) Goodwill

Goodwill represents the excess of the cost of an acquisi-tion over the fair value of the Group's share of the net identifiable assets of the acquired subsidiary/associate at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in "intangible assets". Goodwill on acquisitions of associates is included in 'investments in associates' and is tested for impairment as part of the overall balance. Goodwill is amortized over a period of 5 years.

(b) Trademarks and licenses

Acquired trademarks and licenses are shown at histori-cal cost. Trademarks and licenses have a finite useful life and are carried at cost less accumulated amortization. Amortization is calculated using the straight-line meth-od to allocate the cost of trademarks and licenses over their estimated useful lives (15 - 20 years).

An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with carrying amount and are recognized with-in "Other operating income" in the income statement.

(c) Other intangibles

Other intangibles include capitalized software expenses and are carried at historical cost less accumulated amortization. Amortization is calculated using the straight-line method to allocate the cost of software over its estimated useful life (5 years).

Grants from electricity operators related to the con-struction of PV plants are recognized at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all attached conditions. The costs of the plant are reduced by the grant received resulting in a reduced depreciation charge in the future.

2.6 Impairment of intangible and tangible assets

Assets that are subject to amortization are reviewed for impairment whenever events or changes in circum-stances indicate that the carrying amount may not be recoverable at every balance sheet date. If indicators for a continuous impairment exist, the recoverable amount is determined. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value

in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are sep-arately identifiable cash flows (cash-generating units).

2.7 Trade receivables

Trade receivables, which generally have a 30-day term, are recognized initially at nominal value less provision for impairment. A provision for impairment of trade re-ceivables is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of receivables. The amount of the provision is the difference between the asset's carrying amount and the present value of esti-mated future cash flows, discounted at the effective in-terest rate. The amount of the provision is recognized in the income statement.

2.10 Trade payables and other payables

Trade payables and other payables are recognized at nominal value.

2.11 Borrowings

Borrowings (loans and straight bonds) are recognized initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the in-come statement over the period of the borrowings using the effective interest method.

Borrowings are classified as current liabilities unless payments can be deferred for at least 12 months.

2.8 Cash and cash equivalents

2.12 Current and deferred income tax

Cash and cash equivalents includes cash in hand, depos-its held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities on the balance sheet.

2.9 Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to issuing new shares are shown in equity as a deduction, net of tax, from the proceeds.

When any Group company purchases the Company's equity share capital (treasury shares), the consideration paid, including any directly attributable incremental costs (net of income tax), is deducted from equity attributable to the Company's equity holders until the shares are cancelled or reissued.

The current income tax charge is calculated on the basis of the tax laws enacted or substantially enacted at the balance sheet date in the countries where the Group's subsidiaries and associates operate and generate taxable income. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation and establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. De-ferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance-sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.

Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be avail-able against which the temporary differences can be uti-lized. Deferred tax assets on tax loss carry forwards are not recognized.

Deferred income tax is provided on temporary differenc-es arising on investments in subsidiaries and associ-ates, except where the timing of the reversal of the tem-porary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future.

is shown net of value-added tax and after eliminating sales within the Group.

The Group recognizes revenue when the amount of rev-enue can be reliably measured, when it is likely that fu-ture economic benefits will flow to the entity, and when specific criteria have been met for each of the Group's activities as described below. The amount of revenue is not considered to be measurable reliably until all contin-gencies relating to the sale have been resolved. The Group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction, and the specifics of each arrangement.

2.13 Employee benefits

Pension obligations

The Group only has employees in Switzerland under a single plan. The plan is funded through payments to a collective pension fund.

2.14 Provisions

Provisions are recognized when the Group has a legal or constructive obligation as a result of past events (e.g. dismantling cost for PV plants) when it is likely that an outflow of resources will be required to settle the obliga-tion, and when a reliable estimate of the amount can be made. The costs associated with the dismantling of PV plants are capitalized in the carrying value of property, plant and equipment and depreciated over the life of the asset. The total provisions related to the PV plants, dis-counted to present value, are recorded under long-term provisions.

2.15 Revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the ordinary course of the Group's activities. Revenue

(a) Revenue for sale of electricity

The Group sells solar energy to local electricity firms. These sales are usually based on a long-term (20 to 30-year) fixed-price contract and recognized in the period the delivery took place. In Switzerland, there are con-tracts with Zurich's electricity supplier EWZ (Elek-trizitätswerk der Stadt Zürich) and with SIG (Service in-dustriels de Genève). One contract is based on KEV (Kostendeckende Einspeisevergütung) since 1.1.2009. In Germany, the amount of the compensation is based on the German Renewable Energy Sources Act (EEG) dated 2000 and amended in later years. In Spain, the current regulatory framework is as of July 12, 2013, embodied in the Royal Legislative Decree 9/2013, the Royal Decree 413/2013 as well as the ministerial order 1045/2014. Un-til July 12, 2013, the compensations were based on the Royal Decrees 661/2007, 1578/2008 as well as in the Royal Decree 6/2009. The compensation in France is based on the "Arrêté du 10 juillet 2006" and the "Arrêté du 12 janvier 2010" as well as on Decrees 2000-1196 and 2009-252. In Italy, the compensation is based on the II Conto Energia (Ministerial Decree 19/02/07 and AEEG resolution No. 90/07).

If circumstances arise that may change the original esti-mates of revenues, costs or extent of progress toward completion, estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs and are reflected in income in the period in which the circumstances that have given rise to the revi-sion become known by management.

(b) Other operating income

Other operating income mainly includes revenues from both the provision of assets management services for third-party PV systems and from support for the de-velopment of new PV projects by providing financing guarantees as well as insurance compensations for yield losses.

2.16 Leases

Leases in which a significant portion of the risks and re-wards of ownership are retained by the lessor are classi-fied as operating leases. Payments made under operat-ing leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

2.17 Distribution of dividends and capital contribution reserves

The distribution of dividends and capital contribution reserves to shareholders of Edisun Power Europe Ltd. is recognized as a liability in the Group's consolidated financial statements in the period in which the dividends are approved by the Company's shareholders.

3 Cash and Cash Equivalents

31.12.2020 31.12.2019

Cash on hand Banks

0

32 751

32 751

31.12.2020

31.12.2019

Trade receivables

2 294

2 204

Other receivables and current assets

1 141

1 733

Less: provision for impairment of

-1

-1

trade receivables

Trade and other receivables - net

3 434

3 936

Current portion

3 434

3 936

Total

4 Trade and Other Receivables

0 28 409

28 409

5 Land, Plant and Equipment

2020

Gross Value

Land

Opening gross book amount - January 1 Exchange differences

Additions

Disposals

Change in consolidation scope Reclassifications

Closing gross book amount - December 31

Accumulated depreciation

1 036 -3 - - - - 1 033

Opening amount - January 1 Exchange differences Disposals Depreciation charge Impairment Reclassification

619 -2

Closing amount - December 31

PV PlantsAssets under construction

106 251

- 15

57 784

- 180

743 - -

33 322 - -

FF&E

39 643 146 622

- 39 609 51 318

Total

256 - - - - - 256

165 328

- 198

34 064 - -

35 199 229

- - - - 617

28 423

- 34 -

4 383

- 559 - 32 213

- - - - - - -

254 - - 1 - - 254

  • 29 295

    - 36 -

  • 4 384

  • - 559 -

  • 33 084

Net book value - January 1

Net book value - December 31

418 416

77 829 114 410

57 784 51 318

3 2

136 033 166 146

2019

Gross value

Land

Opening gross book amount - January 1 Exchange differences

Additions

Disposals

Change in consolidation scope Reclassifications

Closing gross book amount - December 31

PV PlantsAssets under construction

1 075 - 39 - - - - 1 036

109 988

- 3 763

- - 962

35 - -

9 985 -

- 10 106 251

48 761 -

57 784

FF&E

Total

254 -5 - - - 7 256

111 317

- 4 769

10 020 -

48 761

-2 165 328

Land

Accumulated depreciation Opening amount - January 1 Exchange differences Disposals Depreciation charge Impairment reversal Reclassification

642 - 23

Closing amount - December 31

PV PlantsAssets under construction

- - - - 619

25 017

- 920 -

4 513

- 181

-5 28 423

- - - - - - -

FF&E

Total

254

  • 25 913

    -5 -

  • - 948 -

    1 -

  • 4 514

  • - 181

    3 254

    -2

  • 29 296

Net book value - January 1

Net book value - December 31

The PV plants' current and future receivables from the sale of solar power to local electricity companies are par-tially pledged to secure third-party loans (see note 21).

5.1 Impairment of PV plants

The Company performed a detailed impairment test for each PV plant individually as per December 31, 2020.

Interest rates after tax (Weighted Average Cost of Capital, WACC) have been reviewed and adjusted for each seg-ment as follows:

2020

2019

Spain

4.1 %

4.2 %

Germany

2.9 %

2.9 %

Switzerland

3.4 %

3.5 %

France

3.8 %

3.5 %

Italy

5.1 %

5.2 %

Portugal

5.0 %

4.2 %

For three PV plants in Spain and in Germany, it was pos-sible to reverse part of the earlier recorded impairment in the amount of TCHF 559 in total based on a lower-than-expected reduction of the feed-in tariffs in Spain in the mid- to long-term as well as due to a non-occurrence of previously expected one-off costs in Germany.

433 418

84 971 77 828

- 57 784

- 3

85 405 136 033

5.2 Purchase and sale of PV plants / subsidiaries

No PV plants or subsidiaries were bought or sold in 2020.

In 2019, the following five photovoltaic projects were acquired:

In February 2019, the Company signed the contracts to purchase the 49 MW photovoltaic construction project "Mogadouro" in north-eastern Portugal for a total con-sideration of about CHF 8.4 million, paid in cash and by a capital increase through contribution in kind. On Decem-ber 30, 2020, the photovoltaic plant was connected to the Portuguese electricity grid.

In July 2019, Edisun Power signed the contracts to pur-chase another 23 MW photovoltaic construction project "Betty" in Portugal for a total price of approximately CHF 6.4 million. The transaction had again been financed via a cash payment and a capital increase through contribu-tion in kind. The project is still in execution.

In September 2019, the Company acquired the rights to three more photovoltaic projects "PQS" in southern Por-tugal with a total capacity of 134 MW. The purchase price amounted to about CHF 33.7 million and had been paid in cash as well as by offsetting receivables in connection with a large ordinary capital increase carried out in November 2019. The projects are still in execution.

The companies acquired in 2019 consisted of the following positions:

Project

Mogadouro

Project

Projects

Total

Betty

PQS

Cash and cash equivalents

58

15

37

110

Land, plant and equipment

8 387

6 438

33 934

48 759

Other assets

-

-

47

47

Interest-bearing liabilities

-

-

-

-

Other liabilities

4

45

341

390

Net assets acquired

8 441

6 408

33 677

48 526

Acquisition price

8 441

6 408

33 677

48 526

of which paid:

in cash

2 616

3 625

10 935

17 176

by a capital increase through contribution in kind

5 825

2 782

-

8 607

by offsetting payables with share subscriptions of a capital increase

-

-

22 743

22 743

Consequently, no goodwill had been acquired through these acquisitions.

6 Intangible Assets

2020

Gross Value

Total

Opening gross book amount - January 1 926

Exchange differences -1

Additions 16

Disposals

Change in consolidation scope Reclassifications

- - - 35

Closing gross book amount - December 31 907

Accumulated depreciation

Opening amount - January 1 652

Exchange differences Disposals Depreciation charge Impairment Reclassification

- - 70 - -

Closing amount - December 31 722

Net book value - January 1 274

Net book value - December 31 184

2019

Gross value

Opening gross book amount - January 1 Exchange differences

Additions

Disposals

Change in consolidation scope Reclassifications

Closing gross book amount - December 31

Total

829

- 10

119 - -

- 12 926

Total

Accumulated depreciation Opening amount - January 1 Exchange differences Disposals Depreciation charge Impairment Reclassification

612

-5 -

57 -

- 12

Closing amount - December 31 652

Net book value - January 1 217

Net book value - December 31 274

Intangible Assets include capitalized software expenses and licenses.

7 Financial and Other Long-term Assets

Prepayments / deferred cost long-term Other long-term financial assets

Total financial and other long-term assets

Prepayments consist mainly of prepaid roof and land rents. Other long-term assets mainly include guarantees deposited with the Portuguese state energy authority "DGEG" (Direção Geral de Energia e Geologia) to ensure the execution of the PV projects as well as accrued inter-est income on payments for PV projects.

31.12.2020

767

31.12.2019

  • 2 837

    628 2 030

  • 3 604

2 658

8 Trade and Other Payables

The following table provides details on trade payables and other payables:

Trade payables

Payables to related parties Value added taxes

Social security and other taxes Other

Total

31.12.2020

31.12.2019

353 32

296 16

374

339

24 111

0 105

895

755

The following table provides details on accrued costs:

31.12.2020

31.12.2019

31.12.2020

31.12.2019

Interest on borrowings

510

450

CHF

52 510

52 467

Other accrued cost

7 112

4 530

EUR

58 174

36 444

Total

7 622

4 980

Total

110 684

88 911

9 Borrowings

31.12.2020

Current

Loans from third-party Straight bonds from third-party

2 823

12 250

Total current borrowings

15 073

Non-current

Loans from third-party Straight bonds from third-party

55 802

39 810

Total non-current borrowings

31.12.2019

3 170

3 170

33 724

52 017

95 611

85 741

The carrying amounts (in TCHF) of the Group's borrow-ings are denominated in the following currencies:

0

Other accrued cost include TCHF 6 028 outstanding invoices for the construction of the PV plants in Portugal.

At the end of 2020, the Group had unused credit lines amounting to TEUR 4 970 in total (2019: 5 805).

9.1 Loans from third-parties

At year-end, maturities of debt were as follows:

31.12.2020

31.12.2019

Within 1 year

2 823

3 170

Within 2 to 5 years

12 808

11 872

After 5 years

42 994

21 853

Total loans from third parties

58 624

36 894

The following tables provide details on the conditions of the loans from third-parties:

2020

Final maturity

2024

2025

2026

2027

2029

2031

2034

2037

2038

2019

Interest rateamount

Final maturity

2.5 %

721 2020

1.4 - 5.9 %

728 2024

1.8 - 6.1 %

4 898 2025

2.9 - 5.1 %

2 530 2026

3.0 %

5 839 2027

1.9 - 3.0 %

9 057 2029

2.0 - 2.9 %

700 2031

3.3 %

11 323 2034

3.0 %

22 829 2038

Interest rateamount

2.5 %

450

2.5 %

271

4.5 - 5.9 %

891

1.8 - 6.1 %

5 616

2.9 - 5.1 %

2 888

3.3 %

3 254

1.9 - 3.3 %

7 056

2.0 - 2.9 %

710

3.3 %

15 759

Total

9.2 Straight bonds

The Group has issued several straight bonds:

Edisun Power Europe Ltd.

58 624

TotalNominal value in 000 local currency

2.25 % Bond 2015 - 2023 (CHF) 2.00 % Bond 2016 - 2021 (CHF) 2.00 % Bond 2017 - 2022 (CHF) 2.00 % Bond 2019 - 2024 (CHF)

3 980

12 250

13 315

22 615

Total

31.12.2020

Book value in 000 CHF

3 944

12 250

13 292

22 574

52 060

36 894

31.12.2019

Book value in 000 CHF

3 930

12 235

13 285

22 567

52 017

10 Provisions

Deferred tax liabilities

Year ended December 31, 2020

At beginning of the year Exchange differences Additions

Use Reversal

Change in consolidation scope At the end of the year thereof short-term thereof long-term

Year ended December 31, 2019

At beginning of the year Exchange differences Additions

Use Reversal

Change in consolidation scope At the end of the year thereof short-term thereof long-term

517 -1 5 - - - 521 - 521

532 - 19 5 - - - 517 - 517

Provisions for dismantling PV plants after termination of the contract with the owner (generally 20 - 30 years after construction of the PV plant) are based on future esti-mated costs discounted at a rate of 5 % (2019: 5 %).

Other provisions (long-term) include a provision in the amount of TCHF 51 (2019: TCHF 51) for a potential lawsuit regarding a defective construction of a rooftop installa-tion. Group management has used best estimates to measure the potential outcome and came to the conclu-sion that provisions are still accurate for this case.

Provisions for dismantling

305 -1 15 - - - 320 - 320

299 - 10 16 - - - 305 - 305

Other provisionsTotal

51 874

- -2

- 20

- - - 51 -- - - 891 -

51 891

53 885

-2 - - - - 51 - 51

- 31 21 - - - 874 - 874

11 Share Capital

11.1 Share premium

The share capital of Edisun Power Europe Ltd. entered in the commercial register amounts to TCHF 31 075 and is fully paid up. It consists of 1 035 821 ordinary shares with a nominal value of CHF 30.00 each.

In addition, the Board of Directors has been granted the right to increase the share capital of Edisun Power Eu-rope Ltd. until April 23, 2022 by a maximum aggregate amount of CHF 15.0 million (500 000 fully paid registered shares with a par value of CHF 30.00 each).

In 2019, the share capital of Edisun Power Europe Ltd. was increased from TCHF 15 371 to TCHF 31 075 in three steps. Firstly, the share capital was increased from TCHF 15 371 to TCHF 17 794 on June 20 through the issue of 80 782 fully paid registered shares with a par value of CHF 30.00 each via a contribution in kind out of author-ized capital. Secondly, it was increased from TCHF 17 794 to TCHF 18624 on September 5 through the issue of 27 675 fully paid registered shares with a par value of CHF 30.00 each, again via a contribution in kind out of authorized capital. Finally, the share capital was increased from TCHF 18 624 to TCHF 31 075 on Novem-ber 27 through the issue of 415 000 fully paid registered shares with a par value of CHF 30.00 each as part of an ordinary capital increase, partially paid in cash and par-tially by offsetting payables.

In 2020, the distribution of TCHF 1139 of the capital con-tribution reserve was recorded to the Share Premium.

In 2019, a capital contribution reserve of TCHF 44778 was created in the Share Premium in the course of the three capital increases carried out in June, September and November (see note 11). In addition, transaction cost of TCHF 1292 relating to the capital increases were de-ducted from the Share Premium. No internal expenses from management etc. were included in the transaction cost. Any internal cost had been charged to the in-come statement as incurred. Finally, the distribution of TCHF 512 of the capital contribution reserve was record-ed to the Share Premium.

11.2 Own shares

As of the balance sheet date, neither Edisun Power Eu-rope Ltd. nor any of its subsidiaries hold their own shares.

11.3 Accumulated deficits/retained earnings and currency translation differences

Accumulated deficits/retained earnings comprise accu-mulated and unappropriated earnings.

The consolidated accumulated deficits/retained earn-ings include non-distributable legal reserves of TCHF 347 (2019: TCHF 303).

Total currency translation differences amount to TCHF -221 (2019: -2 658), of which TCHF -85 (2019: -1 508) are arising from long-term intercompany loans with equity character.

12 Information by Segment

The segment revenues for the year ended December 31, 2020, are as follows:

Switzerland Germany

Total segment revenue Inter-segment revenue

Revenue from external customers EBITDA

EBITDA in % of revenue

SpainFrance

1 070 - 1 070 920 86.0 %

  • 1 477 -6 308 -

    • 2 801 -

  • 1 477

    6 308

    • 2 801

  • 1 137 77.0 %

4 454 70.6 %

  • 2 228 79.5 %

The segment revenues for the year ended December 31, 2019, are as follows:

Switzerland Germany

Total segment revenue Inter-segment revenue

Revenue from external customers EBITDA

EBITDA in % of revenue

ItalyPortugalEPEGroup

450 - 450 310 69.0 %

- - - - 29

969

13 075

- 708

- 708

261

12 367

- 321

8 700 70.3 %

SpainFranceItalyPortugalEPEGroup

1 069 - 1 069 915 85.6%

  • 1 504 -7 726 -

    • 2 782 -551 - 551 406 73.7%

      - - - - 25

      1 223

      14 854

      - 592

      - 592

  • 1 504

    7 726

    • 2 782

      631

      14 262

  • 1 178 78.3%

5 857 75.8%

  • 2 229 80.1%

- 217

10 343 72.5%

13 Pension Fund Liabilities

Economic benefit/economic obligation and pension plan expenses:

Surplus / Deficit according to Swiss GAAP

Economic impact

FER 26

GroupChange to prior year or charge to income current yearContri-butions for the periodPension plan expenses in personnel expenses

31.12.2020

31.12.2020

31.12.2019

2020

2019

Pension schemes with funding surplus/deficit Switzerland

0

0

0

0

55

55

51

Pension institutions with funding surplus/deficit abroad

0

0

0

0

0

0

0

Unfunded pension schemes

0

0

0

0

0

0

0

Total

0

0

0

0

55

55

51

Surplus / Deficit according to Swiss GAAP

Economic impact

FER 26

GroupChange to prior year or charge to income current yearContri-butions for the periodPension plan expenses in personnel expenses

31.12.2019

31.12.2019

31.12.2018

2019

2018

Pension schemes with funding surplus/deficit Switzerland

0

0

0

0

51

51

53

Pension institutions with funding surplus/deficit abroad

0

0

0

0

0

0

0

Unfunded pension schemes abroad

0

0

0

0

0

0

0

Total

0

0

0

0

51

51

53

The employees of Edisun Power Europe Ltd. are insured under a collective pension plan. Consequently, due to its joint and several nature, the information to be disclosed cannot be determined on the basis of the individual participation agreement. The level of coverage of the collective plan as a whole, however, amounted to 116.9 % at the end of 2020 (114.2 % at the end of 2019).

14 Personnel Expenses

16 Financial Income and Expenses

15 Leasing Commitments

The figures in the preceding table mainly include rental

contracts for land and roofs on which the Group's PV

systems are built.

2019

Interest income on loans

1

0

Interest income on payments

1 487

375

for PV projects

Foreign exchange gains

24

94

Financial income

1 512

469

Borrowings third-party

- 1 258

- 1 457

Straight bonds

- 1 096

- 808

Foreign exchange losses

- 135

- 99

The Group's fixed operating leasing commitments that

Other financial expenses

- 58

- 97

cannot be cancelled within 12 months and which are not

Financial expense

- 2 547

- 2 460

recognized in the balance sheet are due as follows (not

discounted):

Net finance cost

- 1 035

- 1 991

17 Income Tax Expenses

2020

2019

Current income tax expenses

- 471

- 361

Deferred income tax expenses

-5

-5

Total income tax expenses

- 476

- 366

Reported tax rate

12.6 %

9.2 %

2020

Wages and salaries Social security costs Other personnel costs

Total

31.12.2020

Less than 1 year Between 1 and 5 years Over 5 years

Total

2020

2019

- 664

- 672

- 123

- 112

- 34

- 59

- 822

- 843

31.12.2019

658

666

4 603

3 292

11 344

14 261

16 606

18 220

The weighted average tax rate amounts to 22.8 % in the current year (2019: 23.9 %). The decline is due to the in-crease of profits in countries with a relatively lower tax burden. The reported tax rate is lower than the weighted average tax rate due to the usage of previously unrecog-nized tax loss carry-forwards.

No deferred income tax assets are recognized for tax loss carry-forwards.

As of December 31, 2020, the Group has tax losses for which no deferred tax asset has been recognized with an amount of TCHF 8 382 (2019: 10 012). The total deferred income tax asset arising from unused tax loss carry-forwards in the individual countries would amount to TCHF 1 713 (2019: 1 972).

Basic earnings per share is calculated by dividing the earnings attributable to equity holders of the Group by the weighted average number of ordinary shares in is-sue during the year, excluding ordinary shares pur-chased by the Group and held as treasury shares.

18 Earnings per Share

Profit attributable to equity holders of the Group

Weighted average number of ordinary shares outstanding

Basic and diluted earings per share (CHF per share)

19 Dividends per Share

2020

2019

3 294

3 596

1 035 821

602 905

3.18

5.96

In 2020, a dividend of CHF 1.10 per share was paid out (2019: CHF 1.00).

20 Contingencies

The Group has contingent liabilities in respect of legal claims arising in the ordinary course of business. It is not anticipated that any material liabilities will arise from the contingent liabilities other than those provided for.

21 Commitments and Collaterals

The following current and future receivables from the sale of solar power to local electricity companies have been pledged to secure third-party borrowings:

31.12.2020

31.12.2019

to banks

58 329

36 322

to bond-holders

0

0

Total

58 329

36 322

The book value of the receivables and PV plants pledged to secure bank financings amount to TCHF 1 764 (2019: 1607) and TCHF 96 062 (2019: 58 126), respectively. There were no other commitments as of December 31, 2020 and December 31, 2019, respectively.

22 Related-Party Transactions

Related party transactions are reported in the con-solidated financial statements for 2020 and 2019 and consist of the following positions:

Transactions with shareholders:

2020

2019

Other operating income (see note 2.15)

261

624

Purchase and development

6 411

50 521

of PV projects

Interest income on payments

1 487

375

for PV projects

Compensation for capital increase

0

510

transaction cost

Key Management and Board

2020

2019

Compensation:

Salaries and other short-term

600

612

employee benefits

Social benefits (employer's contribution)

96

95

Termination benefits

0

0

Total compensation

697

706

23 Events after the Balance Sheet Date

There are no relevant events after the balance sheet date which would have a significant impact on the 2020 financial statements.

Phone +41 44 444 35 55 Fax +41 44 444 35 35www.bdo.ch

BDO Ltd Schiffbaustrasse 2 8031 Zurich

STATUTORY AUDITOR'S REPORT

To the General Meeting of Edisun Power Europe Ltd., Zurich

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the consolidated financial statements of Edisun Power Europe Ltd. and its subsidiaries (the Group), which comprise the consolidated balance sheet as at 31 Decem-ber 2020 and the consolidated income statement, consolidated cash flow statement and consolidated statement of changes in equity for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies.

In our opinion the consolidated financial statements (pages 26 to 49) give a true and fair view of the consolidated financial position of the Group as at 31 December 2020, and its consolidated results of operations and its consolidated cash flows for the year then ended in accordance with Swiss GAAP FER and comply with Swiss law.

Basis for Opinion

We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Our re-sponsibilities under those provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Consolidated Financial Statements section of our re-port.

We are independent of the Group in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession and we have fulfilled our other ethical responsi-bilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to pro-vide a basis for our opinion.

Report on Key Audit Matters based on the circular 1/2015 of the Federal Audit Oversight Authority

Key Audit Matters are those matters that, in our professional judgment, were of most sig-nificance 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 state-ments as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

BDO Ltd, a limited company under Swiss law, incorporated in Zurich, forms part of the international BDO Network of independent member firms.

Recoverability of property, plant and equipment (PV plants)

The property, plant and equipment amount to CHF 166.1 million (82.1% of to-tal assets) as of December 31, 2020. Prop-erty, plant and equipment mainly consist of photovoltaic systems (PV plants).

We consider the valuation of PV plants as a particularly significant area due to the size of the carrying value and judgments involved in assessing the recoverability of these assets. Those judgments relate to the future performance of the PV plants and the discount rates applied to future cash flow forecasts.

Management assessed the recoverability of PV plants and shared the results with us. We critically evaluated and challenged the as-sumptions made by management. Manage-ment had followed a clearly documented pro-cess for drawing up future cash flow forecasts, which was subject to timely over-sight and challenge by the Board of Directors. We compared the current year actual results with the figures included in the prior year forecasts to consider whether any forecasts included assumptions that, with hindsight, had been optimistic.

We refer to Note 5 to the consolidated fi-nancial statements for the Group's disclo-sure on property, plant and equipment.

We challenged management's assumptions on the revenue, by comparing them to economic and industry forecasts and the discount rate, by assessing the cost of capital for compara-ble organisations, as well as considering terri-tory specific factors.

Responsibility of the Board of Directors for the Consolidated Financial Statements

The Board of Directors is responsible for the preparation of the consolidated financial statements that give a true and fair view in accordance with Swiss GAAP FER and the provi-sions 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, mat- ters 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.

Key Audit Matter

How our audit addressed the Key Audit Matter

Auditor's Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated finan- cial 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 and Swiss Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individ-ually or in the aggregate, they could reasonably be expected to influence the economic de-cisions of users taken on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated financial statements is located at the website of EXPERTsuisse: http://expertsuisse.ch/en/audit-re-port-for-public-companies. This description forms part of our auditor's report.

Report on Other Legal and Regulatory Requirements

In accordance with article 728a para. 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the prepara-tion of consolidated financial statements according to the instructions of the Board of Directors.

We recommend that the consolidated financial statements submitted to you be approved.

Zurich, 25 March 2021

BDO Ltd

Christoph Tschumi

Guido Schwengeler

Auditor in Charge Licensed Audit Expert

Licensed Audit Expert

Statutory Financial Statements of Edisun Power Europe Ltd.

Balance Sheet Edisun Power Europe Ltd.

Notes

Assets

Current assets

Cash and cash equivalents

Other current receivables from third parties Other current receivables from group companies Accrued income and deferred expenses

2.2/3.2

Total current assets

Non-current assets Loans to group companies Other financial assets

2.3/3.2

Investments in subsidiaries and associates Accrued income and deferred expenses Total non-current assets

2.4/3.3

2.6

Total assets

Liabilities and equity

Short-term liabilities

Trade payables to third parties Trade payables to group companies Short-term interest-bearing liabilities Other payables

3.6

2.7/3.4

Accrued expenses and deferred income Total short-term liabilities

3.6 3.6

Long-term liabilities

Long-term interest-bearing liabilities to third parties Long-term interest-bearing liabilities to group companies Long-term provisions

Total long-term liabilities

Total liabilities

Shareholders' equity Share capital

2.7/3.4/3.5

40 631

52 431

7 793

0

80

0

48 503

52 431

Reserves from capital contributions Loss brought forward

Profit for the period

Total equity

31.12.2020

TCHF

2 701

17 224

531

32

8 372

8 869

538

384

12 142

26 508

62 092

46 722

0

531

63 857

57 445

1 546

269

127 495

104 968

139 637

67

102

17

0

12 250

450

24

12

481

560

12 839

1 125

61 342

31 075

31 075

49 229

50 369

- 3 524

- 3 660

1 515

136

78 295

31.12.2019

TCHF

131 476

53 556

77 920

Total liabilities and equity

The notes are an integral part of these interim financial statements.

139 637

131 476

Income Statement Edisun Power Europe Ltd.

Notes

2020

2019

TCHF

TCHF

Revenue from sales of services

2.9

708

166621 599

Other income

3.1

261

624

Total revenues

969

1 223

Personnel expenses

- 822

- 843

Rental and maintenance expenses

2.10/3.8

-44

-44

Administration expenses

- 371

- 413

Advertising expenses

- 10

-6

Other operating expenses

0

-7

Earnings before interest, tax, depreciation and amortization (EBITDA)

- 279

- 91

Depreciation and amortization

- 74

- 46

Impairment reversal

3.2

400

772

Earnings before interest and taxes (EBIT)

47

635

Financial income

3.7

Financial expenses

3.7

Earnings before taxes (EBT)

1 554

268

Taxes

- 39

- 132

Profit for the period

1 515

136

The notes are an integral part of these interim financial statements.

3 862

2 132

- 2 356

- 2 499

Notes to the Financial Statements Edisun Power Europe Ltd.

1 General Information

2.3 Financial assets

1.1 Legal form, registered office and capital

Edisun Power Europe Ltd., which is listed on the SIX Swiss Exchange in Zurich (Switzerland), is the holding company of the Edisun Power Group. The company was established on December 1, 2005 as a stock corporation and is domiciled in Zurich.

Financial assets mainly include loans to subsidiaries and are carried at their nominal value. Impairment charges are calculated for these assets on an individual basis.

2.4 Investments in subsidiaries and associates

The share capital of Edisun Power Europe Ltd. amounts to CHF 31074630.00 and consists of 1035821 regis-tered shares with a par value of CHF 30.00 each.

Investments in subsidiaries and associates are carried at cost less impairment charges. Impairment charges are calculated for these assets on an individual basis.

2 Key Accounting and Valuation Principles

2.5 Property, plant and equipment

2.1 Accounting principles applied in the preparation of the financial statements

These financial statements have been prepared in ac-cordance with the provisions of commercial accounting as set out in the Swiss Code of Obligations (Art. 957 to 963b CO, effective since 1 January 2013). Where not prescibed by law, the significant accounting and valua-tion principles applied are desribed below.

Edisun Power Europe Ltd. is presenting consolidated fi-nancial statements according to Swiss GAAP FER. As a result, these financial statements and notes do not in-clude additional disclosures, cash flow statement and management report.

2.2 Trade and other current receivables

Trade and other short-term receivables mainly include receivables from subsidiaries and are carried at their nominal value. Impairment charges are calculated for these assets on an individual basis.

Tangible fixed assets are valued at acquisition or manu-facturing costs less accumulated depreciation. The straight-line depreciation method is used for tangible fixed assets according to their expected useful life.

2.6 Accrued income and deferred expenses

Accrued income and deferred expenses mainly include accrued interest income on prepayments for PV projects, capitalized borrowing costs and capitalized software development costs. Capitalized costs are amortized us-ing the straight-line method over the contractual dura-tion of the financing (for capitalized borrowing costs) or over five years (for capitalized software development costs).

2.7 Interest-bearing liabilities

Interest-bearing liabilities are valued at their nominal value. Issuing costs of bonds are carried in accrued in-come and deferred expenses and are amortised using the straight-line method over the term of the bond.

3 Information Relating to Items on the

2.8 Foreign currency items

Balance Sheet and Profit and Loss Accounts

The currency in which Edisun Power Europe Ltd. oper-ates is CHF. Transactions in foreign currencies are con-verted into the curreny in which the company operates (CHF) at the exchange rate on the day the transaction takes place.

3.1 Other income

Other income includes revenues from support for the de-velopment of new PV projects by providing financing guarantees.

Monetary assets and liabilities in foreign currencies are converted into the currency in which the company oparates (CHF) at the exchange rate on the balance sheet date. Any profits or losses resulting from the ex-change are recorded in the income statement.

Euro exchange rate applied on balance sheet 31.12.2020:

CHF 1.0823 (31.12.2019: 1.0854)

2.9 Revenue recognition

Edisun Power Europe Ltd. records the gross invoice amount from the sale of services as revenues from sales of services. Edisun Power Europe Ltd. recognizes reve-nue when the amount of revenue can be reliably meas-ured and it is likely that future economic benefits will flow to the entity. The sale of services is invoiced twice a year at the end of each semester.

2.10 Leases

Leases in which a significant portion of the risks and re-wards of ownership are retained by the lessor are classi-fied as operating leases. Payments made under operat-ing leases (net of any incentives received from the lessor) are charged to the income statement on a straight-line basis over the period of the lease.

3.2 Intercompany loans and receivables

Other receivables from group companies (gross amount)

31.12.2020

TCHF

8 372

Impairment

Other receivables from group companies (net amount)

Loans to group companies (gross amount)

0

8 372

Impairment

73 439 - 11 347

Loans to group companies (net amount)

31.12.2019

TCHF

8 869

0

8 869

58 469 - 11 747

62 092

46 722

Loans to group companies include subordinated loans in the amount of CHF 38.1 million (2019: CHF 16.2 million).

3.3 Equity participations

Direct equity participations

31.12.2020

31.12.2019

Capital

Share

Capital

Share

Edisun Power Switzerland Ltd., Zurich

TCHF

100.0

100 %

100.0

100 %

Edisun Power PLC, Sigmaringen

TEUR

750.0

100 %

750.0

100 %

Edisun Power Iberia SA, Madrid

TEUR

61.0

100 %

61.0

100 %

Edisun Power France SAS, Lyon

TEUR

2 800.0

100 %

2 800.0

100 %

Edisun Power Italia SRL, Andriano

TEUR

10.0

100 %

10.0

100 %

Smartenergy 1705 Lda., Lisbon

TEUR

0.1

100 %

0.1

100 %

Smartenergy 1706 SA, Lisbon

TEUR

50.1

100 %

50.1

100 %

Smartenergy 1810 Lda., Lisbon

TEUR

0.1

100 %

0.1

100 %

Smartenergy 1813 Lda., Lisbon

TEUR

0.1

100 %

0.1

100 %

Smartenergy 1814 Lda., Lisbon

TEUR

0.1

100 %

0.1

100 %

Indirect equity participations

31.12.2020

31.12.2019

Capital

Share

Capital

Share

Edisun Power Beteiligungs-UG, Sigmaringen

TEUR

1.0

100%

1.0

100 %

PV Hörselgau UG & Co. KG, Sigmaringen

TEUR

16.0

100%

16.0

100 %

PV Leipzig Alter Flughafen UG & Co. KG, Sigmaringen

TEUR

400.0

100%

400.0

100 %

Edisun Power Iberia Beta SA, Madrid

TEUR

61.0

100%

61.0

100 %

Edisun Power Iberia Gamma SA, Madrid

TEUR

61.0

100%

61.0

100 %

Edisun Power Iberia Delta SA, Madrid

TEUR

61.0

100%

61.0

100 %

Edisun Power Iberia Epsilon SA, Madrid

TEUR

61.0

100%

61.0

100 %

Salinas Energia Solar SL, Madrid

TEUR

20.0

100%

20.0

100 %

Cortadeta Fotovoltaica SL, Madrid

TEUR

3.1

100%

3.1

100 %

Sol de Tilla SL, Madrid

TEUR

3.1

100%

3.1

100 %

Digrun Grun SL, Madrid

TEUR

1 490.8

100%

1 490.8

100 %

Tenpro Renovables SL, Madrid

TEUR

3.1

100%

3.1

100 %

Renovables del Condado SL, Madrid

TEUR

750.0

100%

750.0

100 %

Smartenergy Sol20120014 SL, Madrid

TEUR

3.0

100%

3.0

100 %

Smartenergy Sol20120016 SL, Madrid

TEUR

3.0

100%

3.0

100 %

Sainte Maxime Solaire SAS, Lyon

TEUR

50.0

100%

50.0

100 %

CTG Baal SRL, Andriano

TEUR

30.0

100%

30.0

100 %

HCMI - SGPS SA, Lisbon

TEUR

50.0

100%

50.0

100 %

Central Fotovoltaica da Mina Lda., Lisbon

TEUR

1.0

100%

1.0

100 %

Ignichoice Renewable Energy SA, Lisbon

TEUR

1 000.0

100%

51.0

100 %

3.4 Interest bearing liabilities

31.12.2020

TCHF

31.12.2019

TCHFLoans from shareholders 2.00 % Bond 2016 - 2021

0 12 250

Total short-term interest bearing liabilities

450 0

12 250

450

2.25 % Bond 2015 - 2023

2.00 % Bond 2016 - 2021

2.00 % Bond 2017 - 2022

3 980

0

13 315

2.00 % Bond 2019 - 2024 Loans from shareholders

22 615

721

Total long-term interest bearing liabilities

3 980

12 250

13 315

22 615

271

40 631

52 431

3.5 Collateral for third-party liabilities

3.7 Financial income and expenses

Neither in 2020 nor in 2019 any receivables from energy deliveries from the sale of solar power to local electricity companies of the subsidiaries of Edisun Power Europe Ltd. have been pledged to secure third-party loans or straight bonds.

However, Edisun Power Europe Ltd. has provided a guar-antee of TCHF 3 845 (2019: TCHF 4 377) to secure bank financing for Edisun Power France SAS.

The following table provides details on financial income and expenses:

Interest income on intercompany loans Foreign exchange gains

Other financial income

Financial income

2020

TCHF 1 458 917

2019

TCHF 1 596 162

1 487

375

3 862

2 132

3.6 Trade and other payables

The following table provides details on trade payables and other payables:

Trade payables to third parties Trade payables to group companies Payables to shareholders

Social security and other taxes

Total

31.12.2020

TCHF

31.12.2019

TCHF

35

17

32

24

108

The following table provides details on accrued costs:

Interest on borrowings

242

253

Tax provision

106

104

Other accrued costs

132

203

Total

481

560

Interest on straight bonds Interest on loans

Interest on intercompany loans Foreign exchange losses Other financial expenses

Financial expenses

- 1 053

- 752

- 18 - 76

- 40 0

- 1 192 - 16

- 1 673 - 35

- 2 356

- 2 499

86

0

16

12

115

3.8 Leasing commitments

The Group's fixed operating leasing commitments that cannot be cancelled within 12 months and which are not recognized in the balance sheet are due as follows (not discounted):

31.12.2020

TCHFLess than 1 year Between 1 and 5 years Over 5 years

Total

56

31.12.2019

TCHF

56

158

214

0

0

214

270

The figures in the preceding table exclusively include the rental contract for the business premises of the Company.

4 Other Information not Visible in the Balance

Sheet or Income Statement

4.1 Significant shareholders

4.2 Shares held by management and administrative bodies

Board of Directors

Nef Hans 1) Fulvio Micheletti Rainer Isenrich Reto Klotz Total

1) Hans Nef died end of November, 2019.

Management Board

Rainer Isenrich, CEO Reto Simmen, CFO Total

31.12.2020

202 083 3 526

4 000

4 225

213 834

31.12.2020

4 000

850

4 850

31.12.2019

211 694 3 526

4 000

4 195

223 415

31.12.2019

4 000

850

4 850

31.12.2020 in %

31.12.2019 in %

All management transactions can be accessed on the SIX website:www.ser-ag.com/en/resources/notifications-market-participants/management-transactions.html

Smartenergy Invest AG Community of heirs of Nef Hans 1) Eberhard Martin

Mirabaud Equities

27.7 %

27.7 %

19.5 % 9.3 % 4.8 %

20.4 % 9.2 % 4.8 %

4.3 Full-time equivalents

The annual average number of full-time equivalents for both 2020 and 2019 did not exceed 10.

1)

Hans Nef died end of November, 2019. He was member of the Board of Directors of Edisun Power Europe Ltd.

4.4 Subsequent events

There are no relevant events after the balance sheet date which would have a significant impact on the 2020 financial statements.

Appropriation of Available Earnings

Proposal for the appropriation of reserves from capital contribution

Capital contribution reserves before proposed distribution

Proposed distribution of capital contribution reserves (2020: CHF 1.10 per share; 2019: CHF 1.10 per share)

Capital contribution reserves after proposed distribution

The Board of Directors proposes to the annual general meeting of shareholders a cash distribution of CHF 1.10 per registered share payable out of capital contribution reserves.

2020 49 229 367.96 - 1 139 403.10 48 089 964.86

2019 50 368 771.06 - 1 139 403.10 49 229 367.96

Phone +41 44 444 35 55 Fax +41 44 444 35 35www.bdo.ch

BDO Ltd Schiffbaustrasse 2 8031 Zurich

STATUTORY AUDITOR'S REPORT

To the General Meeting of Edisun Power Europe Ltd., Zurich

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Edisun Power Europe Ltd. (the Company), which comprise the balance sheet as at 31 December 2020 and income statement and notes for the year then ended, including a summary of significant accounting policies.

In our opinion the financial statements (pages 54-61) as at and for the year ended 31 De-cember 2020 comply with Swiss law and the company's articles of incorporation.

Basis for Opinion

We conducted our audit in accordance with Swiss law and Swiss Auditing Standards. Our re- sponsibilities under those provisions and standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.

We are independent of the Company in accordance with the provisions of Swiss law and the requirements of the Swiss audit profession and we have fulfilled our other ethical responsi-bilities in accordance with these requirements.

We believe that the audit evidence we have obtained is sufficient and appropriate to pro-vide a basis for our opinion.

Report on Key Audit Matters based on the circular 1/2015 of the Federal Audit Oversight Authority

Key Audit Matters are those matters that, in our professional judgment, were of most sig-nificance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

BDO Ltd, a limited company under Swiss law, incorporated in Zurich, forms part of the international BDO Network of independent member firms.

Valuation of investments in subsidiaries, loans and other current receivables to group companies

The investments in subsidiaries, loans and other current receivables to group companies amount to CHF 134.3 million (96.2% of assets) as of December 31, 2020.

We consider the valuation of invest-ments, loans and other current receiva-bles to group companies as a particularly significant area due to the size of the carrying value and judgement involved in assessing the recoverability of these as-sets.

Management assessed the recoverability of investments in subsidiaries, loans and other current receivables to group companies and shared the results with us. We critically evaluated and challenged the assumptions made by management. As a basis for the val-uation the earnings of individual solar power plants were used. Management had followed a clearly documented process for drawing up future cash flow forecasts, which was sub-ject to timely oversight and challenge by the Board of Directors.

Investments, loans and other current re-ceivables to group companies are not subject to scheduled depreciation, but impairments for possible value adjust-ments.

We compared the current year actual results with the figures included in the prior year forecasts to consider whether any forecasts included assumptions that, with hindsight, had been optimistic.

The valuation methods imply considera-ble judgment with respect to assump-tions about the future results of the busi-ness and the discount rates applied to future cash flow forecasts.

We challenged management's assumptions on the revenue, by comparing them to eco-nomic and industry forecasts and the dis-count rate, by assessing the cost of capital for comparable organisations, as well as considering territory specific factors.

Responsibility of the Board of Directors for the Financial Statements

The Board of Directors is responsible for the preparation of the financial statements in ac-cordance with the provisions of Swiss law and the Company's articles of incorporation, and for such internal control as the Board of Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters re- lated to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realis-tic alternative but to do so.

Key Audit Matter

How our audit addressed the Key Audit Matter

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to is- sue 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 and Swiss Auditing Standards 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 financial statements.

A further description of our responsibilities for the audit of the financial statements is lo-cated at the website of EXPERTsuisse: http://expertsuisse.ch/en/audit-report-for-public-companies. This description forms part of our auditor's report.

Report on Other Legal and Regulatory Requirements

In accordance with article 728a para. 1 item 3 CO and Swiss Auditing Standard 890, we confirm that an internal control system exists, which has been designed for the prepara-tion of financial statements according to the instructions of the Board of Directors.

We further confirm that the proposed appropriation of available earnings complies with Swiss law and the Company's articles of incorporation. We recommend that the financial statements submitted to you be approved.

Zurich, 25 March 2021

BDO Ltd

Christoph Tschumi

Guido Schwengeler

Auditor in Charge Licensed Audit Expert

Licensed Audit Expert

Notes

Notes

Notes

The Corporate Governance Report as well as the Financial Statements can be downloaded at: www.edisunpower.com

Contact and Address: Edisun Power Europe Ltd., Universitätstrasse 51, 8006 Zurich, Switzerland, Phone +41 44 266 61 20, Fax +41 44 266 61 22,info@edisunpower.com, www.edisunpower.com Publisher: Edisun Power Europe Ltd.

Layout & Design: Crafft AG

Edisun Power Europe Ltd.

Universitätstrasse 51 8006 Zurich, Switzerland

Telephone +41 44 266 61 20 Fax +41 44 266 61 22info@edisunpower.comwww.edisunpower.com

Disclaimer

Edisun Power Europe AG published this content on 23 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 March 2021 09:44:14 UTC.


ę Publicnow 2021
All news about EDISUN POWER EUROPE AG
04/28EDISUN POWER EUROPEá : CFO to Exit by October-End
MT
04/28EDISUN POWER EUROPEá : Change in the Executive Board of the EdisunáPower Group
PU
04/28EQS-ADHOC : Edisun Power Europe AG: Changement au sein de la direction d'Edisun ..
DJ
04/28EDISUN POWER EUROPE AG : Change in the Executive Board of the Edisun Power Group
EQ
04/28EDISUN POWER EUROPE AG : Ex-dividend day for Distribution from share premium acc..
FA
04/23EQS-ADHOC : Edisun Power Europe AG: L'assemblée générale approuve toutes les pro..
DJ
04/23EQS-ADHOCá : Edisun Power Europe AG: Annual General Meeting approves all proposa..
DJ
04/23EDISUN POWER EUROPE AG : Annual General Meeting approves all proposals
EQ
04/23EDISUN POWER EUROPEá : Annual General Meeting approves all proposals
PU
04/14EDISUN POWER EUROPEá : Wins Regulatory Approval For 49.4-MW Solar Plant In Portu..
MT
More news
Financials
Sales 2020 11,7 M 13,0 M 13,0 M
Net income 2020 3,29 M 3,64 M 3,64 M
Net Debt 2020 81,7 M 90,4 M 90,4 M
P/E ratio 2020 36,5x
Yield 2020 0,95%
Capitalization 123 M 137 M 136 M
EV / Sales 2019 14,3x
EV / Sales 2020 17,2x
Nbr of Employees 13
Free-Float 42,3%
Chart EDISUN POWER EUROPE AG
Duration : Period :
Edisun Power Europe AG Technical Analysis Chart | MarketScreener
Full-screen chart
Technical analysis trends EDISUN POWER EUROPE AG
Short TermMid-TermLong Term
TrendsNeutralBullishBullish
Income Statement Evolution
Managers and Directors
NameTitle
Rainer Isenrich Chairman & Chief Executive Officer
Reto Simmen Chief Financial Officer & Secretary
Fulvio Micheletti Vice Chairman
Reto Klotz Director
JosÚ Luis Chorro Lˇpez Non-Executive Director
Sector and Competitors
1st jan.Capitalization (M$)
EDISUN POWER EUROPE AG2.16%136
NEXTERA ENERGY-3.05%146 716
ENEL S.P.A.-0.02%102 264
IBERDROLA, S.A.-1.97%88 325
DUKE ENERGY CORPORATION13.30%79 799
SOUTHERN COMPANY7.86%70 198