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Annual Report

11

002

Rubrik

maxingvest ag
is the holding company for the Tchibo and Beiersdorf operating subgroups. maxingvest ag holds a 100% stake in Tchibo GmbH and controls more than 50% of the voting rights of Beiersdorf AG. As a management holding company, maxingvest ag monitors and supports its subsidiaries, which operate independently. maxingvest ag is committed to

PRESERVING AND ENHANCING ADDED VALUE


and increasing it in the long term. As a management holding company, we maintain strategic oversight of our equity investments, monitor their financial indicators and provide an economic foundation, allowing our subgroups to concentrate on their operating business.

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Contents

Key Companies maxingvest Group Management and Supervisory Board Letter from the Management Board Boards of maxingvest ag Report of the Supervisory Board Data and Facts

4 5 6 6 8 9

Preserving and enhancing added value Employees Corporate Responsibility Group Management Report Consolidated Financial Statements Auditors Report and Responsibility Statement  Further Information Corporate Governance at maxingvest ag

12 14 18 24 55 139 141 141

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Key Companies Maxingvest Group

Tchibo Revenues: 3,539 million Employees: 12,135 *

Beiersdorf Revenues: 5,633 million Employees: 18,128 *

Tchibo GmbH
Hamburg, Germany

Beiersdorf AG
Hamburg, Germany

Tchibo Coffee Service GmbH


Hamburg, Germany

tesa SE
Hamburg, Germany

Tchibo Manufacturing GmbH & Co. KG


Hamburg, Germany

Beiersdorf Ges mbH


Vienna, Austria

Beiersdorf s.a.s. Tchibo Produktions GmbH


Hamburg, Germany Paris, France

Beiersdorf SpA Eduscho (Austria) GmbH


Vienna, Austria Milan, Italy

* annual average

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Data and Facts

in million Revenues1) thereof domestic revenue thereof foreign revenue2) EBIT Net profit Total assets Shareholders equity thereof minority interests Equity ratio in % Investments3) EBIT margin in % Number of employees (annual average)1)
2)

2011 9,173 4,038 5,135 540 285 12,962 8,098 2,944 62 172 5.9 30,294

2010 8,954 3,910 5,044 908 554 12,618 7,859 2,409 62 161 10.1 32,349

1)

2) 3)

 he prior-year figures have been adjusted. See the disclosures in the section of the notes to the consolidated financial statements entitled T Changes in accounting policies or (39) Other disclosures. By domicile of company. Excluding financial assets.

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MANAGEMENT AND SUPERVISORY BOARD

LETTER FROM THE MANAGEMENT BOARD LADIES AND GENTLEMEN


The maxingvest Groups subgroups turned in a mixed performance. Tchibo was unable to repeat its strong prior-year earnings. 2011 was a year of major changes for Beiersdorf, with the implementation of its Focus on Skin Care. Closer to Markets. strategy, which involved bundling its activities in the skin care area, starting to produce its first positive results in the second half of the year. In recent years, Tchibo has implemented its Strken strken (Strengthening strengths) strategy programme, which has put the company back on its previous strong track. Customers have clearly bought into its longterm environmentally and socially compatible value system, systematic approach, goal orientation and cost discipline. Tchibo will continue to follow this path in the future with its Zukunft braucht Herkunft (Building Our Future on Tradition) programme. The aim is to consciously invest in the brand core and to ensure sustainable growth. The success factors that interact to create the unique Tchibo brand have been documented in Tchibos DNA. Tchibo was unable to repeat its strong-prior year performance in the year under review. 2011 at Beiersdorf was dominated by far-reaching changes. Its two business segments performed very differently, but in line with planning and expectations: tesa did outstandingly well once again while the Consumer business segment was realigned. In the latter, Beiersdorf systematically implemented the package of measures and investments announced in December 2010, streamlined the product portfolio and concentrated on its strengths: the development and distribution of high-quality skin and body care products. At the end of the year, Beiersdorfs Executive Board resolved to implement the companys regional focus by realigning its corporate structures and processes. These are to be simplified, optimised and adapted to reflect the redefined responsibilities for headquarters, the regions and the subsidiaries. This represents the start of the final phase of the Focus on Skin Care. Closer to Markets. Consumer Business Strategy.

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Beiersdorf systematically laid the foundations for a successful future in 2011, both at the strategic level and in the human resources area, with the generation change at the head of the company. Stefan F. Heidenreich joined the Executive Board in January 2012 and will take over as CEO following the Annual General Meeting. He has 15 years experience of managing an international branded goods company that also successfully asserted itself against larger competitors in the market. His brand and management expertise make him the ideal successor to Thomas-B. Quaas. He represents continuity in the implementation of Beiersdorfs strategy and business model. The maxingvest Group once again achieved an equity ratio of over 60% and increased its net financial assets in the year under review. This means that maxingvest ag continues to have a solid basis for reacting to possible uncertainties in the coming year and further increasing the market presence of both brand groups. The maxingvest Group is well positioned thanks to its strong brands, its clear strategy programmes and, in particular, its committed employees. Our special thanks go to our staff for their tremendous efforts. Our Companys success is rooted in our customers trust and our employees strengths. Michael Herz Thomas Holzgreve

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MANAGEMENT AND SUPERVISORY BOARD

BOARDS OF MAXINGVEST AG SUPERVISORY BOARD


Prof. Dr. Reinhard Pllath, Munich Chairman Lawyer Dr. Wolfgang Peiner, Hamburg Friedrich-Karl Wrede*, Hamburg Deputy Chairman Chairman of the Company Works Council Tchibo GmbH Peter Franielczyk*, Ockholm Trade Union Secretary, ver.di Lower SaxonyBremen State district Wolfgang Herz, Hamburg Member of the Management Board Participia Holding GmbH Dr. Rolf Kunisch, berlingen Former Chairman of the Management Board Beiersdorf AG (until 25 March 2011) Volker Schopnie*, Halstenbek Dr. Arno Mahlert, Hamburg Chairman of the Supervisory Board GfK SE, Non Executive Director Ann-Christin Wagenmann, Hamburg Helmut Mller*, Htschenhausen Regional Manager, Shop Technician Tchibo GmbH Tomas Nieber*, Bad Mnder Head of the Division Economic PolicyIndustry Groups IG BCE Main Management Board Ralf Neumann*, Hamburg Coordinator of Technical Administration Tchibo Manufacturing GmbH & Co. KG
* Employee representative

Dr. Jens Odewald, Refrath Chairman of the Shareholders Meeting Odewald & Compagnie Gesellschaft fr Beteiligungen mbH

German Public Auditor Stefan Pfander, Berg Management Consultant Prof. Manuela Rousseau*, Rellingen Head of Corporate Social Responsibility Beiersdorf AG Regina Schillings*, Hamburg Inventory Accounting Clerk Beiersdorf Shared Services GmbH Prof. Dr. Wulf von Schimmelmann, Berg-Leoni Chairman of the Supervisory Board Deutsche Post AG

Technician, Deputy Chairman of the Company Works Council Beiersdorf AG

Former General Manager Beiersdorf Consumer Products (PTY) LTD. (from 6 September 2011)

MANAGEMENT BOARD
Michael Herz, Hamburg Member of the Management Board Thomas Holzgreve, Bad Oldesloe Member of the Management Board

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REPORT OF THE SUPERVISORY BOARD

In the year under review, the Supervisory Board performed its duties in accordance with the law, the Articles of Association and the by-laws. Three meetings were held and were attended by all members. In them, the Supervisory Board received detailed reports on the current position of the Company and its operating com panies, and in particular the revenue position, results of operations and market environment for Beiersdorf and Tchibo. We analysed the regions and divisions. We also monitored the reorganisation of the shareholders under which shares in BBG Beteiligungsgesellschaft mbH were exchanged for the Companys own shares on an ongoing basis. Investment and divestment planning, corporate planning and Management Board remuneration were likewise discussed. In addition, the Management Board provided the Chairman of the Super visory Board with reports on all current developments outside meetings. The Deputy Chairman of the Super visory Board and the Chairman of the Finance and Audit Committee were also in regular contact with the Management Board. The Supervisory Board has four committees, which prepare resolutions by the Supervisory Board and insofar as this is permitted pass them in its place. Reports on all committees that had met since the last plenary session were provided at each Supervisory Board meeting. The Finance and Audit Committee met five times in 2011; the Management Board attended all meetings. The main topics discussed were the preparatory work for, and its examination of, the single-entity and consolidated financial statements, the tasks and audit findings of the Internal Audit unit, as well as Group-wide risk management. The Management Board Committee met twice and the Executive Committee met once in 2011. The Arbitration Committee did not meet in the year under review. Dr. Rolf Kunisch left the Supervisory Board when he turned 70 in March 2011. The entire Supervisory Board would like to extend its heartfelt thanks to him for his long and extremely fruitful involvement with the Company and its subgroups. Ann-Christin Wagenmann was elected to the Supervisory Board for the remainder of Dr. Kunischs term of office; she assumed her post in September. We wish them both success, strength and good health for the future.

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MANAGEMENT AND SUPERVISORY BOARD

The auditors, Ernst & Young GmbH Wirtschaftsprfungsgesellschaft, Hamburg, audited the annual financial statements, the consolidated financial statements and the combined management report as at 31 December 2011, including the bookkeeping, in accordance with statutory provisions. The audit focused on the measurement of significant equity investments (in particular goodwill and trademarks), the measurement of financial instruments, inventories/leftover stock, deferred taxes and changes in significant provisions. The auditors issued unqualified audit opinions. The dependent company report, which was prepared by the Management Board in accordance with section 312 of the Aktiengesetz (AktG German Stock Corporation Act) and audited by the auditors, received the following unqualified audit opinion: Based on our audit and assessment, which were carried out in accordance with professional standards, we confirm that (1) the factual statements made in the report are correct, (2) the consideration paid by the Company in the legal transactions mentioned in the report was not excessive and (3) there are no circumstances that would indicate a materially different assessment of the measures listed in the report to that given by the Management Board. We examined the annual financial statements, the consolidated financial statements, the combined management report, the proposal by the Management Board on the appropriation of net profit, the dependent company report, and the audit reports by the auditors in line with our duty. The Finance and Audit Committee discussed the results of its examination at its meeting on 8 March 2012 and reported on them to the Supervisory Board in the meeting on 29 March 2012. Both meetings were also attended by the auditors, who presented their audit findings and answered our questions. We examined the proposal by the Management Board on the appropriation of net retained profit, taking into account the Groups financial situation in the year under review and its outlook for the future on the one hand, and shareholder interests on the other, and found it to be well balanced; we concur with this proposal. Our examination of the annual financial statements, the consolidated financial statements, the combined management report, the proposal by the Management Board on the appropriation of net retained profit, the dependent company report (including the concluding declaration by the Management Board), and the audit reports by the auditors did not lead to any reservations. The Supervisory Board thus concurs with the findings of the audit and approves the annual financial statements and the consolidated financial statements for financial year 2011. The annual financial statements are therefore adopted.

011

Beiersdorf turned in a mixed performance in the financial year. In the Consumer business segment, Latin America performed particularly well, while Western Europe (with Germany the most important market) and China in particular still have significant challenges ahead of them. The measures initiated here are bearing fruit. The tesa business segment again stood out in 2011. Tchibo fell short of the extremely strong prior-year figures. Business was impacted by the higher price levels on the commodities markets, for example for coffee and cotton. Overall, the Company and its subgroups turned in a good performance in light of the difficult environment in the past year. The Supervisory Board would like to thank all employees, as well as their representatives for their open and constructive cooperation. Our biggest thanks go to our customers and consumers for their continued trust in the Company and its products in 2011. 29 March 2012

The Chairman of the Supervisory Board Prof. Dr. Reinhard Pllath

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Maxingvest AG

Tchibo is the market leader for roasted coffee in Germany,


Austria, Poland and the Czech Republic. It combines this expertise in roasted coffee with an innovative, weekly changing range of consumer merchandise and services such as travel, mobile communications services and green energy. Tchibo sells its products using a sophisticated multichannel distribution system with its own branches, an extensive retail presence and a strong online and mail order business.

For Tchibo,

PRESERVING ADDED VALUE


means building on its experiences for the future and taking environmental and social responsibility. Tchibo aims to take the best of its successful, long-standing business model into the future. Tchibo stands in particular for enjoyment and quality and aims to meet its high standards with sustainable products and processes.

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Beiersdorf is a global company with two business segments.


The Consumer business segment the focus of the companys business with its strong brands concentrates on skin and body care, while the tesa business segment with its innovative offerings is one of the worlds leading manufacturers of self-adhesive products and solutions for industry, craft businesses and consumers.

For Beiersdorf,

PRESERVING ADDED VALUE


means returning to core competencies. The Focus on Skin Care. Closer to Markets. strategy introduced in March 2010 focuses the company clearly on those product segments in which it is the undisputed expert. This allows Beiersdorf to build on NIVEAs great international brand value and to harness the high growth potential of its closeness to consumers through a stronger regional focus.

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Employees

Preserving added value


Preserving added value is a continuous process that involves each and every individual. Day after day, the management and employees of our subgroups are committed to combining the tried and true with the new and successfully taking this into the future.

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EMPLOYEES TCHIBO
Tchibos success is founded on the commitment, experience and expertise of its employees. Thanks to their high level of motivation, the family-owned company has performed well despite the difficult economic con d itions. Tchibo takes a long-term approach to its business featuring flat hierarchies and quick decision-making. Employees work as entrepreneurs within the company with a high level of independence and res pon sibility. Vocational training is a particular priority at Tchibo. One of the unique things about a Tchibo office traineeship is that vocational trainees rotate across a number of different departments, and that they already assume responsibility for challenging tasks. Although the training programme is geared towards commercial trades, young people can also start their career at Tchibo in other vocations from industrial mechanics through warehouse operators to chefs. The number of vocational trainees at Tchibos branches rose from 22 in 2010 to 44 in 2011. The number of trainees and managers-in-training in our distribution operations also increased in the year under review. In 2010, Tchibo became the first German retail company to receive the family-conscious employer certificate from berufundfamilie GmbH. A large number of activities under this programme were also implemented for employees in 2011. For instance, additional places for the children of Tchibo employees were created in day care centres near the City Nord location. In addition, branch employees all over Germany could take advantage of emergency and vacation childcare services offered by an external service provider.

NUMBER OF TCHIBO EMPLOYEES 2011


(annual average)

Germany Abroad Total

8,332 3,803 12,135

69% 31% 100%

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Employees

Beiersdorf
Consumer Employees are vital to corporate success. They play a particularly important role in managing strong brands, developing innovations, inspiring consumers and maintaining this success over the long term. Human Re sources provides the framework required to achieve this by analysing trends and developments in the workplace and wider world, and reacting appropriately for the future of the company. The following trends are expected to dominate the labour market over the coming years and will directly affect Beiersdorfs human resources activities: Demographic change means that populations are aging. This has implications for the age structure of

company workforces. The increasing mobility of highly qualified employees and the globalisation of the labour market

create both opportunities and challenges. More than ever, international companies such as Beiersdorf need employees who can move between countries, cultures and languages. The work-life balance plays an increasingly important role in the workplace. Beiersdorfs part-time work-

ing models in particular permit highly flexible, customised working times that reconcile employees personal wishes and operational requirements to the greatest extent possible. One of Human Resources most important tasks in financial year 2011 was initiating and shaping structural change. Ensuring the right balance in the division of responsibilities between headquarters and the regions, as well as determining the optimal assignment of roles and responsibilities, were critically important. With the roll-out of the final phase of the implementation of its strategy in November, Beiersdorf announced the changes designed to simplify and optimise the companys structures and processes and align them with a stronger role for the regions.

NUMBER OF BEIERSDORF EMPLOYEES 2011


(annual average)

Europe  Africa, Asia, Australia Americas Total

10,386 5,541 2,201 18,128

57% 31% 12% 100%

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Beiersdorfs human resources activities are based on its plan for the period up to 2015. The key objective is to establish Beiersdorf as one of the most attractive employers in the consumer goods industry. The human resources strategy is essentially based on the following pillars, which are applicable all over the world: Develop world-class, diverse talent at all levels. Drive the right organisational capabilities. Enable an engaging, high-performance working environment.

This comprises making the best use of employees skills and potential to meet workplace demands, promoting motivation and fostering a performance-driven culture. Qualified, motivated employees are key to the success of a company and talent management made up an even more important part of human resources activities in financial year 2011. The long-term success of a company relies on its ability to attract highly qualified job applicants. Individual development opportunities play a large role, as does recognising and rewarding performance fairly. In order to discuss performance, the term must be clearly and uniformly defined. Human Resources developed a new skills model in the year under review that defines Beiersdorfs understanding of effective leadership and its expectations of employees. The new skills model has been in the roll-out phase across all Beiersdorf affiliates since the end of September 2011. tesa In the tesa business segment, one of Human Resources key tasks was preparing the company for the reorganisation of its regional structures in Western Europe. As part of this reorganisation, the current South west and Northern Europe regions will be merged with Germany, Austria and Switzerland to create the new Western Europe region. The goal is to ensure faster and more efficient implementation of the strategy to increase the companys competitive ability. As in previous years, tesa continued to drive forward training for its sales organisations. All new employees complete an internal induction programme lasting for several weeks. This familiarises participants with products, the technology behind adhesive tapes, customer applications and sales techniques. The organisations in North and South America also joined the full international programme in 2011.

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Corporate Responsibility

Corporate Responsibility

Corporate social responsibility is a well-established part of the maxingvest Groups policy. The Tchibo and Beiersdorf subgroups have integrated corporate responsibility into their management systems and aim to improve their performance in this area from year to year.

Tchibo
Tchibos actions are informed by its focus on long-term economic success and its awareness that companies have a responsibility to the society they are a part of something that has not changed since its foundation over 60 years ago. At Tchibo, sustainability means taking responsibility for employees and suppliers, as well as the social and environmental impact of all of the companys processes. It has established itself as an integral part of the companys corporate strategy and Code of Conduct. Alongside an absolute commitment to comply with the law, the Code of Conduct sets out Tchibos responsibility with respect to transparency and the continuous improvement of its business processes in the form of a comprehensive sustainability strategy. Tchibo aims to put sustainability at the centre of everything it does at all levels. Tchibos activities focus on those areas in which thanks to its business operations it can make things happen in terms of environmental and social progress. Coffee Tchibo made the following progress in the Coffee divisions: The share of validated (4C and comparable models) and certified (Fairtrade, Rainforest Alliance, UTZ

CERTIFIED and organic produce within the meaning of the EUs Organic Farming Regulation) sustainable coffee grades increased from 10% of the total raw coffee volume for Tchibos domestic and foreign business in 2010 to 13% in 2011. The transition to 100% certified sustainable coffee grades for Tchibo Privat Kaffee and the entire

Cafissimo capsule system range will begin in 2012. Following the switch to 100% Rainforest Alliance certified coffee for Brazil mild, the proportion of

certified coffee contained in Guatemala Grande from the Privat Kaffee range was also increased from a mimimum of 30% to 100% in the year under review.

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Together with Rainforest Alliance, a SmartSource training project on becoming Rainforest Alliance

certified for small-scale farming structures was held with coffee growers in East Africa. A joint project was launched in Kenya to strengthen the role of female agricultural workers in society in

particular by providing educational opportunities and support in accessing additional sources of income in connection with the SmartSource programme to develop and procure Rainforest Alliance certified raw coffee. The project in Guatemala to provide age-appropriate care and learning materials, in particular for the

children of migrant workers, was continued as part of the SmartSource programme to develop and procure Rainforest Alliance certified raw coffee. This supports parents during the coffee harvest by providing an alternative and contributes to enforcing the International Labour Organizations (ILO) core labour standards. Consumer merchandise The following progress was made in the consumer merchandise area: Roll-out of the WE programme (Worldwide Enhancement of Social Quality) in the value chain WE

qualification of additional strategic producers in Bangladesh and China. Despite a sharp increase in raw cotton prices, Tchibo maintained 2010 unit sales of cotton textiles that

are verified as Cotton made in Africa (CmiA) or certified as organic by the Textile Exchange. The school project that was launched in Benin in 2010 in connection with the Cotton made in Africa

initiative was continued. At least 30,000 school uniforms and 10,000 books for primary school children will be provided by 2013. Other measures include constructing seven new school buildings, installing electricity or solar power in ten schools and creating and equipping ten school canteens, together with specially planted vegetable gardens and drinking water wells to ensure that students receive the best possible diet. Tchibo only uses tropical and boreal hardwoods that comply 100% with the requirements of the FSC

(Forest Stewardship Council) for its garden furniture. In addition, all wood and pulp will fully conform to Tchibos own Forest Tracing System standard by 2013, which was developed together with the WWF (World Wide Fund For Nature).

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Corporate Responsibility

Environmental protection Tchibos advances in environmental protection are as follows: Environmentally friendly goods transport: in 2011, Tchibo cut transport-related CO emissions by approx-

imately 30% as against the base year (2006) on a like-for-like basis. Environmentally friendly business travel: the changeover to more fuel-efficient vehicles in the field sales

fleet was completed, cutting average CO emissions for the fleet to below 130 g/km. Environmentally friendly fleet: launch of an incentive system to progressively reduce CO emissions of

senior executives company cars with an initial CO emissions cap of 160 g/km. Implementation of the Coffee + Climate innovation project together with International Coffee Partners

(ICP) and Gesellschaft fr Internationale Zusammenarbeit (GIZ) to develop and implement concepts to mitigate contributions to climate change and to adapt to climate change in the countries where Tchibo sources its raw coffee, focusing on Brazil, Vietnam, Guatemala and Tanzania. Implementation of the CPI 2 (Carbon Performance Improvement Initiative) innovation project under the

umbrella of the Aussenhandelsvereinigung (AVE the Foreign Trade Association of the German Retail Trade). The project is backed by the German Federal Ministry for the Environment, Nature Conservation and Nuclear Safety, as well as various companies and aims to develop and implement concepts to increase energy efficiency and reduce CO emissions in the production of ready-made items, starting with clothing, shoes and wooden products. In 2011, Tchibo laid the groundwork for switching completely to FSC-grade magazine paper (Forest

Stewardship Council). It also plans to switch its office paper to FSC-grade and/or Blue-Angel certified recycled products in 2012. Employees The following progress was made in the area of employees: In 2010, Tchibo became the first German retail company to be certified as a family-conscious employer

by the berufundfamilie foundation. Tchibo has since progressively improved on the child care measures agreed with the foundation, as well as measures to support family members requiring long-term care. For instance, ten additional day care places will be created at centres run by the Association of Hamburg Day Care Centres in 2012. The company also developed a concept for caring for family members requiring long-term care that covers important information about caring for the elderly and about durable powers of attorney, living wills, long-term care, job sharing, part-time managerial positions, and external and part-time employment.

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Targeted health promotion measures designed to enhance Tchibos comprehensive health management

programme were expanded, including the integration of burnout prevention measures and raising management awareness of this condition. Introduction of the Tchibo Management Dialogue to assist managers in establishing systematic

communication with their staff and developing pragmatic solutions to improve leadership and strengthen cooperation. More information can be found in Tchibos 2010 Sustainability Report, which is available at www.tchibonachhaltigkeit.de. The annual Sustainability Report has been published since 2008. It was reviewed in accord ance with ISAE 3000 by an audit firm for the first time in 2010 and was awarded the highest possible GRI usability grade (A+).

Beiersdorf
Beiersdorf recognised the importance of taking responsibility at an early stage. Environmental protection, social responsibility and economic success have been equally important components of its corporate culture throughout the companys history. Customers and consumers increasingly expect companies to act in a socially and ecologically responsible manner. For Beiersdorf, sustainability means managing social and environmental risks, living its brand values and at the same time leveraging new market opportunities. Numerous projects show that, once again, Beiersdorf achieved a lot in 2011. Consumer Under the umbrella motto We care. Beiersdorf updated its sustainability strategy to continue its success in the future and continuously improve on what it has already achieved. For Beiersdorf, care is a key value that represents responsibility to people and the environment. In a fast-changing world, only companies that respond to changes flexibly will be successful. This is why its approach to sustainability focuses on increasing the companys adaptability. In the future, Beiersdorf will concentrate on six focus areas in three fields of activity: In the Products area, there are three focus areas: raw material use, packaging and consumer engagement. For raw material use, Beiersdorf has set itself the goal of making research, raw materials procurement and the development of new formulas and applications even more sustainable. In the packaging area, Beiersdorf is focusing on reducing resource consumption by minimising packaging and developing alternative, sustainable packaging solutions. For the consumer engagement topic, Beiersdorf aims to actively help consumers live a more sustainable life. In the Products area, Beiersdorf wants 50% of its sales to be generated from products with a significantly reduced environmental impact by 2020.

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Corporate Responsibility

In the Planet area, the focus is on the use of resources. The goal is to continually reduce consumption of water, energy and limited resources in production and sales activities. Beiersdorf aims to reduce CO emis sions by 30% per product sold by 2020. The People area addresses employee engagement & development. The aim is to encourage all employees to continue their development and to become personally involved. Another key aspect in this area is corporate social responsibility (CSR). Beiersdorf supports local and global initiatives that are in line with the companys strategic goals. In the People area, Beiersdorf aims to give half a million children the power to determine their own future by providing them with an education by 2020. In the year under review, Beiersdorf systematically enhanced its audit system and worked to integrate key aspects of energy management and the security audit process. The ESMAS (Environmental Protection and Safety Management Audit Scheme) audit programme covers the following modules: environmental protection, occupational safety and security. ESMAS is the tool Beiersdorf uses to implement and monitor its standards, which are applicable all over the world. In 2011, the ESMAS system was certified for another three years by the German Association for the Certification of Management Systems (DQS) as conforming to the internationally recognised ISO 14001 and OHSAS 18001 standards. A total of 13 out of 16 production locations are now ESMAS-certified after the re-auditing of our facilities in Germany (Hamburg), Chile and Brazil. Beiersdorf is not merely acting sustainably within the company it also expect this from its partners. Beiersdorf has developed a supplier code of conduct with uniform, binding criteria to ensure that suppliers meet the same sustainability requirements that it does. This includes fair working conditions and environmental protection, as well as observance of human rights and rejection of corruption. Beiersdorf has developed a system that enables suppliers compliance with the code of conduct to be monitored and which regulates how deviations are handled. Beiersdorfs workplace health promotion programme is inspired by the idea that prevention is better than cure. A wide range of regular offerings, such as ergonomic advice and training on lifting and carrying techniques for the workplace, is available to employees to help them prevent illnesses. In addition, the health promotion programme adopts different focus areas every year: in 2012, Beiersdorf will provide resilience training and comprehensive offerings for the early detection of breast cancer. Beiersdorf takes responsibility in the wider world by supporting disadvantaged members of the community. According to the motto We care & connect, the company supports activities that are consistent with its values and that have a positive influence on society and its brands. All CSR activities around the world are based on the principle of helping people to help themselves and fulfil the criteria of local relevance, a longterm, mutually beneficial approach and measurability.

023

The partnership between NIVEA and childrens development organisation Plan International that began in 2010 has become Beiersdorfs largest CSR activity in the meantime. The top priority here is to empower children in the long term through education, for example, by providing financial assistance, donations in kind and voluntary work. Beiersdorf is currently working with Plan International in 25 countries, including India, Brazil, Ecuador, Indonesia, Kenya and Guatemala. tesa The tesa business segment continued to make substantial progress towards implementing the environmental programme in financial year 2011. Since the beginning of 2007, for example, VOC (volatile organic compound) emissions have been reduced significantly and the target for 2011 was even exceeded. In the occupational safety area, tesa continued the positive trend of recent years and further reduced the number of accidents at work in its foreign production facilities. tesas 75th anniversary was an opportunity to become a long-term sponsor of the UNESCO Biosphere Reserve in Lower Saxonys Elbe Valley. tesa employees can take part in a variety of activities, all of which contribute to maintaining this highly biodiverse, environmentally sensitive floodplain landscape. In connection with its range of environmentally friendly products that were launched in 2010 under the ecoLogo sub-brand, tesa set up the Kleben Sie ein Zeichen! competition in 2011. A total of 50,000 is being used to finance projects designed to improve the environment on a local and regional level, set up by members of the public throughout Germany. Industry association PBS-Industrieverband e.V. awarded tesa the Sustainability Prize 2011 for its commitment to sustainability as demonstrated by the launch of the tesa ecoLogo range. The jury praised the way the company served as a role model for the sector. In 2011, tesa again took part in a large number of projects that meet the criteria laid down in its tesa Corporate Giving Policy. tesa focused mainly on helping disadvantaged children and young people by providing donations and sponsorship, and by doing voluntary work. Additional employees signed up to take part in the Das macht Schule e.V. initiative. This association brings together schools and companies in projects to renovate and design schools that are then implemented by schoolchildren and teachers together with employees from the companies involved. Employees in tesas Eastern European subsidiaries again took part in Smiling Hospitals Foundation projects in the year under review. Together with the company, they organised a painting day in the childrens casualty unit at the Gza Hetnyi County Hospital in Hungary in 2011. All tesas activities are documented in an annual report that is available at www.tesa.com/responsibility.

024

GROUP MANAGEMENT REPORT

MACROECONOMIC PARAMETERS MACROECONOMIC ENVIRONMENT


After the global economy experienced strong growth in 2010, the economic recovery slowed down in the year under review. The sovereign debt crisis in the eurozone, uncertainty in the financial sector, fiscal policy discussions in the USA and a surprisingly weak performance in the emerging markets were all factors that influenced global economic growth. The economy in the eurozone was impacted by the worsening sovereign debt crisis. Initially limited to Greece, this spread within the eurozone and uncertainty regarding how it would develop at European level and an increasingly restrictive fiscal policy combined to paralyse the domestic economy. Economic expansion in the eurozone came to a standstill with the exception of Germany. The economic growth in Germany remained robust, with real GDP increasing by 3.0% in 2011. Growth momentum came above all from within Germany, especially in the form of consumer spending which, at 1.5%, recorded its highest increase in five years. However, 2011 also saw a substantial increase in capital expenditure, i.e. investments in machines, equipment, vehicles and buildings. In the year under review, foreign trade accounted for a smaller portion of GDP growth.

THE GERMAN RETAIL TRADE


According to information provided by the Statistisches Bundesamt (Federal Statistical Office), German retail sales in 2011 increased by 0.9% year-on-year in real terms. Gesellschaft fr Konsumforschung (GfK) reported that consumer behaviour also remained consistent owing to the stable labour market in Germany. 2011 saw a 1.7% increase in sales by food retailers, including high-street chemists. This was exclusively the result of price increases in terms of volume, demand declined slightly in almost all product ranges and distribution channels. The price increase was due firstly to higher raw material prices for food. Secondly, there was a greater focus among consumers on quality measured in terms of freshness, sustainability and regionality for which they paid higher prices. In 2011, the clothing industry was severely affected by the rainy summer and warm fourth quarter. In addition, the sector was confronted with high raw material prices on the procurement market. Poor harvests, smaller crop areas and rising demand from China and India pushed up cotton prices. The importance of online sales continued to grow. According to the German Retail Federation (HDE), sales grew by 13% year-on-year from 26.1 billion to 29.5 billion.

025

GERMAN COFFEE MARKET


Sales of roasted coffee to German households in the year under review amounted to 659 million pounds in weight, down on the market volume for the previous year (674 million pounds in weight). The espresso/caff crema and single-serving market improved substantially on the previous year. The share of the roasted coffee market attributable to filter coffee declined once again. The raw coffee market was affected by the sharp rise in global market prices into the second half of 2011. Average exchange prices for Arabica increased to their highest level for more than ten years, while Robusta recorded a far more moderate rise. These price increases were the result of the continued short supply of washed high-quality coffees straight from source, the growing influence exerted by hedge funds and an increase in the global consumption of high-quality coffee. In the case of Robusta, the influence of the new 2012 harvest from Vietnam was already apparent by the end of the year under review, causing prices to fall slightly below the quoted prices for the previous year.

INTERNATIONAL BODY CARE MARKET


Growth rates in the global cosmetics market in 2011 were more or less on a level with the previous year. The Asia and Latin America regions continue to be growth drivers. The majority of countries in Eastern Europe also recorded substantial growth. However, the saturated markets of Europe and North America were flat. Procurement market developments in 2011 were again dominated by supply bottlenecks due to raw materials shortages caused, among other things, by strong global economic growth in the first half of the year. This led to price increases, especially for oil-based raw materials. In addition, the unstable political situation in the Middle East and North Africa impacted oil prices. Furthermore, natural events such as periods of extreme heat or cold caused harvest failures for natural raw materials. The earthquake and the associated reactor accident in Japan led to bottlenecks for specific raw materials that Beiersdorf uses in many of its products. These unforeseeable events made it more difficult for Beiersdorf to source raw materials. However, supplies were secured thanks to close cooperation between the affected areas and by using alternative sources of supply.

026

GROUP MANAGEMENT REPORT

THE ECONOMIC SITUATION SUMMARY


The higher price level on the commodities markets for example for coffee and cotton impacted the Tchibo subgroup. In the Beiersdorf subgroup, the tesa business segment was again able to increase revenue significantly due to its ongoing strong industrial markets. In the Consumer business segment, the weak performance by the saturated cosmetics markets of Germany and Western Europe had a negative effect on overall growth because of the high proportion of revenue generated in these regions. Revenue growth in most of Beiersdorfs rapidly growing markets was strong.

GROUP STRUCTURE AND GROUP STRATEGY GROUP STRUCTURE


The maxingvest Group consists of the holding company maxingvest ag and the two operating subgroups Tchibo and Beiersdorf. The holding is family-owned and concentrates on strategic business management. maxingvest ag holds 100% of Tchibo GmbH, which is the parent of the Tchibo subgroup. In addition, maxingvest ag controls more than 50% of the voting rights of Beiersdorf AG. Beiersdorf AG is the parent company of the Beiersdorf subgroup. maxingvest ag acquired own no-par-value shares (17.5% of the Companys share capital) in the year under review. The acquisition took the form of a package deal based on an exchange contract in return for 17.5% of the shares in BBG Beteiligungsgesellschaft mbH, Gallin (formerly Tchibo Beteiligungsgesellschaft mbH). BBG Beteiligungsgesellschaft mbH holds a share of 50.46% in Beiersdorf AG. In addition, maxingvest ag held additional shares of less than 0.5% of Beiersdorf AGs share capital as at the reporting date.

100%

82.5%

BBG
50.46%

027

Including Beiersdorf AGs treasury shares, 60.88% of Beiersdorfs voting rights are attributable to maxingvest ag in accordance with section 22 (1) sentence 1 no. 1 in conjunction with sentence 3 of the Wertpapier handelsgesetz (WpHG German Securities Trading Act). Tchibo and Beiersdorf are the operating divisions of maxingvest ag, which also has subsidiaries primarily engaged in asset management.

VALUE-BASED CORPORATE MANAGEMENT SAFEGUARDS LONG-TERM GROWTH


The target for the maxingvest Groups strategic corporate management is a sustained increase in enterprise value. As an unlisted family enterprise, maxingvest ag is not faced with the pressure of having to primarily meet short-term goals, but can instead focus on long-term growth strategies. The Tchibo and Beiersdorf subgroups use the EBIT margin (ratio of EBIT to sales) as the performance indicator for internal management. This means that the overall Group is managed on the basis of the operating result (EBIT) and the EBIT margin. Active cost management and efficient business activities aim to ensure that the subgroups generate profits and competitive returns. Strong brands are the foundations of the maxingvest Group. The Tchibo brand enjoys a high degree of popularity and extensive brand awareness in German-speaking countries and in many parts of Eastern Europe. With its NIVEA brand which celebrated its 100th anniversary in 2011 the Beiersdorf subgroup has the largest skin and body care brand in the global mass market*. Beiersdorf is represented in all relevant skin and body care market segments with its global brands NIVEA, Eucerin (dermatological cosmetics) and La Prairie (premium segment). It also has other strong regional brands such as Labello, 8x4, Hansaplast and SLEK. In add ition, the Beiersdorf subgroup includes the tesa brand, one of the worlds leading manufacturers of self-adhesive products and system solutions for industry customers, craft businesses, and consumers.

SUBGROUP STRATEGIES AND TRENDS IN RELEVANT MARKETS


Price increases in raw materials were passed on to customers in some cases in the year under review. According to GfK, price increases at food retailers were the result of demand for higher-quality products. Customers are focusing more on quality as can be seen, among other things, from a growing awareness not only of quality in itself, but also of the importance of freshness, sustainability and regionality.

* Source: Euromonitor International Limited; per umbrella brand name classification; in retail value terms 2010.

028

GROUP MANAGEMENT REPORT

As before, there is a danger in the retail trade that running price promotions too frequently influences customers purchasing behaviour. A large number of discount campaigns causes customers to wait for the next promotion and no longer buy at the regular price. In recent years, Tchibo has implemented its Strken strken (Strengthening strengths) strategy programme, which has put the company back on its previous strong track. Customers have clearly bought into its longterm environmentally and socially compatible value system, systematic approach, goal orientation and cost discipline. Tchibo will continue to follow this path in the future with its Zukunft braucht Herkunft (Building Our Future on Tradition) programme. The aim is to consciously invest in the brand core and to ensure sustainable growth. The success factors that interact to create the unique Tchibo brand have been documented in Tchibos DNA and can be summarised as covering the following overarching areas: Coffee expertise

Non-food concept Distribution system Marketing Corporate culture

Tchibos DNA summarises the Companys and the brands uniqueness. Binding success factors document what makes Tchibo so strong and reliable and should be preserved for the future. These factors have made the business model successful for over 60 years and serve as the foundation for initiatives designed to strengthen and preserve Tchibos DNA. The growth areas for the next few years were also derived from this the online and Eastern Europe business, the espresso/caff crema segments and the single-serving coffee segment. In 2011, Beiersdorf further developed its Consumer Business Strategy Focus on Skin Care. Closer to Markets. to harness the high growth potential of its brands and to adjust to changed market conditions. The subgroup focuses on those product segments in which it has comprehensive expertise. Skin and body care has been Beiersdorfs core business for 130 years. This is particularly true for the NIVEA brand, which celebrated its 100th anniversary in 2011.

029

Activities in financial year 2011 centred around the investments in the NIVEA brand and the streamlining of the product range as part of Beiersdorfs focus on skin and body care. Beiersdorf is thus both playing to its strengths and targeting the markets that offer the greatest growth potential in the coming years with this strategy. By 2015, skin care will be the main growth driver in the global cosmetics market, accounting for 45% of growth. Beiersdorf continued to systematically drive forward implementation of its new strategy in financial year 2011 to take maximum advantage of this. It completed its withdrawal from the decorative cosmetics business around the world and disposed of the regional brands JUVENA and Marlies Mller. In total, the subgroup cut its European products by almost 20% to provide retailers with an attractive, clearly structured product offering and to allow Beiersdorf to concentrate on important innovations. NIVEAs 100th anniversary in financial year 2011 provided Beiersdorf with an excellent opportunity to highlight the companys strengths. The anniversary was celebrated with promotions all around the world, which positively influenced consumers and business partners perception of the brand image. The celebrations were also an opportunity to realign the brand. A global campaign based on the values trust, reliability and quality was launched in May 2011. These values have defined NIVEA for generations and play an increasingly import ant role in purchasing decisions today. The new brand strategy clearly positions NIVEA as a skin care brand that appeals to consumers all over the world. The second element of the Consumer Business Strategy Closer to Markets. is also vital to the success of a global company like Beiersdorf. Its three business regions (Europe/North America, Asia and Emerging Markets) and its decentralised decision-making structures and responsibilities ensure that it is close to con sumer wishes, customers and regional conditions worldwide. The regions will now be strengthened and roles and responsibilities in the markets will be clearly defined as part of the final phase of the implementation of the strategy. Beiersdorfs headquarters in Hamburg will concentrate on strategic and global tasks. The realignment of the companys headquarters is expected to be largely completed by mid-2012. The development and implementation of the realignment measures in the regions is being managed by Beiersdorfs affiliates. These measures are designed to improve the companys profitability and to increase its competitive advantage.

030

GROUP MANAGEMENT REPORT

BUSINESS DEVELOPMENT MAXINGVEST GROUP


Consolidated revenues up year-on-year In financial year 2011, consolidated revenues rose by over 2% to 9,173 million (previous year*: 8,954 million). Consolidated net profit stood at 285 million, down on the previous years figure of 554 million. The Tchibo subgroups revenues increased by 5% year-on-year to 3,539 million (previous year*: 3,382 million). The increase in revenues came from all regions. The Beiersdorf subgroups revenues reached 5,633 million in the year under review (previous year*: 5,571 million). In nominal terms, revenues were up 1% on the prior-year figure. The subgroups organic revenue growth amounted to 2%. The figures reflect the realignment period in the Consumer business segment. The tesa business segment once again delivered a very positive performance, with the industrial segment in par ticular recording substantial sales growth from customers in the automotive and electronics industries. In the opinion of maxingvest ags Management Board, the subgroups turned in a mixed performance. Tchibo did not match its strong prior-year earnings. 2011 was a year of major changes for Beiersdorf, with the implementation of its Focus on Skin Care. Closer to Markets. strategy, which involved bundling its activities in the skin care area, starting to produce its first positive results in the second half of the year.

Revenues maxingvest Group *


in million

11 Tchibo Beiersdorf Holding 11 10 Total 3,539 5,633 1 9,173

10 3,382 5,571 1 8,954

*T  he prior-year figures have been adjusted due to the amendment of the sales presentation format. Please refer to the disclosures in the section entitled Changes in accounting policies.

031

TCHIBO
Proven business model The Tchibo subgroups business model consists of a combination of substantial roasted coffee expertise and coffee enjoyment in coffee bars, together with a weekly changing range of consumer merchandise and services. Customers purchase these items in the line with the motto Das gibt es nur bei Tchibo (Only at Tchibo). The challenge for the future is to consistently live up to this claim with a stream of compelling products. In the year under review, Tchibo launched the worlds smallest capsule machine. The Cafissimo Duo is a new addition to the Cafissimo family. Brightly coloured and with a sophisticated dual-pressure brewing system, it is ideal for small kitchens, workplaces, or holiday apartments. With the launch, Tchibo is continuing its focus on the single-serving system growth segment. Tchibo has continued to reinforce its commitment to sustainability. In the year under review, sustainably grown coffee amounted to 13% of the total raw coffee for Tchibos domestic and foreign business, compared with 10% in 2010. The Baragwi region around Mount Kenya is one of the most important cultivation areas for Tchibos African Blue coffee. The company has been active in the Mount Kenya region since 2009. Together with the Rain forest Alliance, Tchibo provides support to coffee farmers, e.g. in relation to certification and climate protection issues. The main focus at present is on improving the position of women, who perform the bulk of the work on the farms but who are disadvantaged in relation to men the heads of the families in both the economic and social sense of the word. The four topics addressed by the Mount Kenya Project were selected at the request of the women involved. First and foremost, they need access to education, building materials, livestock and piped water to make their lives easier. Tchibo published its third Sustainability Report in the year under review. The 2010 Report was awarded the highest possible usability grade (A+) in accordance with the Global Reporting Initiative (GRI) and was also reviewed by an auditing company to obtain limited assurance. No matters arose during the review that gave cause to presume that the CR-management websites and selected information on the CR-performance websites were not prepared, in material respects, in accordance with the criteria set out in GRIs Sustainability Reporting Guidelines Vol. 3.

032

GROUP MANAGEMENT REPORT

In 2011, Tchibo took steps to expand its social media activities. Tchibo aims to increase its proximity to its customers and to the general public with a wide range of activities. Social media can be used to communicate information to specific target groups quickly and to develop new marketing channels. This is why Tchibo approaches its customers directly on Facebook and encourages dialogue to find out more about their needs and to generate discussion about products. Tchibos own blog not only reaches opinion-makers such as other bloggers and journalists, but also customers. Comments on blog contributions and questions lead to constructive exchanges on various topics. Tchibo provides information about products via Twitter as well as using the communication platform for setting topics. Social media are also of growing importance for employer branding. Tchibo is a registered employer on internship evaluation platform meinpraktikum.de and has a company profile on Xing. In 2011, Verbraucher Initiative e. V. presented Tchibo with Sustainable Retail Company 2011 awards in two categories: gold in clothing and silver in luxury food (coffee). In the early summer, this consumer initiative had examined retail companies from the following areas: food and luxury food, clothing and shoes, furniture, construction and home improvement materials, information and communication technologies, and health and body care. It was assisted by Freiburg-based research and consultancy institute Oeko-Institut, which is renowned for its critical and independent work. The project was sponsored by Germanys Federal Ministry for the Environment and the Federal Environmental Agency. In 2010, Tchibo became the first German retail company to receive the family-conscious employer certificate from berufundfamilie gGmbH. A large number of activities under this programme were also implemented for employees in 2011. For instance, additional places for the children of Tchibo employees were created in day care centres near the companys headquarters in Hamburg. In addition, all branch employees all over Germany could take advantage of emergency and vacation childcare services offered by an external service provider.

 SHARE OF REVENUES BY REGION FOR TCHIBO 2011


in per cent

Germany Abroad

79 21

033

Tchibo on the international roasted coffee markets The Tchibo, Eduscho and Davidoff Caf brands, as well as local brands such as Jihlavanka in the Czech Republic, also compete successfully at an international level. Besides Germany, Tchibo is the market leader in Austria, Poland and the Czech Republic and is extremely strong in the Hungarian and Slovakian markets. Multichannel distribution system Tchibo distributes its products using an integrated, centrally managed distribution system. Customers can purchase their products on the internet and in the branch shops, as well as at specialist retailers and supermarket outlets. The various channels are increasingly integrated. The specialists at Tchibo Coffee Service provide a successful delivery service for commercial customers such as offices and catering establishments. In financial year 2011, additional steps were taken to further optimise the distribution area and locations were reviewed on an ongoing basis. In Germany, the number of branches declined slightly year-on-year. The distribution area in the Eastern European business was expanded to include additional branches. The roll-out of a new format strategy and the branch concept in the German branches and outlets were continued. The German online shop is one of the five most frequently visited online shops in the country. The number of orders increased year-on-year and sales from the Group-wide mail-order and internet business improved. As before, Tchibos strategy revolves around customer contact, in particular via its own branches and the internet.

034

GROUP MANAGEMENT REPORT

BEIERSDORF
Beiersdorf is a global company with more than 150 subsidiaries and roughly 18,000 employees averaged over the year as a whole. The Beiersdorf subgroup is divided into two business segments Consumer and tesa. The Consumer business segment the focus of the companys business with its strong brands concentrates on the international skin and body care markets. Beiersdorf is represented on all relevant skin and body care market segments with its global brands NIVEA, Eucerin and La Prairie. In addition, it has strong regional brands such as Labello, 8x4, Hansaplast and SLEK. With its Focus on Skin Care. Closer to Markets. strategy, Beiersdorf is aiming to harness the high growth potential of its brands and to adjust to changed market conditions. As part of the strategy, Beiersdorf focuses on those product segments in which it has comprehensive expertise. The tesa business segment is one of the leading manufacturers worldwide of self-adhesive system solutions and products for industry, craft businesses and consumers. In the industrial segment, tesa offers system solutions for the electronics, printing, paper, packaging and automotive industries in particular. tesas industrial distribution business supplies specialist dealers with state-of-the-art product ranges for professional use by customers in crafts businesses, such as building and painting. The tesa umbrella brand provides consumers with innovative product solutions that are designed for daily use in the office, home and garden.

 SHARE OF REVENUES BY REGION FOR Beiersdorf 2011


in per cent

Europe Africa/Asia/Australia Americas

61 22 17

035

The Consumer business segment achieved slight organic growth in revenues. Successful innovations and international relaunches of existing products to reflect the latest findings from its research activities enabled Beiersdorf to generate strong growth rates in individual categories. In other categories, revenue growth was difficult in some countries. The NIVEA Make-up business was discontinued worldwide and the NIVEA Hair Care and Styling business was restructured in some countries. Beiersdorf has the worlds largest mass-market skin and body care brand NIVEA*. NIVEA grew by 2% worldwide in 2011. In the dermatological cosmetics segment, Beiersdorfs brand Eucerin enjoys worldwide success and is increasing its market share every year. Sales in Sweden, Argentina, and Chile were particularly strong. La Prairie, Beiersdorfs premium segment brand, meets the highest standards in anti-aging care around the world and recorded an increase in revenues in the year under review. In the Healthcare area, plaster brand sales were down slightly on the previous year. Healthy revenue growth was achieved in Latin America and Africa/Asia/Australia in particular, while Germany and Western Europe recorded declines in revenue. Environmental protection, social responsibility and economic success have been equally important compon ents of Beiersdorfs corporate culture throughout the companys history. Beiersdorf is working continually to implement its future strategies for sustainable product solutions. 97% of its packaging materials are already recyclable. In 2011, it further reduced its materials usage while maintaining the same level of product quality. In the future, it will pursue opportunities to make savings throughout the entire packaging life cycle, for instance by using low-energy production technologies, cutting the number of transports, or minimising waste. Beiersdorf has systematically enhanced its audit system and worked to integrate key aspects of energy management and the security audit process. ESMAS (Environmental Protection and Safety Management Audit Scheme), the audit programme, covers the following modules: environmental protection, occupational safety and security. ESMAS is the tool Beiersdorf uses to implement and monitor its standards, which are applicable all over the world. In 2011, the ESMAS system was certified for another three years by the German Associ ation for the Certification of Management Systems (DQS) as conforming to the internationally recognised ISO 14001 and OHSAS 18001 standards. A total of 13 out of 16 production locations are now ESMAS- certified after the re-auditing of our facilities in Germany (Hamburg), Chile and Brazil. The tesa business segment within the Beiersdorf subgroup performed positively. Nominal revenues saw a year-on-year increase of over 7%.

* Source: Euromonitor International Limited; per umbrella brand name classification; in retail value terms 2010.

036

GROUP MANAGEMENT REPORT

tesa generated the majority of its revenue in the industrial segment. Both the direct customer business and the distribution business in all regions contributed to the positive performance. Business was especially dynamic in Asia and the United States, with the main growth drivers there being the automotive and electronics industries. Almost one-quarter of tesas revenues were generated by products aimed at consumers. The revenue generated from these consumer products was down slightly as a result of changes to the business structure. Research and development Intensive research has a 130-year tradition at Beiersdorf and is a key factor for its success. The Consumer business segment develops innovative, user-driven products that are tailored to the wishes of consumers worldwide and that offer quality, effectiveness and outstanding tolerability. tesa is also a world leader thanks to its development of innovative, high-quality self-adhesive system and product solutions. The research performed in the Consumer business segment in financial year 2011 continued to focus on its core area, skin. Researchers developed new starting points for treating UV-related skin damage. They showed which harmful effects sunlight has on the skins stem cells, and how it causes chronic skin problems. They proved that glycyrrhetinic acid stimulates the skins own repair process, and as a result, lends itself to use as an active ingredient in sun protection products. Beiersdorf is highly committed to the protection of animals and has been supporting the development of cutting-edge, alternative techniques without using animals for decades now. The Beiersdorf toxicology research team was awarded the 2011 Research Prize for Alternatives to Animal Testing by the German Federal Ministry for Food, Agriculture and Consumer Protection (BMELV). In particular, the prize acknowledged the cruelty-free method used by Beiersdorf to test substances for potential allergens. The top priority for Beiersdorfs researchers is to fulfil its consumers wishes and needs. This is why comprehensive research methods from the field of behavioural science, such as systematic statistics and consumer observations from all over the world, have been used at the research centre in Hamburg for over ten years now. This data provides important information for developing new products. Wherever the company is represented whether Thailand, Russia, Brazil, or India Beiersdorf adapts its products to meet local con ditions and regional requirements. All Beiersdorf products are subject to rigorous product application tests. Every year, over 2,000 studies involving more than 65,000 participants are conducted to demonstrate and document, for example, the effectiveness of products such as anti-aging cosmetics. Beiersdorf is currently supported by 40 external, audited institutes around the world, for instance in Europe, Brazil, India, China, South Africa and the USA.

037

The Consumer business segment applied for patents for 81 innovations in financial year 2011 (previous year: 77). Key launches in the year under review included products such as NIVEA Visage Pure & Natural, a highly effective range of products based on ingredients that are 95% natural or of natural origin, and NIVEA Deo dorant Invisible for Black & White, which protects dark fabrics from white marks and prevents the buildup of yellow stains on white clothes. Also within the Beiersdorf subgroup, tesas research and development concentrated in 2011 on developing solvent-free technologies for manufacturing high-performance double-sided adhesive tapes. The focus was on heavy-duty, permanent bonding of extremely critical surfaces. Other research and development focuses on new technologies and processes for manufacturing special products requiring maximum precision, transparency and particle-free processing, as well as using these innovative processes to develop new products. The importance of diversifying the raw materials used to produce technical adhesive tapes has continued to rise in light of current price trends in the procurement markets. Beiersdorf is working to develop high-perform ance adhesive tapes based on renewable and recycled raw materials that meet the increasing sustainability requirements for industrialised adhesive tape production while maintaining the same high level of quality. Following the successful launch of Beiersdorfs first consumer range in 2010, products with an even higher proportion of these raw materials are now being developed. Alternative formulas for existing products are also being worked on. The aim is to ensure competitive raw material sourcing on a global basis over the coming years.

HOLDING DIVISION
In addition to the parent company, maxingvest ag, the Holding division consists of the asset and investment management companies Tchibo Anlagen-Verwaltungsgesellschaft mbH, BBG Beteiligungsgesellschaft mbH, Olymp Vermgensverwaltung GmbH, Tchibo Holding Finance B.V., maxingvest Beteiligungsverwaltung GmbH and maxingvest Zweite Beteiligungsgesellschaft mbH (BG), and operating company SCS Skin Care Studio GmbH. The Holding division monitors and supports its independently operating subgroups. In 2011, its work once again focused on strategic issues relating to management and organisational structures.

038

GROUP MANAGEMENT REPORT

RESULTS OF OPERATIONS OF THE GROUP Consolidated Revenues increased


The maxingvest Groups revenues amounted to 9,173 million in the year under review (previous year: 8,954 million). The prior-year figure has been adjusted due to the amendment of the sales presentation format. Expenses for consideration payable to trading partners are no longer presented in marketing and selling expenses, but are rather deducted from sales in those cases where the consideration is not matched by a distinct product or service supplied whose fair value can be estimated reliably. Further explanations can be found in the disclosures in the section of the notes to the consolidated financial statements entitled Changes in Accounting Policies. 56% of revenues were generated abroad. As in previous years, the bulk of foreign revenues was generated by the Beiersdorf subgroup. The Tchibo subgroups revenues increased by 5% from 3,382 million to 3,539 million. The increase in revenues came from all regions. Foreign revenues accounted for more than 21% of the Tchibo subgroups total revenues. The Beiersdorf subgroup improved its revenues from 5,571 million to 5,633 million. The increase can be attributed to the tesa business segment. The Consumer business segment achieved nominal revenues of 4,696 million (previous year: 4,698 million), putting it on a par with the previous year. The tesa business segment improved nominal revenues by over 7% from 873 million to 937 million.

EBIT MARGIN DOWN ON PREVIOUS YEAR


The Groups operating profit (EBIT) was 540 million in the year under review (previous year: 908 million). Although this decline was due mainly to the Beiersdorf subgroup, the Tchibo subgroups EBIT was also down on the previous year. The EBIT margin amounted to 5.9% (previous year: 10.1%). The cost of sales increased by 10%. This is primarily attributable to the Tchibo subgroup. Tchibos variable production costs increased by over 18%, due above all to the higher raw material costs for coffee, but also to higher costs for consumer merchandise. Variable production costs in the Beiersdorf subgroup rose by 3%. The cost of sales in both subgroups increased at a faster pace than their respective revenues. Gross profit decreased by just under 3%. Marketing and sales expenses rose by 4% in the year under review from 3,670 million in the previous year (according to the new presentation format) to 3,800 million. Marketing and sales expenses in the Beiersdorf subgroup rose by 118 million year-on-year. Tchibos marketing and sales costs increased by 13 million.

039

The 79 million increase in other operating expenses to 536 million (previous year: 457 million) is primarily due to restructuring expenses that are attributable entirely to the Beiersdorf segment. These relate primarily to personnel expenses incurred during the realignment of the companys structures and processes. This realignment entails total expenses amounting to 125 million, of which 65 million relates to financial year 2011. The item also includes expenses of 29 million linked to the closure of the production facility in BadenBaden (Germany). As expected, the Tchibo subgroups operating profit fell from 288 million to 202 million during the year under review. This development was mainly due to deteriorating margins in the coffee and consumer merchandise business. An improvement in the cost ratio had a positive effect. The Beiersdorf subgroups EBIT was 431 million (previous year: 583 million). The EBIT margin amounted to 7.7% (previous year: 10.5%). EBIT excluding special factors fell from 699 million in the previous year to 646 million. Adjusted for special factors, the EBIT margin amounted to 11.5% (previous year: 12.5%). In the Consumer business segment, EBIT excluding special factors decreased to 537 million (previous year: 599 million), while the EBIT margin was 11.4% (previous year: 12.7%). EBIT in the tesa business segment increased from 100 million in 2010 to 109 million in the past financial year, generating an EBIT margin of 11.6% (previous year: 11.4%). The special factors are mainly due to impairment losses on intangible assets (134 million) relating to Beiersdorfs hair care business in China. Additional special factors (65 million) concern non-recurring costs from the realignment of corporate structures and processes in the Consumer business segment resolved in November 2011. Additional expenses (29 million) relate to the decision to close the production facility in Baden-Baden (Germany). The Holding divisions result for the year under review was 93 million (previous year: 37 million). The previous years EBIT was primarily due to the reversal of provisions in connection with previous equity investments. Moreover, the year under review saw higher write-downs of hidden reserves owing to impairment losses and losses on the disposal of assets. For example, Beiersdorf AG disposed of regional brands JUVENA and Marlies Mller, for which hidden reserves had been realised in the Holding division on initial consolidation of Beiersdorf AG.

TAXES
Tax expense at the maxingvest Group amounted to 248 million in 2011 (previous year: 283 million). Deferred tax income amounted to 32 million in the year under review (previous year: 20 million). Current income taxes amounted to 280 million (previous year: 303 million).

040

GROUP MANAGEMENT REPORT

CONSOLIDATED NET PROFIT down ON PREVIOUS YEAR


Consolidated net profit amounted to 285 million (previous year: 554 million). The decrease is due above all to the 368 million decline in EBIT. Net profit in the Tchibo subgroup was 151 million; the decrease on the previous years figure (221 million) was mainly due to the drop in EBIT. The Beiersdorf subgroup generated net profit of 259 million, down on the prior-year figure of 326 million. The reduction is mainly due to the decline in EBIT. Net financial income in the Beiersdorf subgroup amounted to 39 million, up on the prior-year figure of 30 million. The main factors behind the change in this item were higher net income from exchange rate effects and gains from interest income and the sale of securities that had largely been recognised in other comprehensive income as of 31 December 2010. The main factor influencing the net profit in the Holding subgroup was the deterioration in EBIT.

Net Profit maxingvest Group


in million

11 Tchibo Beiersdorf Holding Total 11 10 151 259 125 285

10 221 326 7 554

EARNINGS PER SHARE


Earnings per share in accordance with IFRSs after minority interests amounted to 38.14 (previous year: 85.85). The decline is primarily due to lower earnings attributable to maxingvest ag shareholders as a result of the reduction in the proportionate interest in Beiersdorf AG. Owing to the acquisition by the Company of own no-par-value bearer shares, earnings per share in the year under review are based on an average number of 4,590,000 no-par-value ordinary shares (previous year: 4,800,000).

041

FINANCIAL POSITION AND NET ASSETS OF THE GROUP BALANCE SHEET STRUCTURE AND EQUITY RATIO
The maxingvest Groups total assets amounted to 12,962 million at the balance sheet date (previous year: 12,618 million). At 7,323 million, non-current assets were up on the previous year (7,207 million). In contrast to the previous years financial statements, securities that are not expected to be realised within 12 months of the reporting date were presented as non-current assets. The changes were made retroactively and led to an adjustment being made to the financial information for the previous year. Owing to this change, non-current (current) assets rose (fell) as of 31 December 2010. Further explanations can be found in note 3 Non-current financial assets. 72% of non-current assets are intangible assets and consist mainly of the adjusted carrying amounts of the trademarks that were identified during the initial consolidation of Beiersdorf AG, as well as goodwill. Current assets rose by 4% from 5,411 million to 5,639 million. This was mainly owing to a year-on-year increase in inventories, primarily at the Tchibo subgroup. Equity increased by 3% to 8,098 million in the year under review. This can be attributed mainly to the change in the non-controlling interests resulting from the agreement to exchange the Companys own shares in return for a 17.5% stake in BBG Beteiligungsgesellschaft mbH. The equity ratio remained unchanged at the reporting date, at 62%.

ASSETS AND CAPITAL STRUCTURE MAXINGVEST GROUP


as per cent of total assets

Assets 10 Non-current assets 57 11 56

Equity and liabilities 11 Equity 62 10 62

 Current assets

21

23

Non-current liabilities

18

19

 Securities, cash and cash equivalents

22

21 10 11 11 10

Current liabilities

20

19

042

GROUP MANAGEMENT REPORT

Non-current liabilities in the amount of 2,321 million hardly changed in the year under review (previous year: 2,360 million). Current liabilities amounted to 2,543 million, up 6% on the prior-year figure (2,399 million). The rise was mainly attributable to an increase in trade payables and to current provisions in the Beiersdorf subgroup. The change in current provisions resulted mainly from additions to restructuring provisions. These relate primarily to provisions in connection with the restructuring measures to optimise the regional structures in the Consumer business segment.

FINANCIAL POSITION GROUP


Cash flow from operating activities amounted to 429 million, down 420 million on the previous year. The net cash outflow from investing activities in the year under review was 272 million (previous year: 352 million). Capital expenditure (183 million) and net investments in securities (173 million) were partially offset by income from the sale of assets (19 million), and interest and proceeds from other financing activities (65 million). Free cash flow of 157 million was below the level of the previous year (497 million). Net cash used in financing activities amounted to 214 million (previous year: 181 million). Distributions totalling 127 million were made to shareholders (previous year: 125 million). Cash and cash equivalents fell by 55 million to 1,225 million. The maxingvest Groups net financial assets improved in the year under review to 2,588 million (previous year: 2,477 million).

CAPITAL EXPENDITURE BY THE MAXINGVEST GROUP


The maxingvest Group invested a total of 172 million in intangible assets and property, plant and equipment in 2011 (previous year: 161 million). Of this capital expenditure, 86 million (previous year: 65 million) was invested by the Tchibo subgroup, mainly in property, plant and equipment. The bulk of this investment was in connection with the coffee business. As before, investments were also made in expanding distribution operations. 86 million was attributable to the Beiersdorf subgroup (previous year: 96 million), 81 million of which was invested in property, plant and equipment.

043

MAXINGVEST AG (HGB SINGLE-ENTITY FINANCIAL STATEMENTS) PRINCIPLES OF ACCOUNTING


The consolidated financial statements of the maxingvest Group include the financial statements of maxingvest ag prepared in accordance with the International Financial Reporting Standards (IFRSs). The following explanations relate to the annual financial statements of maxingvest ag prepared in accordance with the Handelsgesetzbuch (HGB German Commercial Code) and the Aktiengesetz (AktG German Stock Corporation Act). In accordance with section 315 (3) of the HGB, the management report of maxingvest ag has been combined with the management report of the maxingvest Group, as the risks and opportunities of the parent company and its expected development cannot be separated from those of the Group.

NET INCOME UP CONSIDERABLY ON PREVIOUS YEAR


maxingvest ags sales were 1 million during the year under review (previous year: 2 million) and mainly resulted from sales of consumer merchandise and services. At 17 million, other operating income was below the level of the previous year (59 million). The prior-year figure primarily included one-off operating income from the reversal of provisions in connection with previous equity investments. Other operating expenses fell by 3 million to 12 million. The improvement in the year under review is primarily due to lower exchange rate losses on currency transactions. Income from investments amounted to 127 million (previous year: 205 million). The decline in income from investments compared with the previous year was mainly based on a lower earnings contribution from Tchibo GmbH. The income from the profit and loss agreement with Tchibo GmbH amounted to 118 million (previous year: 185 million). In the year under review, no distribution was made by BBG Beteiligungsgesellschaft mbH (formerly: Tchibo Beteiligungsgesellschaft mbH) to maxingvest ag. Beiersdorf AG dividends received by the subsidiary totalling 89 million (previous year: 89 million) are included in its result. The net interest expense amounted to 29 million in the year under review (previous year: expense of 60 million). The improvement is primarily due to lower interest expenses in the amount of 46 million (previous year: 73 million) in connection with maxingvest ags business activities. Interest income was 17 million, an increase of 4 million compared to the previous year.

044

GROUP MANAGEMENT REPORT

The extraordinary profit resulted from the hive-off of assets of BBG Beteiligungsgesellschaft mbH to maxingvest Zweite Beteiligungsgesellschaft mbH (BG) and the acquisition of 17.5% of maxingvest ags own shares on the basis of a contract to exchange them for shares in BBG Beteiligungsgesellschaft mbH. The increase in maxingvest ags net profit is almost exclusively attributable to non-recurring extraordinary income in the year under review. The bulk of the liquid funds generated in the year under review was used to increase the volume of cash at banks. This increased by 119 million to 235 million as at the balance sheet date (previous year: 116 million). In the year under review, the Company purchased 839,999 own shares with the aim of retiring them. The 839,999 shares were retired by way of a resolution of the Management Board of maxingvest ag on 14 December 2011, causing revenue reserves to decrease by 981 million. maxingvest ags equity ratio was 57% as at the reporting date (previous year: 61%). Equity amounted to 2,408 million, an increase of 24 million on the prior-year figure. maxingvest ags liabilities increased during the year under review from 1,378 million to 1,660 million. This was the result of an increase in liabilities to affiliated companies. Long-term liabilities accounted for 933 million (previous year: 918 million) and include liabilities to affiliated companies and another liability to the Pensionssicherungsverein (German pension insurance association) in addition to the 700 million bond (maturing in October 2014).

045

DEPENDENT COMPANY REPORt

In compliance with section 312 of the Aktiengesetz (AktG German Stock Corporation Act), the Management Board has issued a dependent company report, which concludes as follows: Our Company received appropriate consideration for each transaction listed in the dependent company report and suffered no disadvantage from the measures undertaken or omitted listed therein. This assessment is based on all the relevant circumstances that were known to us at the time the transactions were performed or the measures were taken or not taken.

RISK REPORT

The maxingvest Group operates in various business fields, both nationally and internationally. It is thus exposed to a variety of business risks, which are monitored and managed using corresponding systems and processes. The Groups risk policy aims to leverage opportunities, but to accept the related risks only if the expected increase in value clearly more than compensates for the risks. Based on our current assessment, there are no risks that could threaten the maxingvest Groups continued existence.

TCHIBO OPERATES A COMPREHENSIVE RISK MANAGEMENT SYSTEM


To monitor the risk situation, the Tchibo subgroup uses a risk management system that identifies the key business risks and limits them by taking countermeasures. Uniform standards and central mechanisms for coordination ensure that risk management functions effectively. All key risks are periodically recorded as part of extensive risk inventories. They are broken down into the following risk categories to provide a structured record of the risks: strategic risks, procurement market risks, sales market risks and operational or organisational risks. In addition, acute risks are immediately reported to corporate management when they arise. This enables potentially threatening risks to be closely tracked and brought under control. Up-to-date information on the development of the risk situation flows into Tchibos management and planning systems in the course of the year, and is a component of the decision-making and control processes within the subgroup. The effectiveness of the risk management system is audited by the Internal Audit unit. Regular risk reports inform both the Management Board and the Supervisory Board of the risk situation.

046

GROUP MANAGEMENT REPORT

As a retailer, Tchibo is subject in principle to the risk of saturation in individual markets, which can lead to flat or declining sales. This risk is counteracted by an innovative product policy, which closely monitors trends and sentiment in the relevant sales markets and reacts accordingly. In addition, Tchibos outlet business at specialist retailers and supermarkets is subject to the risk that its range may be delisted or the terms and conditions may change. Since the foundation of the company, the Tchibo name has become a brand that customers associate with a pleasurable experience, expertise and quality. All factors that could damage the brand name represent a risk for Tchibo. This risk is effectively mitigated by an even-handed communication policy, careful quality controls and compliance with social and environmental standards. Tchibo is subject to procurement risks when it purchases raw coffee and consumer merchandise. Raw coffee is purchased on international markets and is thus exposed to market risk. Tchibo hedges this through the use of derivatives in accordance with strict guidelines and through an effective reserves management policy. When procuring consumer merchandise, Tchibo faces currency risks, especially fluctuations in the exchange rate for the US dollar. These risks are minimised by maxingvest ag as part of its financial risk management. Specific production and warehousing locations form an integral part of Tchibos retail system business. Operational stoppages can have a significant effect on supply chains, for which time is of the essence. Emergency plans, adaptive measures and specific insurance solutions are used to limit this risk.

RISK MANAGEMENT FORMS AN INTEGRAL PART OF CORPORATE MANAGEMENT AT BEIERSDORF


Risk management is also an integral part of central and local planning, management and control processes within the Beiersdorf subgroup and conforms to consistent standards across the Group. Open communications, the risk inventory carried out at regular intervals and the planning and management system ensure that the risk situation is presented transparently. Risk management is coordinated at Group headquarters. The Internal Audit unit monitors risk management and compliance with the internal control system by performing systematic audits. The department is independent of the groups operating activities, thus guaranteeing the integrity of business processes and the effectiveness of the systems and controls that have been put in place. In addition, the external auditors audit the risk early warning and monitoring system. They report their audit findings to the Management Board, the Supervisory Board and in particular the Audit Committee of the Supervisory Board, which regularly focuses on these topics.

047

Risk management is designed in particular to protect brand assets and leverage the associated opportunities. Compliance with high safety and quality standards for Beiersdorf products along the whole value chain is a prerequisite for long-term customer trust in the brands. Innovations and prudent brand management ensure consumer acceptance of products, and their appeal. Beiersdorf performs in-depth safety assessments, which take into account consumer feedback on earlier products, when developing new products. All products are subject to the strict criteria laid down in the quality management system. The potential created for the various brands is safeguarded and expanded by registering and managing intellectual property rights. Strong brands that balance innovation and continuity are the response to fierce global competition on price, quality and innovation. By developing and implementing the Consumer Insights process, Beiersdorf has laid the groundwork for identifying consumer wishes even faster and reflecting them in the products it develops. This also counteracts the growing retail concentration and the regional emergence of private label products. Beiersdorf is subject to procurement risk with regard to delivery reliability, the cost of raw materials and upfront expenditures on purchased goods and services. It counteracts these risks by continuously monitoring its markets and ensuring active management of its supplier portfolio, as well as appropriate contract management. Production and logistics activities may be exposed to risks relating to occupational health and safety, the environment and business interruption. Beiersdorf limits these risks through process control checks and location-specific audits. Moreover, selected risks are transferred to insurance companies. Compliance risks are countered by clear management structures and efficient organisational measures. International risks to the availability, reliability and efficiency of the IT systems are mitigated by constant monitoring, adaptive measures and integrated community management. Safety standards and risks in connection with financing, currency fluctuations and the investment of liquid funds, are monitored and managed centrally. In particular, effective measures have been taken to reduce counterparty risk relating to the investment of liquid funds. Along with other companies, affiliates of the Beiersdorf subgroup in Belgium, Germany and France are involved in antitrust proceedings relating to cosmetics products on a national level. A statement of objection has been issued in Germany. The proceedings in the Netherlands were discontinued in May 2011. The proceedings in Switzerland were discontinued in October 2011 by way of an order; likewise, no fine was levied. Beiersdorf expects further decisions in the coming months. To the extent that an outflow of resources embodying economic benefits is likely to be required to settle these obligations, provisions were established for the pending antitrust proceedings in the amount of the best estimate of the settlement value. However, no conclusive assessment of the risk from the Groups perspective is possible at present.

048

GROUP MANAGEMENT REPORT

RISK MANAGEMENT AT THE HOLDING COMPANY HEDGES FINANCIAL RISKS


maxingvest ag manages financial risk. Risks arising from the Groups extensive financial activities are identified and minimised at an early stage using specially implemented standard processes. These standard processes include a quarterly risk report to the Management Board on the current situation in terms of financial risk (currency risk, interest rate risk and liquidity risk, as well as counterparty risk). These risk categories are subject to pro active treasury management, and are mainly hedged centrally in accordance with established guidelines. maxingvest ag employs various derivative financial instruments to manage its interest rate risk. These de rivatives are used exclusively to hedge interest-linked capital market measures. Financial instruments are used exclusively to hedge operating transactions and the financial transactions required by the Companys operations. Numerous quantitative and qualitative measures to effectively mitigate counterparty risk were introduced by Group treasury management.

DESCRIPTION OF THE KEY CHARACTERISTICS OF THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM WITH REGARD TO THE CONSOLIDATED FINANCIAL REPORTING PROCESS
The maxingvest Groups internal control system includes all policies, measures and methods used to ensure the effectiveness, cost-effectiveness and propriety of financial reporting as well as to ensure adherence to the applicable legal provisions. Legislation, accounting standards, and pronouncements are analysed for their relevance and effects and taken into account as necessary. At the maxingvest Group, the internal control system consists of the internal management and monitoring system. maxingvest ags Management Board has primarily entrusted the Group Controlling and Reporting and Group Financing units of maxingvest ag with responsibility for the internal control system. maxingvest ags internal monitoring system consists of both process-integrated and process-independent monitoring measures. Key components of process-integrated measures include automated IT process controls in addition to manual process controls such as the principle of dual control and functional separation. The Supervisory Board and in particular the Finance and Audit Committee and the Internal Audit unit responsible for maxingvest ag and the Tchibo subgroup, plus Beiersdorf AGs Internal Audit department, are integrated into the maxingvest Groups internal monitoring system via process-independent audit activities.

049

With regard to the financial reporting processes, the external auditors are included in maxingvest ags control environment via process-independent auditing activities. In this context, the prepared financial statements of the Tchibo and Beiersdorf subgroups and key consolidation adjustments are audited by the auditors and comprise the process-independent monitoring measures in the area of financial reporting. One component of the internal control system is the risk management system which, in the area of consolidated financial reporting, focuses on the risk of false statements in the consolidated bookkeeping and external reporting. To ensure that risks are identified systematically at an early stage throughout the Group, the maxingvest Group has set up a monitoring system for the early detection of risks which could threaten the Groups continued existence in accordance with section 91 (2) of the AktG. This is designed to recognise, manage and monitor not only those risks that could threaten the Groups continued existence but also other risks in the Group in good time. The auditors of the consolidated financial statements assess the effective functioning of the risk early warning system in accordance with section 317 (4) of the HGB; in the case of changes to the environment, the maxingvest Group makes the necessary modifications to the system at short notice. As part of its monitoring activities, the Internal Audit unit also reviews the functioning and the effectiveness of the system by conducting regular system checks. Additional information on the risk management system is presented at the beginning of the Risk Report. Use of IT systems Accounting transactions at maxingvest ag and most of its subsidiaries are recorded by service companies. Financial reporting by the consolidated subsidiaries as well as the consolidation process itself are computerised and use internal IT systems. Procedural instructions and standardised reporting formats support Group accounting and financial reporting for the subsidiaries included in the consolidated financial statements. The consolidated financial statements at the level of maxingvest ag are prepared using IBMs Frango Consolidator consolidation system. The consolidated financial statements for the various subgroups and the single-entity financial statements for the subsidiaries are imported into and processed by Frango Consolidator in order to prepare the consolidated financial statements. Specific risks relevant for consolidated financial reporting Specific risks relevant for financial reporting can result, for example, from unusual or complex transactions, especially where these are time-critical at the end of the financial year. Moreover, transactions that are not processed as a matter of routine involve a latent risk. Additional risks relevant for financial reporting result from decisions on the recognition and measurement of assets and liabilities due to the scope of judgement that necessarily has to be granted to employees. The outsourcing and transfer of accounting tasks to service companies can also result in specific risks.

050

GROUP MANAGEMENT REPORT

Key activities designed to ensure the propriety and reliability of the financial reporting Measures within the internal control system that focus on the propriety and reliability of the financial reporting ensure that transactions are recognised in full in a timely manner in accordance with the provisions of the Articles of Association and of the law. Control activities designed to ensure the propriety and reliability of the financial reporting comprise, among other things, the analytical examination of matters and developments using specific indicators. The functional separation of roles and responsibilities reduces the opportunities for fraud. In the area of general IT checks, the key general controls are identified and documented. These relate to the areas of programme development, modifications to programmes and databases, and access rights to programmes and data. This ensures that the automated controls function properly. The accounting policies to be applied by all companies in the maxingvest Group in relation to the preparation of maxingvest ags consolidated financial statements have been defined in the IFRS Accounting Manual in order to ensure the uniform measurement and presentation of the financial statements of all Group com panies requiring inclusion. Compliance with general accounting policies and practices is reviewed on an ongoing basis. In addition, control activities designed to ensure the propriety and reliability of consolidated financial reporting include, among other things, the reconciliation and reasonableness reviews of the individual and subgroup financial statements prepared before consolidation adjustments are performed. The results of operating activities of the divisions or the Group companies and the functioning of the controls at the process level are monitored by the management and the Supervisory Board as well as by the Internal Audit unit. Cautionary note It should be noted that even appropriately and effectively implemented systems cannot provide an absolute guarantee that risks will be identified and managed. In particular, personal judgements, incorrect controls, criminal acts, or other circumstances cannot be ruled out. If these do occur, they may restrict the effectiveness and reliability of the internal control and risk management system. This is why even the Group-wide application of the systems used cannot provide an absolute guarantee with respect to the correct, complete and timely recognition of transactions and other matters in the financial reporting.

REPORT ON POST-BALANCE SHEET DATE EVENTS

There were no significant events after the end of the year under review.

051

REPORT ON EXPECTED DEVELOPMENTS THE MACROECONOMIC FRAMEWORK


Forecasts of economic developments in the coming years continue to be subject to substantial uncertainty. Negative effects from the sovereign debt crisis in the eurozone, uncertainty surrounding the health of the financial sector in the United States and weak growth in the emerging markets will continue to influence global economic development. The Institut fr Weltwirtschaft (IfW Institute for the World Economy) is forecasting growth in global output below that recorded in the year under review. Global gross domestic product should then return to stronger growth in 2013. In the advanced economies, GDP growth is expected to be below 2011 levels in 2012 but to exceed the figures for the year under review in 2013. Economic expansion will remain moderate in the United States and Japan, while a contraction is forecast for the European Union. Extremely low interest rates will stimulate the advanced economies in the forecast period. Strict and in some cases drastic austerity measures will have a dampening effect, particularly in the eurozone. The IfW expects German GDP to increase by 0.5% in 2012. In 2013 growth will pick up somewhat but will still remain extremely muted.

SECTOR TRENDS
Handelsverband Deutschland (HDE the German Retail Federation) is expecting moderate retail growth in 2012. Commodity price trend estimates are directly related to how the global financial and economic crisis progresses. This makes it difficult to forecast purchase price trends for raw coffee. However, it appears that the relationship between supply and demand is improving. Brazil is expecting a large harvest in summer, which will cause price increases to moderate. The global rise in demand for raw coffee, in particular for high-quality grades, is expected to continue in the coming years. Coffee growers are reacting to this and are investing in their cultivation areas. Cotton prices will be influenced by demand, which is expected to continue to rise over the coming years. Growth rates in the global cosmetics market will remain below the levels seen in the years prior to the crisis due to renewed fears of a recession among consumers. We expect minimal growth in the major Western European and North American markets. Asia and Latin America will continue making significant contributions to positive overall developments with high growth rates.

052

GROUP MANAGEMENT REPORT

OPPORTUNITIES AND RISKS ASSOCIATED WITH FUTURE BUSINESS DEVELOPMENT


Key risks for the future development of the maxingvest Group are associated with its dependency on the USdollar when sourcing raw materials, goods, consumer merchandise and raw coffee. Interest rate, liquidity and counterparty risks as well as brand reputation risk should also be taken into account. Tchibo is also subject to saturation risk in individual markets and to performance risk in the retail sector. For Tchibo, it is important to continue the positive development already seen with the measures in the non-food business and distribution. Beiersdorf is in the process of adjusting its strategy and organisation to a tougher competitive environment and mixed developments on its various markets. Opportunities are offered by the greater regional orientation of its business, the focusing of resources on growth markets and its systematic brand management. Future opportunities for the maxingvest Group revolve around its strong brands and Tchibos model. The careful and sustainable development of the subgroups brands results in consumer trust. Consistently strengthening this trust by delivering is the main task for the coming years. Focused research and development activities, flanked by systematic marketing measures, form a solid basis for our customers trust. Tchibos strategy Zukunft braucht Herkunft (Building Our Future on Tradition) offers a strong platform for healthy growth.

TCHIBO
The Tchibo subgroup is forecasting a slight year-on-year increase in sales in 2012. Earnings are expected to remain on a level with 2011 due to uncertainty on the raw materials markets and in merchandise procurement, as well as planned investments. In the Coffee division, Tchibo will concentrate on the single-serving system and espresso/caff crema growth segments in particular during the forecast period. Focal points for 2012 are visual merchandising, customer contact, product quality and improvements to systems. Tchibo reviews its distribution area on an ongoing basis and will continue to do so in 2012. Investments will be made in locations that conform to Tchibos strategy and in the online business. The company will continue to drive forward its expansion in Eastern Europe. The investments will come from cash flows from operating activities. Lower free cash flows are expected due to an increase in planned investments. There is no indication that 2013 will be any different. The subgroup expects that business performance will continue on the basis of the above-mentioned assumptions.

053

BEIERSDORF
The outlook takes into account the realignment of the corporate structures and processes in the Consumer business segment that Beiersdorf adopted in November 2011. The company has resolved comprehensive restructuring measures to optimise its regional structures and realign its headquarters in Hamburg. This decision entails extraordinary expenses amounting to 125 million for financial years 2011 and 2012. Although Beiersdorf expects to see the first positive effects in 2012, the measures will only take effect in full as from 2014. In the following years, the Beiersdorf segment aims to improve revenue growth as against the previous year. The EBIT margin from operations should resume its growth in 2012 and should continue to increase in the following year. In the Consumer business segment, Beiersdorf anticipates growth in line with the market in 2012 and a renewal of growth in excess of the market over the coming years. The EBIT margin from operations will exceed the prior-year level in 2012 and should continue to rise in 2013. The tesa business segment anticipates that revenue growth in the coming years will be slightly in excess of the market. Although the 2012 outlook for the adhesive tape market is dominated by major uncertainties resulting from the euro and sovereign debt crisis, tesa is sustainably strengthening its overall market position through ongoing investment in high-quality, innovative products based on new technologies, in research and development, and in production and sales particularly in the growth markets. Operating profit will increase slightly. The Beiersdorf subgroups investments will come from cash flows from operating activities. Procurement and the availability of raw materials will continue to present major challenges in the forecast period. Beiersdorf will work together with Research and Development and Quality Management to identify alternative sources of supplies and hence continue improving raw materials security for its production facilities. This is expected to further reduce dependence on individual suppliers and specific raw materials.

054

GROUP MANAGEMENT REPORT

Expected financial structure


The maxingvest Group has a strong financial basis. Net financial assets amounted to 2,588 million in the year under review, the debt/equity ratio was 38% and Tchibo and Beiersdorf, the operating segments, generated high operational and free cash flows. As a result, the maxingvest Group can finance its planned investment projects from its free financial reserves. In view of the expected earnings contributions from the Tchibo and Beiersdorf subgroups, net financial assets should increase further in the next two years, not taking into account any possible acquisitions in the forecast period. Under these conditions, an equity ratio of over 60% is also expected in 2012 and 2013. We expect liquidity to develop positively in 2012. The forecast earnings should also have a positive effect on net cash flow from operating activities. This is expected to substantially exceed investments in non-current assets, resulting in a further increase in cash funds.

MANAGEMENT BOARDS SUMMARY OF EXPECTED DEVELOPMENTS AT MAXINGVEST AG (HGB Single-Entity financial statements) AND THE GROUP
maxingvest ag expects net profit after tax to be below the figure for 2011 in the forecast period due to the extraordinary profit reported in the period under review. Excluding the extraordinary profit, maxingvest ags profit after tax will exceed the prior-year level, mainly as a result of improved net income from investments. Taking the macroeconomic situation and planned developments at the subgroups into account, the Management Board continues to expect a slight improvement in both revenues and the operating result for the maxingvest Group. Given the above-mentioned developments, we are anticipating that the Groups f inancial position will develop healthily in the forecast period. Liquidity development will be above the level seen in the year under review. Planned inflows from the reduction in working capital and expected earnings trends in the Tchibo and Beiersdorf operating segments should see cash flow increase as against 2011. The very good equity ratio seen in recent years will be maintained. These is no indication that 2013 will be any different for maxingvest ag or the maxingvest Group. Business performance is therefore expected to continue in line with the above-mentioned assumptions. The Management Board is convinced that the Group remains well prepared to meet future challenges thanks to its strong brands, proven and new products, process optimisation and high levels of investment.

055

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Balance Sheet Consolidated Income Statement Statement of Comprehensive Income Statement of Changes in Equity Consolidated Cash Flow Statement Notes to the Consolidated Financial Statements Basis of Presentation  Consolidation Accounting Policies Consolidated Balance Sheet Disclosures Consolidated Income Statement Disclosures Consolidated Cash Flow Disclosures Segment Reporting Other Disclosures

56 58 59 60 62 63 63 68 78 94 122 129 130 134

056

Consolidated financial statements

CONSOLIDATED BALANCE SHEET

ASSETS in million NON-CURRENT ASSETS


Intangible assets Property, plant and equipment Non-current financial assets1) Income tax receivables Other non-current assets Deferred tax assets

Note

31 Dec. 2011

31 Dec. 2010

(1) (2) (3)

5,256 1,044 880 31 5

5,447 1,123 511 33 4 89 7,207

(36)

107 7,323

CURRENT ASSETS
Inventories Trade receivables Other current financial assets Income tax receivables Other current assets Securities
1)

(4) (5) (6) (7) (8) (9) (10)

1,308 1,228 154 134 128 1,354 1,313 20 5,639

1,103 1,204 95 97 128 1,432 1,352 5,411

Cash and cash equivalents Non-current assets and disposal groups held for sale

12,962

12,618

1)

 The prior-year figures have been adjusted. Please refer to the disclosures in note 3 Non-current financial assets.

057

EQUITY AND LIABILITIES in million EQUITY


Subscribed capital Capital reserves Retained earnings1) Other components of equity1) Shares held by shareholders of maxingvest ag Non-controlling interests

Note (11)

31 Dec. 2011

31 Dec. 2010

125 173 4,808 48 5,154 2,944 8,098

125 173 5,098 54 5,450 2,409 7,859

NON-CURRENT LIABILITIES
Provisions for pensions and other post-employment benefits Other non-current provisions Non-current financial liabilities Other non-current liabilities Deferred tax liabilities (36) (13) (15) (14) 168 146 676 4 1,327 2,321 177 157 674 4 1,348 2,360

CURRENT LIABILITIES
Current provisions Income tax liabilities Trade payables Other current financial liabilities Other current liabilities (16) (17) (18) (15) 830 141 1,210 191 171 2,543 790 167 1,139 161 142 2,399

12,962

12,618

1)

The prior-year figures have been adjusted. Please refer to the disclosures in note 11 Equity.

058

Consolidated financial statements

CONSOLIDATED INCOME STATEMENT

in million Revenues1) Cost of sales Gross profit Marketing and selling expenses1) Research and development costs General administrative expenses Other operating income Other operating expenses Operating profit (EBIT) Financial income Financial expense Net financial income Profit before tax Income taxes Net profit of which attributable to shareholders of maxingvest ag of which attributable to non-controlling interests Basic/diluted earnings per share (in )

Note (25) (26)

2011 9,173 4,041 5,132

2010 8,954 3,673 5,281 3,670 152 390 296 457 908 146 217 71 837 283 554 412 142 85.85

(27) (28) (29) (30) (31)

3,800 163 387 294 536 540

(32) (33)

150 157 7 533

(36)

248 285 175

(37) (38)

110 38.14

1)

 The prior-year figures have been adjusted due to the amendment of the sales presentation format. Please refer to the disclosures in the section entitled Changes in accounting policies.

059

STATEMENT OF COMPREHENSIVE INCOME

2011
Noncontrolling interests

2010
Noncontrolling interests

in million Net profit Changes in cash flow hedges Deferred taxes on changes in cash flow hedges Changes in cash flow hedges recog nised in other comprehensive income Remeasurement gains and losses on avail able-for-sale financial assets Deferred taxes on remeasurement gains and losses on available-for-sale financial assets Remeasurement gains and losses on available-for-sale financial assets recognised in other comprehensive income Exchange differences Total other comprehensive income after tax Total comprehensive income

Total

Shareholders of maxingvest ag

Total

Shareholders of maxingvest ag

285 5 2 3

175 2 1 1

110 3 1 2

554 6 2 4

412 3 1 2

142 3 1 2

5 2

1 1

4 1

3 1

3 1

3 3

3 8

2 153

2 95

58

3 282

6 169

3 113

151 705

95 507

56 198

060

Consolidated financial statements

STATEMENT OF CHANGES IN EQUITY

in million 1 January 2010 Changes in accounting policies (see consolidated balance sheet disclosures, note 11 Equity) 1 January 2010 (adjusted) Total comprehensive income maxingvest ag dividend for the previous year Dividends paid to non-controlling interests for the previous year 31 December 2010 = 1 January 2011 Total comprehensive income Withdrawal of treasury shares and acquisition/disposal of non-controlling interests maxingvest ag dividend for the previous year Dividends paid to non-controlling interests for the previous year 31 December 2011

Subscribed capital 125 125 125

Capital reserves 173 173 173

Retained earnings 3,853 881 4,734 412 48 5,098 175

125

173

417 48 4,808

061

Other components of equity Revaluation reserve and miscellaneous equity 881 881

Currency translation d ifferences 43 43 95 52 5

Cash flow hedging Available-for-sale instruments financial assets 1 1 2 3 1 3 3 2 5

Shareholders of Non-controlling maxingvest ag interests 4,991 4,991 507 48 5,450 169 2,288 2,288 198 77 2,409 113

Total 7,279 7,279 705 48 77 7,859 282

47

417 48 5,154

501 79 2,944

84 48 79 8,098

062

Consolidated financial statements

CONSOLIDATED CASH FLOW STATEMENT

in million Operating profit (EBIT) Income taxes paid Depreciation, amortisation and impairment losses of intangible assets and property, plant and equipment Change in non-current provisions (excluding interest) Result on disposal of intangible assets and property, plant and equipment Change in inventories Change in receivables and other assets Change in liabilities and current provisions Cash flow from operating activities Investments in non-current assets Proceeds from divestments and the sale of non-current assets Payments for the purchase of securities Proceeds from the sale of securities Interest received Proceeds from dividends and other financing activities Cash flow from investing activities Free cash flow Proceeds from loans Loan repayments Proceeds from the sale of equity instruments Payments for the purchase of equity instruments Interest paid Other financial expenses paid maxingvest ag dividend Dividends paid to non-controlling interests Cash flow used in financing activities Effect of exchange rate changes on cash and cash equivalents Net change in cash and cash equivalents Cash and cash equivalents at 1 January Cash and cash equivalents at 31 December

2011 540 346 395 32 13 205 94 158 429 183 19 1,085 912 42 23 272 157 29 68 40 8 48 79 214 2 55 1,280 1,225

2010 908 307 307 40 2 129 109 217 849 171 25 1,732 1,469 37 20 352 497 5 18 33 48 77 181 28 344 936 1,280

For details of cash and cash equivalents see note 9 Cash and cash equivalents.

063

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS basis of presentation


Information about the Company and the Group maxingvest ag (hereinafter also referred to as the Company) has its registered office at berseering 18, Hamburg, Germany, and is entered in the commercial register at the Hamburg Local Court under the number HRB 21337. The purpose of maxingvest ag and its subsidiaries (maxingvest Group) in the Tchibo segment is to produce and sell coffee, consumer merchandise, electric power and natural gas, as well as services such as mobile communications offerings, travel and insurance. In the Beiersdorf segment, it is to manufacture and distribute branded consumer goods in the area of skin and body care, as well as to manufacture and distribute tech nical adhesive tapes. The maxingvest Groups asset and investment management activities are grouped to gether in the Holding company segment. The consolidated financial statements of maxingvest ag for the financial year from 1 January to 31 December 2011 were prepared by the Management Board on 8 March 2012 and subsequently forwarded to the Supervisory Board for review and approval. Principles of accounting The consolidated financial statements of maxingvest ag were prepared in accordance with the International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board (IASB), including the interpretations of IFRS issued by the International Financial Reporting Interpretations Committee (IFRIC), and the supplementary provisions of German commercial law required to be taken into account under section 315a (1) of the Handelsgesetzbuch (HGB German Commercial Code). All IFRS and IFRIC endorsed and adopted by the European Commission as at 31 December 2011 have been applied. As a rule, the consolidated financial statements are prepared under the historical cost convention. This does not include financial instruments of the categories available-for-sale financial assets, financial assets at fair value through profit or loss and financial liabilities at fair value through profit or loss nor derivative financial instruments, each of which are measured at fair value if fair value can be reliably determined. The carrying amounts of any assets and liabilities recognised in the balance sheet that are hedged items in fair value hedges are adjusted on the basis of fair value changes attributable to the hedged risks. The consolidated financial statements are prepared in euros (). Unless otherwise stated, all amounts are rounded and given in millions of euros ( million). The financial year is the calendar year.

064

Consolidated financial statements

The classification in the balance sheet distinguishes between non-current and current assets and liabilities, some of which are reported in detail by maturity in the notes. Assets and liabilities are classified as current if they are due within twelve months after the balance sheet date. The income statement was prepared using the cost of sales (function of expense) method. Under this method, revenues are matched with the expenses incurred in generating these revenues; the expenses are allocated to the production, marketing and selling, research and development, and general administrative functions. Certain items were combined to enhance the clarity of presentation in the income statement and the balance sheet. These items are disclosed and explained separately in the notes. Changes in accounting policies maxingvest has decided to change its previous accounting policy and not to present expenses for consideration payable to trading partners in marketing and selling expenses any longer, but rather to deduct them from sales in those cases where the consideration is not matched by a distinct product or service supplied whose fair value can be estimated reliably. We take the view that this policy better reflects the accounting practice commonly in use in the industry. The changes were made retroactively and led to an adjustment being made to the financial information for the previous year. This change only impacts sales revenue and marketing and selling expenses. It does not affect the operating result (EBIT), profit after tax, earnings per share, the balance sheet, or the cash flow statement. All sales-related ratios have also changed. The adjustment of the sales figures and the marketing and selling expenses for full-year 2010 amounted to 641 million, of which 623 million relates to the Consumer business segment within the Beiersdorf segment and 18 million to the Tchibo segment.
Sales figures for financial year 2010 in million Germany Europe (excluding Germany) Americas Africa/Asia/Australia Total before presentation adjustment 4,078 3,166 1,030 1,321 9,595 in % of consolidated revenues 42 33 11 14 100 after presenta tion adjustment 3,910 2,922 932 1,190 8,954 in % of consolidated revenues 44 33 10 13 100

Securities that are not expected to be realised within 12 months of the reporting date were presented as noncurrent assets for the first time in the financial year under review. This change was made retroactively and led to an adjustment being made to the financial information for the previous year.

065

Please refer to note 3 Non-current financial assets in the consolidated balance sheet disclosures regarding the change in presentation of the securities. The change in presentation of the revaluation reserve in equity is shown in note 11 Equity in the consolidated balance sheet disclosures. All other accounting policies correspond in general to those applied in the previous year. The following standards were required to be applied for the first time in financial year 2011: IAS 24 (2009): Related Party Disclosures (as from/after 1 January 2011)

The revised standard simplifies reporting requirements for state-controlled entities. In addition, the definition of related parties was revised so as to facilitate their identification. The new definition clarifies the cases and circumstances in which persons and members of the key management personnel qualify as related parties. Annual Improvement Project 2010 (as from/after 1 January 2011, or 1 July 2011)

This resulted in amendments to six existing IFRSs and one IFRIC Interpretation. The idea behind the Annual Improvements Project is to make non-urgent but necessary amendments to existing IFRSs that are not implemented in other major projects. There were no material effects on the consolidated financial statements of maxingvest ag from the first-time application of the revised standards in financial year 2011. The additional amended or new standards and interpretations listed in the following table that were also required to be applied for the first time in financial year 2011 had no effect on the presentation of the net assets, financial position and results of operations in maxingvest ags consolidated financial statements.
Pronouncement IAS 32 IFRIC 14 IFRIC 19 Date issued by the IASB 8 October 2009 26 November 2009 26 January 2009 Title Financial Instruments: Presentation Classification of Rights Issues Prepayments of a Minimum Funding Requirement Extinguishing Financial Liabilities with Equity Instruments

066

Consolidated financial statements

Standards, interpretations and amendments issued but not yet required to be applied The following standards and interpretations relevant for the maxingvest Groups business operations have been issued as at 31 December 2011, but are not yet required to be applied for the financial year then ended: IFRS 7 Financial Instruments: Disclosure (as from/after 1 July 2011)

The extended requirements laid down in the new standard are designed to improve disclosures of the nature of and risk associated with asset transfer transactions. IFRS 7 Financial Instruments: Disclosure (as from/after 1 January 2013)

The revised standard was expanded to include new disclosure requirements relating to the offsetting of financial assets and financial liabilities. IFRS 9 Financial Instruments: Classification and Measurement (as from/after 1 January 2015)

The standard primarily contains rules governing the classification and measurement of financial assets (for which there will only be two measurement categories in future instead of four) and financial liabilities. IFRS 10 Consolidated Financial Statements (as from/after 1 January 2013)

The standard contains a new definition of control that must be used to identify whether investees must be consolidated. As a result, there will be a single consolidation model for all controlled entities. The standard replaces the consolidation guidance in IAS 27 and the rules laid down in SIC 12 Consolidation Special Purpose Entities. IFRS 11 Joint Arrangements (as from/after 1 January 2013)

IFRS 11 specifies the accounting treatment for joint arrangements. In addition, the new definition prohibits the use of proportionate consolidation to account for joint ventures. IFRS 12 Disclosure of Interests in Other Entities (as from/after 1 January 2013)

The new standard contains all disclosure requirements for subsidiaries, joint arrangements, associates and structured entities. IFRS 13 Fair Value Measurement (as from/after 1 January 2013)

IFRS 13 consolidates the existing guidance on fair value measurement in a single standard. It defines fair value, provides guidance on how to determine fair value and specifies the required disclosures on fair value measurement.

067

IAS 1 (2011) Presentation of Financial Statements (as from/after 1 July 2012)

The rules governing the presentation of other comprehensive income were changed to require the separate presentation of components that will be subsequently reclassified to profit or loss (recycled) and those that will not be reclassified. IAS 19 (2011) Employee Benefits (as from/after 1 January 2013)

The key amendment to the revised standard is the elimination of the option to recognise actuarial gains in profit or loss (and hence the use of the corridor method). In addition, the concept of the expected return on plan assets was abolished. In future, the return on plan assets will be recognised in profit or loss on the basis of the yield from corporate bonds, regardless of the portfolio structure. In addition, the amendment in creases the disclosure requirements for defined benefit plans. IAS 27 (2011) Separate Financial Statements (as from/after 1 January 2013)

The amended version of IAS 27 contains changes resulting from the publication of IFRS 10. The provisions governing accounting for separate financial statements remain part of IAS 27 and have not been amended, in contrast to the other parts of IAS 27, which have been replaced by the new IFRS 10. IAS 28 (2011) Investments in Associates and Joint Ventures (as from/after 1 January 2013)

The revised IAS 28 standard contains changes resulting from the publication of IFRS 11 and IFRS 12. IAS 32 (2011) Presentation of Financial Statements (as from/after 1 January 2014)

The changes clarify the offsetting requirements. Above and beyond this, additional guidance on offsetting financial assets and financial liabilities has been included in the standard. These standards will be applied at the latest in the year in which they are first required to be applied. The first-time application of IAS 19 (2011) Employee Benefits will result in the reclassification to equity (accumulated other comprehensive income) of the actuarial gains and losses from the provisions for pensions and other post-employment benefits, the recognition in equity of previously unrecognised actuarial gains and extended disclosure requirements. The effects of IFRS 9 Financial Instruments: Classification and Measurement are currently still being analysed. With the exception of additional or modified disclosure requirements, we do not expect any material effects on the consolidated financial statements to arise from the first-time application of the other new standards.

068

Consolidated financial statements

CONSOLIDATION
Consolidated group In addition to maxingvest ag, the consolidated financial statements include 35 (previous year: 33) German and 170 (previous year: 173) international companies where, directly or indirectly, maxingvest ag has the power to govern the entitys financial and operating policy and obtain economic benefits from its activities. In the year under review, four companies merged with another Group company and four companies were deconsolidated due to liquidation. In addition, seven companies included in maxingvest ags consolidated financial statements were formed or included for the first time. The following table presents the full list of shareholdings held by maxingvest ag.
Equity interest in %

Name and domicile of the company

Holding Company subgroup


Subsidiaries in Germany BBG Beteilgungsgesellschaft mbH, Gallin Olymp Vermgensverwaltung GmbH, Gallin maxingvest Beteiligungsverwaltung GmbH, Hamburg maxingvest Zweite Beteiligungsgesellschaft mbH (BG), Gallin Pack & Trink Getrnkeservice GmbH, Hamburg Tchibo Anlagen-Verwaltungsgesellschaft mbH, Hamburg SCS Skin Care Studio GmbH, Norderstedt Subsidiaries abroad Socit Europenne de Recherche de Participation et dInnovation conomique S.A.S., Creteil-Cedex, France HMO Luxembourg S.a.r.l., Luxembourg, Luxembourg Tchibo Holding Finance B.V., Amsterdam, Netherlands 82.50 100.00 100.00 100.00 100.00 100.00 100.00

100.00 100.00 100.00

069

Name and domicile of the company

Equity interest in %

Beiersdorf subGroup
Beiersdorf AG, Hamburg 42.06

Tchibo subgroup
Subsidiaries in Germany Olymp Vermgensverwaltung GmbH & Co. Dienstleistungs KG, Gallin Tchibo Markenverwaltungs GmbH & Co. KG, Gallin G.C. Breiger & Company GmbH, Hamburg International Coffee Partners GmbH, Hamburg Meister-Kaffee GmbH, Hamburg Meister-Kaffee GmbH & Co. Vertriebs KG, Hamburg Tchibo Coffee Service GmbH, Hamburg Tchibo direct GmbH, Hamburg Tchibo GmbH, Hamburg Tchibo Manufacturing GmbH & Co. KG, Hamburg Tchibo Mobilfunk Beteiligungs GmbH, Hamburg Tchibo Mobilfunk GmbH & Co. KG, Hamburg Tchibo Produktions GmbH, Hamburg Subsidiaries abroad EDUSCHO (Austria) GmbH, Vienna, Austria Tchibo (Austria) Group Finance GmbH, Vienna, Austria Tchibo (Austria) Holding GmbH, Vienna, Austria Tchibo Coffee Service (Austria) GmbH, Vienna, Austria Tchibo Manufacturing (Austria) GmbH, Vienna, Austria Tchibo Bulgaria EOOD, Sofia, Bulgaria Cetco Burundi Surl, Bujumbura, Burundi Tchibo Int. Ltd., Mississauga, Canada Tchibo Merchandising Hongkong LP, Hong Kong, China Tchibo Merchandising Hongkong Ltd., Hong Kong, China Tchibo Quality Services Hongkong Ltd., Hong Kong, China Tchibo Coffee Service Czech Republic spol. s.r.o., Prague, Czech Republic 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 20.00 75.00 75.00 100.00 100.00 100.00 100.00 50.00 50.00 100.00

070

Consolidated financial statements

Name and domicile of the company Tchibo Praha spol. s.r.o., Prague, Czech Republic Tchibo Coffee International Ltd., Epsom, Great Britain Tchibo Great Britain Ltd., Epsom, Great Britain Tchibo Budapest Kft., Budapest, Hungary Tchibo Israel Ltd., Tel Aviv, Israel Cetco Ltd., Nairobi, Kenya Tchibo Coffee Nederland B.V., Eemnes, Netherlands Tchibo Coffee Service Polska Sp. z.o.o., Warsaw, Poland Tchibo Manufacturing Polska Sp. z.o.o., Warsaw, Poland Tchibo Warszawa Sp. z.o.o., Warsaw, Poland Tchibo Brands S.r.l., Bucharest, Romania MTS ZAO, Moscow, Russia Tchibo C.I.S. LLC, Moscow, Russia Tchibo St. Petersburg ZAO, St. Petersburg, Russia Tchibo Slovensko spol. s.r.o., Bratislava, Slovakia MM Meyer Markenverwaltung & Co., Bremgarten, Switzerland Tchibo Schweiz AG, Wallisellen, Switzerland Tchibo Trading Ltd., Moshi, Tanzania Tchibo Kahve Mamlleri Dagitim ve Pazarlama Ticaret Limited, Istanbul, Turkey Cetco Uganda Ltd., Kampala, Uganda TOV Tchibo Ukraine, Kiev, Ukraine

Equity interest in % 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

071

Name and domicile of the company

Equity interest in %

beiersdorf ag shareholdings
Subsidiaries in Germany Allgemeine Immobilien- und Verwaltungsgesellschaft m.b.H., Baden-Baden La Prairie Group Deutschland GmbH, Baden-Baden Produits de Beaut Logistik GmbH, Baden-Baden Produits de Beaut Produktions GmbH, Baden-Baden Beiersdorf Manufacturing Berlin GmbH, Berlin Beiersdorf Beteiligungs GmbH, Gallin GUHL IKEBANA GmbH, Griesheim Beiersdorf Customer Supply GmbH, Hamburg Beiersdorf Hautpflege GmbH, Hamburg Beiersdorf Manufacturing Hamburg GmbH, Hamburg Beiersdorf Shared Services GmbH, Hamburg IKEBANA-Kosmetik GmbH, Hamburg NOIMMO Erste Projekt GmbH & Co. KG, Hamburg Phanex Handelsgesellschaft mbH, Hamburg PROVISTA Achthundertdreiundvierzigste Verwaltungsgesellschaft mbH, Hamburg Tape International GmbH, Hamburg tesa Converting Center GmbH, Hamburg tesa Grundstcksverwaltungsges. mbH & Co. KG Hamburg, Hamburg tesa SE, Hamburg tesa Werk Hamburg GmbH, Hamburg TRADICA Pharmazeutische GmbH, Hamburg tWH GmbH, Hamburg Ultra Kosmetik GmbH, Hamburg tesa scribos GmbH, Heidelberg Labtec Gesellschaft fr technologische Forschung und Entwicklung mbH, Langenfeld tesa-Werk Offenburg GmbH, Offenburg tesa Etikettendruckerei GmbH, Stuttgart Beiersdorf Manufacturing Waldheim GmbH, Waldheim Florena Cosmetic GmbH, Waldheim 100.00 100.00 100.00 100.00 100.00 100.00 10.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

072

Consolidated financial statements

Name and domicile of the company Subsidiaries in Europe Beiersdorf CEE Holding GmbH, Vienna, Austria Beiersdorf Ges mbH, Vienna, Austria La Prairie Group Austria GmbH, Vienna, Austria tesa GmbH, Vienna, Austria BEIERSDORF FINANCE SCS, Brussels, Belgium SA Beiersdorf NV, Brussels, Belgium SA tesa, Brussels, Belgium Beiersdorf Bulgaria EOOD, Sofia, Bulgaria Beiersdorf d.o.o., Zagreb, Croatia Beiersdorf spol. s r.o., Prague, Czech Republic tesa tape s.r.o., Prague, Czech Republic tesa A/S, Birkerd, Denmark Beiersdorf A/S, Copenhagen, Denmark Beiersdorf O, Tallinn, Estonia Beiersdorf Oy, Kaarina, Finland tesa Oy, Turku, Finland La Prairie Group France S.A.S., Boulogne-Billancourt, France Beiersdorf Holding France Sarl, Paris, France Beiersdorf s.a.s., Paris, France tesa s.a.s, Savigny-le-Temple, France BDF Medical Ltd., Birmingham, Great Britain Beiersdorf UK Ltd., Birmingham, Great Britain La Prairie (UK) Limited, London, Great Britain tesa UK Ltd., Milton Keynes, Great Britain Beiersdorf Hellas AE, Gerakas, Greece tesa tape A.E., Gerakas, Greece Beiersdorf Kft., Budapest, Hungary Tartsay Beruhz Kft., Budapest, Hungary tesa tape Ragasztszalag Termel s Kereskedelmi Kft., Budapest, Hungary Beiersdorf ehf, Reykjavik, Iceland Beiersdorf Ireland Ltd., Dublin, Ireland Comet SpA, Concagno Solbiate, Italy Beiersdorf SpA, Milan, Italy La Prairie S.p.A., Milan, Italy tesa SpA, Vimodrone, Italy

Equity interest in %

100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.89 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.66 100.00 100.00 100.00 100.00 100.00 100.00 100.00

073

Name and domicile of the company SIA Beiersdorf, Riga, Latvia Beiersdorf UAB, Wilna, Lithuania Beiersdorf Macedonia DOOEL, Skopje, Macedonia Guhl Ikebana Cosmetics B.V., Amsterdam, Netherlands Beiersdorf Holding B.V., Baarn, Netherlands Beiersdorf NV, Baarn, Netherlands Beiersdorf AS, Oslo, Norway tesa AS, Oslo, Norway Beiersdorf Manufacturing Poznn Sp. z.o.o., Poznn, Poland NIVEA Polska sp. z o.o., Poznn, Poland tesa tape sp. z.o.o, Poznn, Poland Beiersdorf Portuguesa, Limitada, Queluz, Portugal tesa Portugal - Produtos Adhesivos, Lda., Queluz, Portugal Beiersdorf Romania SRL, Bucharest, Romania tesa tape s.r.l., Cluj-Napoca, Romania Beiersdorf LLC, Moscow, Russia tesa tape OOO, Moscow, Russia Beiersdorf d.o.o. Beograd, Belgrade, Serbia Beiersdorf Slovakia, s.r.o., Bratislava, Slovakia Beiersdorf d.o.o., Ljubljana, Slovenia tesa tape posrednisto in trgovina d.o.o., Ljubljana, Slovenia Beiersdorf Manufacturing Argentona, S.L., Argentona, Spain tesa tape S.A., Argentona, Spain La Prairie Group Iberia S.A.U., Madrid, Spain Beiersdorf Holding SL, Tres Cantos, Spain Beiersdorf Manufacturing Tres Cantos SL, Tres Cantos, Spain Beiersdorf S.A., Tres Cantos, Spain Beiersdorf Aktiebolag, Gothenburg, Sweden Beiersdorf Nordic Holding AB, Gothenburg, Sweden tesa AB, Kungsbacka, Sweden tesa Bandfix AG, Bergdietikon, Switzerland tesa tape Schweiz AG, Bergdietikon, Switzerland Beiersdorf AG, Reinach, Switzerland Laboratoires La Prairie AG, Volketswil, Switzerland La Prairie Group, AG, Volketswil, Switzerland EBC Eczacibasi-Beiersdorf Kozmetik rnler Sanayi ve Ticaret A.S., Istanbul, Turkey tesa Bant Sanayi ve Ticaret A.S., Istanbul, Turkey Beiersdorf Ukraine LLC, Kiev, Ukraine

Equity interest in % 100.00 100.00 100.00 10.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 50.00 100.00 100.00

074

Consolidated financial statements

Name and domicile of the company Subsidiaries in the Americas Beiersdorf S.A., Buenos Aires, Argentina tesa tape Argentina S.R.L., Buenos Aires, Argentina Beiersdorf S.R.L., Santa Cruz de la Sierra, Bolivia tesa Brasil Limitada, Curitiba, Brazil Beiersdorf Industria e Comercio Ltda., Itatiba, Brazil BDF NIVEA LTDA., So Paulo, Brazil Beiersdorf China Ltd., Tortola, British Virgin Islands Beiersdorf Canada Inc., St. Laurent, Canada Beiersdorf S.A., Santiago de Chile, Chile tesa tape Chile S.A., Santiago de Chile, Chile Beiersdorf S.A., Bogota, Colombia tesa Tape Colombia Ltda., Santiago de Cali, Colombia BDF Costa Rica, S.A., San Jos, Costa Rica Beiersdorf, SRL., Santo Domingo, Dominican Republic Beiersdorf S.A., Quito, Ecuador BDF El Salvador, S.A. de C.V., San Salvador, El Salvador BDF Centroamrica, S.A., Guatemala City, Guatemala tesa tape Centro America S.A., Guatemala City, Guatemala BDF Corporativo, S.A. de C.V., Mexico City, Mexico BDF Mxico, S.A. de C.V., Mexico City, Mexico Technical Tape Mexico SA de CV, Mexico City, Mexico tesa tape Mexico SRL de CV, Mexico City, Mexico BDF Panam S.A., Panam City, Panam HUB LIMITED S.A., Panam City, Panam Beiersdorf S.A., Asuncin, Paraguay Beiersdorf S.A.C., Lima, Peru Beiersdorf S.A., Montevideo, Uruguay tesa tape inc., Charlotte, NC., USA LaPrairie.com LLC, Edison, USA La Prairie, Inc., New York, NY., USA Beiersdorf, Inc., Wilton, CT., USA Beiersdorf North America Inc., Wilton, CT., USA Beiersdorf S.A., Caracas, Venezuela

Equity interest in %

100.00 99.75 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 99.81 100.00 100.00 100.00 100.00 100.00 100.00 100.00

075

Name and domicile of the company Subsidiaries in Africa, Asia, Australia Beiersdorf Australia Ltd, North Ryde, NSW, Australia La Prairie Group Australia Pty. Ltd., North Ryde, NSW, Australia tesa tape Australia Pty. Ltd., Sydney, NSW, Australia Beiersdorf Daily Chemical (Guangzhou) Co. Ltd., Guangzhou, China tesa tape (Hong Kong) Ltd., Hong Kong, China La Prairie (Shanghai) Co. Ltd., Shanghai, China NIVEA (Shanghai) Company Limited, Shanghai, China tesa (Shanghai) Trd. Co. Ltd., Shanghai, China tesa tape (Shanghai) Co., Ltd., Shanghai, China tesa plant (Suzhou) Co., Ltd., Suzhou, China Beiersdorf Daily Chemical (Wuhan) Co. Ltd., Wuhan, China Beiersdorf Daily Chemical (Hubei) Co., Ltd., Xiangtao, China Beiersdorf India Pvt. Limited, Mumbai, India Nivea India Pvt. Ltd., Mumbai, India tesa Tapes (India) Pte. Limited, Navi Mumbai, India PT. Beiersdorf Indonesia, Jakarta, Indonesia Beiersdorf Holding Japan Yugen Kaisha, Tokyo, Japan La Prairie Japan K.K., Tokyo, Japan Nivea-Kao Co., Ltd., Tokyo, Japan tesa tape K.K., Tokyo, Japan Beiersdorf East Africa Limited, Nairobi, Kenya La Prairie Korea Ltd, Seoul, Korea NIVEA Seoul Ltd., Seoul, Korea tesa tape Korea Ltd., Seoul, Korea tesa tape (Malaysia) Sdn. Bhd., Kajang, Malaysia tesa tape Industries (Malaysia) Sdn. Bhd., Kajang, Malaysia Beiersdorf (Malaysia) SDN. BHD., Petaling Jaya, Malaysia Medical-Latex (DUA) SDN. BHD., Senai, Malaysia Beiersdorf S.A., Casablanca, Morocco tesa tape New Zealand Ltd., Auckland, New Zealand Beiersdorf Singapore Pte. Limited, Singapore, Singapore Singapore Plastic Products Pte. Ltd., Singapore, Singapore tesa Plant (Singapore) Pte. Ltd., Singapore, Singapore tesa tape Asia Pacific Pte. Ltd., Singapore, Singapore Beiersdorf Consumer Products (Pty.) Ltd., Westville, South Africa

Equity interest in %

100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 51.00 100.00 100.00 80.00 100.00 100.00 60.00 100.00 100.00 100.00 100.00 100.00 100.00 99.99 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00

076

Consolidated financial statements

Name and domicile of the company NIVEA (Taiwan) Ltd., Taipeh, Taiwan Beiersdorf (Thailand) Co., Ltd., Bangkok, Thailand tesa tape (Thailand) Ltd., Bangkok, Thailand Beiersdorf Middle East FZCO, Dubai, United Arab Emirates Beiersdorf Vietnam LLC, Ho Chi Minh City, Vietnam

Equity interest in % 100.00 100.00 90.10 100.00 100.00

Significant acquisitions/divestments 2010 No significant acquisitions or divestments were made in the maxingvest Group in the previous year. Significant acquisitions/divestments 2011 On 28 February 2011, Beiersdorf sold the JUVENA and Marlies Mller brands and the related businesses to Troll Cosmetics GmbH, Schwarzach, Austria, as part of its package of investments and measures. The brands belonged to the La Prairie Group and were assigned to the Consumer business segment within the Beiersdorf segment. They generated sales of 23 million in 2010. No significant acquisitions were made in the maxingvest Group during the year under review. Consolidation methods The financial statements of the companies included in the consolidated financial statements are prepared uniformly as at 31 December in accordance with the accounting policies applied by the maxingvest Group. Subsidiaries are fully consolidated from the acquisition date, this means the date on which the Group obtains control. They cease to be included in the consolidated financial statements as soon as the parent loses control. Acquisition accounting uses the purchase method, under which the cost of the business combination is allocated to the identifiable assets acquired, and liabilities and contingent liabilities assumed, based on their fair value at the acquisition date. Any excess of cost over net assets acquired is recognised as goodwill. The cost of an acquisition is determined as the total of the consideration transferred, measured at fair value at the acquisition date, and any non-controlling interest in the acquiree. For each business combination, any non-controlling interest in the acquiree is measured either at fair value or at the proportionate share of the acquirees identifiable net assets. The transaction costs incurred in a business combination are recognised as an expense.

077

Profit and equity of Group companies attributable to non-controlling interests are presented separately in the consolidated income statement and as a component of equity in the consolidated balance sheet. In the case of successive purchases of the shares of subsidiaries, the difference between the cost of the new shares and the non-controlling interests previously recognised in the Group for these shares is recognised in other comprehensive income. In the case of step acquisitions, interests held on the date that control is obtained are remeasured, with any adjustments to previously recognised assets and liabilities being recognised in profit or loss. Any adjustment to contingent consideration components is recognised in profit or loss. Income and expenses, receivables and liabilities and intercompany profits and losses between companies included in the consolidated financial statements are eliminated. Deferred taxes are recognised for the tax effects of consolidation adjustments. Losses at a subsidiary are attributed to the non-controlling interest even if this results in a negative balance. A change in an ownership interest in a subsidiary that does not result in a loss of control is accounted for as a transaction within equity. Currency translation The euro is the functional currency and presentation currency of maxingvest ag. Each company within the Group determines its own functional currency. The items contained in the financial statements of the respective company are measured using that functional currency. Foreign currency trans actions are initially translated to the functional currency at the spot rate of the foreign currency prevailing at the transaction date. Non-monetary items that were measured at historical cost in a foreign currency are translated at the rate prevailing at the transaction date. Monetary assets and liabilities in foreign currency are translated into the functional currency at the closing rate. All exchange differences are recognised in profit for the period. As the foreign subsidiaries are financially, economically and organisationally independent of the parent, the functional currency is in each case the local currency. The assets and liabilities of foreign subsidiaries whose functional currency is not the euro are translated into euros at the closing rate at the balance sheet date. Income and expenses are translated at average exchange rates for the financial year. Any resulting exchange differences are recognised as an adjustment item for currency translation in equity.

078

Consolidated financial statements

Changes in exchange rates for currencies that are material for the consolidated financial statements are presented in the following table:
2011 2010

1= US dollar British pound Chinese yuan Hong Kong dollar Swiss franc Japanese yen Polish zloty

ISO code USD GBP CNY HKD CHF JPY PLN

Average rate 1.4000 0.8713 9.0301 10.8960 1.2320 111.3208 4.1380

Closing rate 1.2939 0.8353 8.1588 10.0510 1.2156 100.2000 4.4580

Average rate 1.3207 0.8560 8.9277 10.2611 1.3700 115.2592 4.0049

Closing rate 1.3362 0.8608 8.8220 10.3856 1.2504 108.6500 3.9750

ACCOUNTING POLICIES
Intangible assets
Patents, trademarks, licences and similar

Purchased patents, trademarks, licences and similar items are measured at cost on initial recognition and, if finite-lived, amortised over that life (usually five to ten years) using the straight-line method. The cost of intangible assets acquired in a business combination is their fair value at the acquisition date. Indefinite-lived intangible assets (for instance, trademarks) are not amortised.
Goodwill

If, at the acquisition date, the cost of a business combination exceeds the fair value of the identifiable assets, liabilities and contingent liabilities, the difference is recognised as goodwill. Goodwill is not amortised.

079

Research and development costs

Research and development costs are recognised as expenses in the period in which they are incurred. The exception to this rule relates to development costs that meet all the criteria for recognition as internally generated intangible assets set out in IAS 38 Intangible Assets. In the maxingvest Group, this applies to internally developed software, which is recognised in the amount of the directly attributable development costs. Internally generated intangible assets are amortised using the straight-line method over their expected useful lives, which generally do not exceed five years. The useful lives, residual values and methods of amortisation of finite-lived intangible assets are reviewed annually and adapted where necessary. Goodwill, indefinite-lived intangible assets and intangible assets that are not yet available for use are tested for impairment at least once a year. Intangible assets are derecognised if they are disposed of or if no further economic benefits are expected from their use or disposal. Property, plant and equipment Items of property, plant and equipment are recognised at cost and reduced by straight-line depreciation over their expected useful lives. Property, plant and equipment is depreciated ratably in the year of acquisition. The cost of internally developed items of property, plant and equipment is determined on the basis of direct costs and production-related overheads. Borrowing costs are recognised as a current expense where they do not relate to interest incurred in the production of qualifying assets. Third-party grants reduce cost. Cost also includes the estimated costs of dismantlement and removal of items of property, plant and equipment or restoration of the site on which they are located. If an item of property, plant and equipment consists of several components with different useful lives, the individually significant components are depreciated over their separate useful lives. Maintenance and repair costs are recognised as expenses when they are incurred. Major renovations or improvements that significantly increase production capacity or the useful life of an asset are capitalised. Components previously included are recognised accordingly as disposals.

080

Consolidated financial statements

If an item of property, plant and equipment is disposed of or if no further economic benefits are expected from its use or disposal, the carrying amount of the item is derecognised. The gain or loss on disposal of an item of property, plant and equipment is the difference between the net disposal proceeds and the carrying amount of the item and is recognised in other operating income or other operating expenses at the date of derecognition. Depreciation is based mainly on the following useful lives:
Buildings Technical equipment and machinery Other equipment, operating and office equipment 10 33 years 5 15 years 3 15 years

The useful lives, residual values and methods of depreciation of items of property, plant and equipment are reviewed at the end of each financial year and adapted where necessary. Impairment of non-financial assets Goodwill, indefinite-lived intangible assets and intangible assets that are not yet available for use are tested for impairment when there are specific indications that they may be impaired, or at least once a year, while other intangible assets with finite useful lives, items of property, plant and equipment and other non-current non-financial assets are tested for impairment only when there are specific indications that they may be impaired. For this purpose, goodwill is allocated as of the acquisition date to the cash-generating unit of the Group that should benefit from the synergies of the business combination. Indications of possible impairment may include, for example, changes in the competitive environment, market growth forecasts, technological developments or current replacement costs. An impairment loss is recognised in the income statement if the assets recoverable amount is less than its carrying amount. As a rule, the recoverable amount is measured for each asset individually. If this is not possible, it is measured on the basis of a group of assets or on the basis of a cash-generating unit. Goodwill is tested for impairment by measuring the recoverable amount of the cash-generating unit to which the goodwill in question relates. The recoverable amount is the higher of fair value less costs to sell and value in use. Fair value less costs to sell is the amount obtainable from the sale of an asset in an arms length transaction, less the costs of disposal. As a rule, value in use is measured on the basis of the estimated future cash flows expected to be derived from an assets use and disposal using the discounted cash flow method. The cash flows are derived from the business plans, with consideration given to current developments. They are discounted using capitalisation rates that reflect the rates for equivalent risk at the time of the impairment test.

081

The value in use of indefinite-lived trademarks is measured using the relief from royalty method. This method estimates the cost savings that arise as a result of the Group itself holding the brands and not having to pay a licence fee to a licensor. The value in use of trademarks is measured by discounting those cost savings using a capitalisation rate that reflects the rate for equivalent risk at the time of the impairment test. If the reason for an impairment loss recognised in prior years for an asset other than goodwill no longer applies, the impairment loss is reversed up to a maximum of the assets depreciated cost. Further details on the impairment testing of goodwill and indefinite-lived trademarks can be found in note 1 Intangible assets. Leases Agreements that convey the right to use an asset for an agreed period of time in return for payment qualify as leases. This applies even where the agreement does not specifically provide for the transfer of such a right. The maxingvest Group uses movable and immovable items of property, plant and equipment as lessee and is a lessor of movable items of property, plant and equipment in its Coffee Service business. An assessment is made whether beneficial ownership of the leased asset is attributable to the lessee (finance lease) or to the lessor (operating lease) depending on whether the risks and rewards incidental to ownership of the asset have been transferred. Where the Group is the lessee under a finance lease, the leased asset and a corresponding financial liability are recognised in the financial statements. The asset and liability are measured at the lower of the present value of the minimum lease payments or the fair value of the leased asset. In the case of an operating lease, the maxingvest Group recognises the lease payments as an expense using the straight-line method over the term of the lease. Where the maxingvest Group is a lessor, leased assets subject to operating leases are recognised in the financial statements at cost and depreciated to their residual values on a straightline basis over their useful lives.

082

Consolidated financial statements

Inventories Inventories are measured at the lower of cost and net realisable value. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale. The cost of inventories is measured using the weighted average method. In ad d i tion to direct costs, cost includes proportionate indirect materials and production costs as well as production-related depreciation. Cost also comprises the proportionate costs of occupational pension plans, including voluntary welfare benefits, and production-related administrative expenses. Borrowing costs to acquire or produce inventories are not capitalised because the inventories purchased are already prepared for their intended sale or are not subject to any lengthy production processes. Financial instruments Financial instruments are contracts that give rise to a financial asset of one entity and a financial liability or equity instrument of another. Financial instruments are recognised as soon as the Group becomes a party to the contractual provisions of the financial instrument. If, however, the trade and settlement date of the financial asset should differ, the settlement date shall apply for the initial recognition. Financial assets within the meaning of IAS 39 Financial Assets: Recognition and Measurement are classified into the following categories in the maxingvest Group: The financial assets at fair value through profit or loss category comprises derivative financial assets

not included in hedging relationships that are reported in current and non-current financial assets. The loans and receivables category mainly comprises trade receivables, securities, originated loans and

advances reported in current and non-current financial assets, and cash. Cash includes cash at banks, cash on hand and cheques. The held-to-maturity investments category mainly covers investments in fixed-income securities

reported in securities, such as investments in government and corporate bonds. The available-for-sale financial assets category covers financial assets that are not allocated to any

of the aforementioned categories. These are reported in current and non-current financial assets. In the maxingvest Group, this category includes in particular investments in fixed-income securities reported in securities, equity investments and investments in private equity funds.

083

Financial liabilities regularly establish a right to deliver cash or another financial asset. In the Group, financial liabilities include in particular the euro debut bond issued by maxingvest ag, liabilities to banks, trade payables and derivative liabilities. In the maxingvest Group, financial liabilities within the meaning of IAS 39 are classified under the following categories: The financial liabilities at fair value through profit or loss category mainly covers the euro debut bond

issued by maxingvest ag reported in non-current financial liabilities. The other financial liabilities category mainly covers liabilities to banks, trade payables, and other

current and non-current financial liabilities. The Group determines the classification of its financial assets and liabilities at the time of initial recognition and examines this classification at the end of every financial year, if this is permissible and appropriate. When financial instruments are initially recognised, they are measured at their fair value. In the case of financial instruments that are not recognised at fair value through profit or loss, transaction costs that can be directly allocated to the acquisition of the financial instrument are also included. After initial recognition, available-for-sale financial assets are measured at their fair value, and any gains or losses are recognised in a separate equity item net of deferred taxes. At the time when the financial investment is derecognised, the accumulated gains or losses recognised directly in equity are recognised in the consolidated income statement. Financial instruments in the loans and receivables and other financial li abilities categories are measured at amortised cost after initial recognition using the effective interest me thod (including transaction costs). Financial instruments in the financial assets at fair value through profit or loss and financial liabilities at fair value through profit or loss categories are measured at fair value after initial recognition.

084

Consolidated financial statements

The fair value of financial assets that are traded on regulated markets is determined by reference to the quoted market price on the balance sheet date. The fair value of financial investments for which there is no active market is determined by applying appropriate valuation techniques, if this can be done reliably. The fair value of receivables, other assets and liabilities carried at amortised cost is determined on the basis of expected cash flows using reference interest rates for equivalent risk structures and maturities at the balance sheet date. The maxingvest Group has used the option to designate financial liabilities as at fair value through profit or loss at the time of their initial recognition. The option was exercised when measuring the euro debut bond issued in October 2004 in order to avoid inconsistencies in the measurement of bonds and allocated hedging instruments. The fair value of the euro debut bond is determined by reference to the official price published on the Frankfurt Stock Exchange at the balance sheet date.
Derivative financial instruments

Derivative financial instruments are measured at fair value. In the case of derivative financial instruments that are traded on active markets, fair value corresponds to the market price on the balance sheet date. In the case of derivative financial instruments that are not traded, fair value is determined using accepted financial techniques. When hedges are entered into, certain derivatives are allocated to certain hedged items (underlyings) to hedge the exposure to changes in the fair value of a recognised asset or to hedge the cash flows from a liability. The Group uses the following criteria to classify a derivative as a hedging instrument: (a) the hedge is expected to be highly effective in achieving offsetting changes in fair value or cash flows attributable to the hedged risk; (b) the effectiveness of the hedge can be reliably measured; (c) at the inception of the hedge there is formal documentation of the hedging relationship; (d) for cash flow hedges, a forecast transaction that is the subject of the hedge must be highly probable. Derivatives classified as fair value hedges are measured at their fair value. Any resulting changes in fair value are recognised in profit or loss. The carrying amount of the hedged asset or liability is adjusted for the changes in fair value attributable to the hedged risk. Gains or losses resulting from changes in fair value are recognised in profit or loss for the period. If an unrecognised firm commitment is designated as a hedged item, the subsequent cumulative changes in the fair value of the firm commitment are recorded as an asset or liability in the balance sheet under current or non-current assets or liabilities. The changes in fair value attributable to the hedged risk are also recognised in the income statement.

085

Cash flow hedges serve to hedge fluctuations in cash flow from recognised assets, firm commitments or highly probable forecast transactions. Changes in the fair value of a hedging instrument that forms part of a highly effective cash flow hedge are recognised in other comprehensive income net of any related deferred taxes. The ineffective portion is recognised in profit or loss. If the cash flow hedge results from the recognition of an asset or a liability, the gains or losses that were previously recognised directly in equity are removed from equity and included in the initial measurement of the acquisition cost or other carrying amount of the asset or liability. If the forecast transaction or firm commitment is no longer expected to occur, the amounts previously taken directly to equity are transferred to profit or loss. If the hedging instrument expires or is sold, terminated or exercised without being replaced or rolled over into another hedging instrument, the cumulative gain or loss from the hedging instrument originally recognised directly in equity continues to be reported in equity until the firm commitment or forecast transaction has occurred. Derivative financial instruments not designated as hedging instruments are classified as financial assets at fair value through profit or loss and measured at fair value. Changes in fair value are included in profit or loss for the period. The fair value of foreign exchange contracts is determined on the basis of the exchange rates on the forward exchange market at the balance sheet date. The fair value of commodity futures contracts is determined on the basis of current commodity futures prices for comparable contracts on the commodity futures market at the reporting date. The positive (negative) fair values of derivative financial instruments are reported in current or in non-current financial assets (current or non-current financial liabilities), depending on their maturity.

086

Consolidated financial statements

Impairment of financial assets

If there are specific indications that financial assets or groups of financial assets may be impaired, they are tested for impairment. Any impairment established or any reversal of impairment losses in subsequent periods is generally recognised in profit or loss. In the case of available-for-sale equity instruments, a significant or prolonged decline in the fair value below its cost is recognised as an impairment loss in profit or loss. In the case of available-for-sale financial assets, a loss previously recognised in equity is then also recognised in profit or loss. The subsequent reversal of an impairment loss on available-for-sale equity instruments is not recognised in profit or loss. The subsequent reversal of an impairment loss on debt instruments is recognised in profit or loss if the increase in the fair value can be clearly attributed to an event occurring after the recognition of the earlier impairment in profit or loss. In the case of trade receivables, identifiable risks are accounted for by appropriate valuation allowances that adequately reflect the expected risk of default. Valuation allowances on receivables are estimated mainly on the basis of payment history and by taking account of the age structure, a substantial deterioration in creditworthiness or a high probability that a debtor will become insolvent, and changes in the political and macroeconomic environment. Further details on valuation allowances for doubtful receivables can be found in note5 Trade receivables.
Derecognition of financial assets and financial liabilities

A financial asset is derecognised when the Company loses control of the contractual rights that comprise the financial asset. A financial liability is derecognised when the obligation specified in the contract is discharged, cancelled, or expires. Provisions for pensions and other post-employment benefits
Defined contribution and defined benefit plans

The maxingvest Group makes provision for the retirement of eligible employees either directly or through legally independent pension and welfare funds. Occupational pension plans in the Group are both defined contribution and defined benefit plans. The payments vary, depending on the legal, economic and tax situ ation in the country concerned, and are generally based on length of service, compensation and the beneficiarys position in the Company. The direct and indirect obligations consist of obligations under existing pensions and entitlements to future pensions and other post-employment benefits payable.

087

The pension obligations under defined benefit plans are calculated using the projected unit credit method in accordance with IAS 19 Employee Benefits. As an employer, the maxingvest Group undertakes to make committed pension payments and to fund these by recognising pension provisions or via plan assets. The obligations under expected benefit payments are allocated over the entire service life of the employees. Actuarial figures are calculated each year for the pension plans. The calculation of pension obligations reflects market rates of interest, wage/salary, pension and staff turnover trends, and probabilities of death and d isability. Measurement is based on the conditions specific to the country concerned. Pension provisions are measured and pension expenses calculated using the corridor method. Actuarial gains and losses are recognised if the net accumulated, unrecognised actuarial gains and losses for each individual plan at the end of the prior reporting period exceed the greater of 10% of the defined benefit obligation or 10% of the fair value of existing plan assets available for the direct settlement of obligations. The excess amount is allocated over the expected average remaining working lives of the employees included in the plan. Unrecognised past service cost is allocated on a straight-line basis over the average period until the benefits vest. The amount required to be recognised as the liability for a defined benefit plan is the sum of the present value of the defined benefit obligations and the actuarial gains and losses not recognised in the income statement, minus unrecognised past service cost and the fair value of the plan assets available for the direct settlement of obligations. The return on the plan assets is reported as interest income. The service cost is reported in the costs of the relevant functions. Certain employees of the maxingvest Group also receive deferred compensation. Deferred compensation represents a direct commitment by which the employer contractually commits to grant the employee or his or her survivors pension benefits under certain conditions, for instance disability or when a certain age is reached. The employees forego payment of part of their wages while they are employed and receive a direct commitment as compensation that represents a pension claim against the employer. In order to finance the benefits from the direct commitment, the Group purchases a pension liability policy whose premiums are financed entirely from the deferred wage components. The pension liability policy is pledged to the employee, so that it remains formally in the possession of the Group; however, in the event of insolvency, the Group and its creditors cannot dispose of the asset.

088

Consolidated financial statements

The defined contribution plans are primarily related to domestic or foreign state or statutory pension funds to which the Group contributes. The employer contributions to these pension funds are recognised in the income statement when incurred. The Group has no obligations arising from these defined contribution plans beyond the payment of these contributions. The expenses relating to these defined benefit and defined contribution plans are contained in the costs of the consuming functions. Interest accruing on the benefit entitlements earned in previous years, the return on plan assets and the amortisation of unrealised actuarial gains/losses are contained in interest expense.
Termination benefits

The Group pays termination benefits when employees work agreements are terminated as part of restructuring measures. In certain countries, the law also requires the Group to pay termination benefits in the event of a reduction in the workforce. Termination-related expenditure in the course of restructurings is only incurred if management decides on a plan that leads to future termination benefit payments and has either started to implement the restructuring plan or has raised a valid expectation in those affected by it that the restructuring will be carried out. Termination benefits are uncertain obligations that are recognised in the amount of the best estimate. In addition, the German companies included in the consolidated financial statements allow employees the opportunity to enter into pre-retirement part-time work agreements whose provisions govern early retirement from the relevant company. The pre-retirement part-time work agreements are accounted for in the consolidated financial statements as termination obligations, and provisions and personnel expenses are recognised in the amount of the present value of the expected additional future payments. The measurement of the provisions reflects the pre-retirement part-time work agreements already entered into with employees and the agreements expected to be entered into on the basis of existing contractual arrangements. The termination element of the agreements is included in its entirety as soon as the pre-retirement part-time work obligations are initially recognised.
Other long-term employee benefits

A large number of maxingvest Group employees are granted anniversary bonuses after they have been employed with the Group for a predetermined number of years. The corresponding obligations are also measured using the projected unit credit method.

089

Other provisions Provisions are recognised for current (legal or constructive) obligations to third parties or employees as a result of a past event where the probability of settlement is greater than 50% and the amount of the obligation can be reliably measured. If the Group expects at least partial reimbursement for a provision, the reimbursement is recognised as a separate asset if it is highly probable that it will be received. The expense for recognition of the provision is reported in the income statement less the reimbursement. Non-current provisions are d iscounted if the time value of money is material. Provisions for restructuring measures are only recognised if there is a detailed, formal restructuring plan in place and a valid expectation has been raised in those affected by it that the restructuring measures will be implemented. In measuring restructuring provisions, only the expenditure directly incurred by the restructuring and not associated with the Companys ongoing activities is taken into account. Contingent liabilities Contingent liabilities are either possible obligations whose existence will be confirmed only by the occurrence of one or more uncertain future events not wholly within the control of the maxingvest Group, or present obligations that are unlikely to lead to an outflow of resources, or where the amount of the outflow of resources cannot be measured reliably. In accordance with IAS 37 Provisions, Contingent Liabilities and Contingent Assets, contingent liabilities are not recognised in the balance sheet. If an outflow of economic benefits is not unlikely, contingent liabilities are disclosed in the notes. Income and expenses Revenues include all proceeds that result from the typical business activities of the maxingvest Group com panies and are reported net of value added tax. Revenues are recognised when the goods and products have been delivered and/or the services rendered and the significant rewards and risks incidental to ownership have passed to the buyer. Discounts, customer bonuses and rebates are deducted from revenues, as is consideration payable to trading partners in those cases in which the consideration is not matched by a distinct product or service supplied whose fair value can be estimated reliably. The existence of return rights is reflected in the recognition and measurement of revenues. Award credits arising in the form of TreueBohnen (loyalty points) in connection with the PrivatCard customer loyalty programme in the Tchibo segment are recorded in accordance with IAS 18.13 as a separate component of the sales transaction for which they are granted (multiple-element arrangement). The fair value of the consideration received in the sale must be allocated between the award credit and the other elements of the sales transaction. The amount allocated to the award credit is determined on the basis of its fair value. This amount is deducted from revenues and deferred until the award credit is redeemed.

090

Consolidated financial statements

Operating expenses are recognised in the income statement upon delivery of the service or at the time they are incurred. Interest income is recognised rateably using the effective rate of interest on a financial asset and presented under financial income. Dividends are recognised on the date at which the Groups right to receive payment is established. Income taxes Income taxes include current taxes and changes in deferred taxes. Current income taxes are calculated on the basis of the taxable income in the individual country and local tax regulations. Current taxes for the year also include adjustments for any payments or repayments of taxes due in respect of past years. Deferred taxes are accounted for using the balance sheet liability method, under which differences between the carrying amount of an asset or liability in the consolidated balance sheet and the tax base of that asset or liability are deferred if they will reverse over time (temporary differences). Deferred taxes are not recognised for goodwill arising from business acquisitions. The recognition and measurement of deferred tax assets are based on assessments by management. Deferred tax assets are recognised for all deductible temporary differences, unused tax loss carryforwards and unused tax credits to the extent that it is probable that there will be sufficient taxable income for the relevant tax authority and in the relevant tax type in future periods against which the deductible temporary differences and unused tax loss carryforwards and tax credits can be utilised. The relevant individual tax rate expected at the time of the reversal of the difference or utilisation of the loss is applied. In doing so, measurement is based on the tax rates (and tax regulations) that have been enacted or announced at the balance sheet date. Deferred tax assets and deferred tax liabilities are not discounted and are presented in the balance sheet as non-current assets or liabilities. They are offset if the Group has a legally enforceable right of set-off and the tax assets and tax liabilities relate to income taxes levied on the same taxable entity by the same taxation authority.

091

The carrying amount of recognised deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available against which the deferred tax asset can be at least partly utilised. Unrecognised deferred tax assets are reviewed at each balance sheet date and recognised to the extent that it has become probable that future taxable profit will enable the benefit of the deferred tax asset to be realised. Deferred taxes recognised for items that are taken directly to equity are also recognised directly in equity. Significant judgements, estimates and assumptions Preparation of the consolidated financial statements requires management to make judgements, estimates and assumptions that affect the amounts of income, expenses, assets and liabilities reported at the end of the period under review and the related disclosure of contingent liabilities. Management takes into account all information currently available when exercising judgement and making assumptions and estimates. However, due to the uncertainty related to such assumptions and estimates, actual results could lead to significant adjustments to the carrying amounts of the assets and liabilities concerned in future periods. Changes are recognised in the income statement at the date on which better information comes to light. The main judgements, estimates and assumptions made by management are explained in the following. The identification of indications of possible impairment, estimates of future cash flows and the determination of the fair values of the assets are significantly influenced by managements estimates with respect to the identification and assessment of indications of impairment, expected cash flows, discount rates, individual useful lives and residual values. The recoverable amount of a cash-generating unit is determined using the discounted cash flow method. The forecast of expected cash flows necessary for this purpose is dependent on estimates by management with respect to the development of market shares, forecasts for individual locations and investments, among other factors. For further information, please refer to note 1 Intangible assets.

092

Consolidated financial statements

The pension obligations under defined benefit plans are calculated using actuarial models based on assumptions with respect to the rate of interest, salary trend, life expectancy as well as the expected return on plan assets. Defined benefit obligations are extremely sensitive to changes in these assumptions due to the complexity of measurement, the underlying assumptions and their long-term nature. All assumptions are reviewed at each balance sheet date. Further details on the parameters used in measuring defined benefit plans can be found in note 13 Provisions for pensions and other post-employment benefits. Pension provisions amounting to 168 million (previous year: 177 million) were reported as at 31 December 2011. The recognition and measurement of provisions and contingent liabilities are largely dependent on estimates made by management, since the measurement of a possible payment obligation and the assessment of the likelihood that a liability will arise are based on an estimate of the particular situation by management. Provisions are uncertain obligations that are recognised in the amount of the best estimate. Since these estimates are linked to uncertain forecasts, actual amounts may differ from the estimate and therefore from the amount of the provision. For further information, please refer to note 15 Current and other noncurrent provisions. Other non-current provisions (146 million; previous year: 157 million), other current provisions (830 million; previous year: 790 million) and contingent liabilities (19 million; previous year: 10 million) were reported as at 31 December 2011. The measurement of tax provisions and provisions for antitrust, litigation and rental risks is also dependent on estimates to a considerable extent. In assessing the risk, the Group makes use of the technical knowledge of internal specialist departments and the services of external experts such as tax and legal advisers. Deferred tax assets are recognised for all unused tax loss carryforwards to the extent that it is probable that there will be sufficient taxable income for them, thus allowing the loss carryforwards to actually be used. Determining the amount of deferred tax assets that can be recognised requires management to make significant judgements with regard to the expected timing and amount of the future taxable income and future tax planning strategies. The Group has tax loss carryforwards and unused tax credits for which no deferred tax assets were recognised in the amount of 253 million (previous year: 196 million). These are held by subsidiaries with a history of losses. The subsidiary in question has neither taxable temporary differences nor tax planning oppor tunities that could lead to the recognition of deferred tax assets in some cases. For further details, please refer to note 36 Income taxes.

093

Summary of selected measurement methods


Balance sheet item Measurement method

ASSETS
Goodwill Other intangible assets Indefinite-lived Finite-lived Property, plant and equipment Financial assets Loans and receivables Held to maturity Available for sale At fair value through profit or loss Inventories Trade receivables Cash and cash equivalents Non-current assets and disposal groups held for sale (Amortised) cost (Amortised) cost At fair value in other comprehensive income At fair value through profit or loss Lower of cost and net realisable value (Amortised) cost Nominal value Lower of (amortised) cost and net realisable value Lower of cost and recoverable amount (Amortised) cost (Amortised) cost Lower of cost and recoverable amount

EQUITY AND LIABILITIES


Provisions  Provisions for pensions and other post-employment benefits Other provisions Financial liabilities Bond payable Other financial liabilities Trade payables Other liabilities At fair value through profit or loss (Amortised) cost (Amortised) cost Settlement value Projected unit credit method Settlement value (with the highest probability)

094

Consolidated financial statements

CONSOLIDATED BALANCE SHEET DISCLOSURES

(1) Intangible assets


Patents, trademarks, licences and similar

in million Historical cost Balance at 1 January 2010 Currency translation differences Additions Disposals Reclassifications Balance at 31 December 2010 Currency translation differences Additions Disposals Reclassifications Balance at 31 December 2011 Amortisation Balance at 1 January 2010 Currency translation differences Reversals of impairment losses Amortisation Impairment losses Disposals Balance at 31 December 2010 Currency translation differences Reversals of impairment losses Amortisation Impairment losses Disposals Reclassifications Balance at 31 December 2011 Carrying amount at 31 December 2011 Carrying amount at 31 December 2010

Indefinite-lived trademarks

Goodwill

Payments on account

Total

413 9 18 11 18 447 15 14 13 461

3,651 3,651 35 3,616

1,924 17 1,941 15 13 1,943

18 1 16 1 2 3

6,006 26 18 12 2 6,040 15 17 49 6,023

360 5 27 10 382 23 13 13 405 56 65

123 22 48 149 1 83 25 206 3,410 3,502

5 1 56 62 6 101 13 156 1,787 1,879

3 1

488 6 22 27 104 10 593 6 1 23 184 38 767 5,256 5,447

095

The carrying amounts of intangible assets declined by 191 million year-on-year to 5,256 million (previous year: 5,447 million). The decrease is due primarily to the impairment loss on the Chinese hair care brands and on the goodwill for Beiersdorf Hair Care China (formerly C-BONS Hair Care) in the Beiersdorf segment. The carrying amount of the indefinite-lived trademarks includes trademarks that were identified during the initial consolidation of Beiersdorf AG, Hamburg, and the Chinese hair care brands acquired with the purchase of the shares of Beiersdorf Hair Care China. The trademarks identified in the Holding company segment during the initial consolidation of Beiersdorf AG, Hamburg, were recognised at their fair value at the acquisition date of 3,500 million. As no end to the economic life of the recognised Beiersdorf AG, Hamburg, trademarks can be predicted, these continue to be classified as indefinite-lived intangible assets. The carrying amount of these trademarks was 3,363 million at the balance sheet date (previous year: 3,374 million). The sale of the JUVENA and Marlies Mller brands in the Beiersdorf segment led to the recognition in profit or loss of the disposal of trademarks in the amount of 10 million in the year under review. As in the previous year, the relief from royalty method was used in testing these indefinite-lived Beiersdorf trademarks for impairment and the reversal of impairment losses. As at 31 December 2011, the following significant valuation parameters were used to calculate the net realisable value, based on the revenues per brand derived from the business plans: The cost savings for the various brands were estimated to be licence fees of 3.5% to 6.8% (previous year: 3.5% to 6.8%) of revenues, based on typical market licence fees for comparable assets. The discount rate was determined using the WACC (Weighted Average Cost of Capital) method as the weighted average of the cost of equity and the cost of debt. The rate used to discount the cash flows was 6.4% (previous year: 6.5%). The growth rate beyond the planning horizon was between 0% and 1.8% (previous year: 0% to 1.8%). The impairment test as at 31 December 2011 identified total impairment losses of 2 million (previous year: 25million) and reversals of impairment losses charged in previous years of 1million (previous year: 22 million) that relate exclusively to Beiersdorf trademarks. The impairment losses were recognised under other operating expenses, and the reversals of impairment losses are reported under other operating income. The impairment losses and the reversals of impairment losses are attributable to the Holding segment and the Germany region. The reversals of impairment losses relating to Beiersdorf trademarks are mainly due to the year-on-year decline in the capitalisation rate.

096

Consolidated financial statements

The trademarks capitalised in the Beiersdorf segment in the course of the acquisition of shares in the Beiersdorf Hair Care China Group were recognised with an indefinite useful life since it is planned to continue using them for an unlimited period. The annual impairment test resulted in impairment losses of 81 million (previous year: 23 million) and led to an adjustment of the carrying amount to 47 million (previous year: 128 million). Impairment testing for the Beiersdorf Hair Care trademarks uses the relief from royalty method on the basis of the net realisable value. The calculation is based on a discount rate of 8.8% (previous year: 8.0%) and a growth rate beyond the planning horizon of 2.0% (previous year: 2.5%), as well as licence fees of between 2.0% and 2.5% (previous year: 5.0%). The planning horizon was set at eleven years because this is a growth market. Goodwill in the Holding segment consists mainly of the goodwill in the amount of 1,735 million arising on initial consolidation of Beiersdorf AG. For the purposes of impairment testing, the Beiersdorf Group was defined as a cash-generating unit forming the basis of the impairment test, as the goodwill was allocated to the Beiersdorf Group when the equity interest was acquired and is monitored at that level by maxingvestag. As at 31 December 2011, the value-in-use calculation for the impairment test performed on the goodwill of the Beiersdorf Group was based on the following significant parameters and assumptions: Value in use is calculated using cash flow projections that are based on the financial plans approved by management for financial years 2012 to 2015. Cash flows occurring after the detailed four-year planning period are projected using an annual growth rate of 1.8% (previous year: 1.8%). The pre-tax rate used to discount the cash flows is 8.5% (previous year: 8.8%) and was determined using the WACC method as the weighted average of the cost of equity and the cost of debt. As in the previous year, the impairment test performed in financial year 2011 did not identify any impairment in respect of the goodwill resulting from the acquisition of the shares of Beiersdorf AG. Goodwill in the Beiersdorf segment resulted mainly from the acquisitions of Beiersdorf Hair Care China and the purchase of the remaining shares in Beiersdorf AG, Switzerland. As at the reporting date, the goodwill from the acquisition of Beiersdorf Hair Care China decreased to 0 million (previous year: 93 million) due to an impairment loss of 101 million and an offsetting exchange rate effect of 8 million; the goodwill of Beiersdorf AG, Switz erland, increased to 48 million (previous year: 46 million) as a result of exchange rate fluctu ations.

097

For the purpose of impairment testing, goodwill resulting from business combinations is allocated to the cashgenerating units of the Group that profit from the synergy effects generated by the business combination, starting at the acquisition date. In the Beiersdorf segment, the goodwill arising from the acquisition of Beiersdorf Hair Care China was allocated to the China Group (NIVEA Shanghai and Beiersdorf Hair Care China) following the acquisition and was reassigned to Beiersdorf Hair Care China, as the newly defined cash- generating unit, following the revision of the business structures in the last financial year. The reallocation became necessary due to the focus on the skin care business and the resulting abandonment of the goal of achieving synergy effects from the China Group cash-generating unit. The recoverable amounts of the cash-generating units were determined based on the calculation of the value in use (Beiersdorf AG, Switz erland) or net realisable value (Beiersdorf Hair Care China) using cash flow projections. The estimated future cash flows used for impairment testing are based on the financial planning, with a planning horizon of three years being used for Beiersdorf AG, Switzerland, and of eleven years for Beiersdorf Hair Care China. Cash flows beyond the planning period are extrapolated using individual growth rates, taking relevant market information into account. A growth rate of 2.0% (previous year: 2.5%) was used for Beiersdorf Hair Care China and of 1.0% (previous year: 1.0%) for Beiersdorf AG, Switzerland. The weighted average cost of capital used to discount the estimated cash flows was 8.8% for Beiersdorf Hair Care China (previous year: 8.0%). The pre-tax discount rate for Beiersdorf AG, Switz erland, was 5.73% (previous year: 8.0%). Planning for the cash-generating units is based on assumptions regarding the significant estimation para meters. The latter included gross margins, discount rates, commodity price trends, market share and growth rates. In the case of Beiersdorf AG, Switzerland, it is assumed that, although changes in these parameters are possible in principle in line with reasonable estimates, the recoverable amount of goodwill will exceed the carrying amount. If the actual performance of the Chinese hair care business is lower or higher than outlined above, it may be necessary to charge additional impairment losses or reversals of impairment losses on Beiersdorf Hair Care Chinas trademarks in the future. As in the previous year, no internally generated intangible assets were capitalised in the year under review as the capitalisation requirements under IAS 38 Intangible Assets were not met by the development pro jects. Depending on the use of the assets concerned, amortisation of intangible assets is included in the income statement in the cost of sales, marketing and selling expenses, research and development costs, general administrative expenses and other operating expenses.

098

Consolidated financial statements

(2) Property, plant and equipment


Payments on account and construction in progress

in million Historical cost Balance at 1 January 2010 Currency translation differences Additions Disposals Reclassifications Balance at 31 December 2010 Currency translation differences1) Additions Disposals
1)

Land and buildings

Technical equipment and machinery

Operating and office equipment

Total

951 27 7 7 7 985 20 4 33 2 938

890 17 32 21 34 952 24 18 23 8 931

940 21 76 69 1 967 12 92 95 8 960

40 28 2 41 25 41 3 18 45

2,821 65 143 99 1 2,929 56 155 154 2,874

Reclassifications Balance at 31 December 2011 Depreciation Balance at 1 January 2010 Currency translation differences Depreciation Disposals Reclassifications Balance at 31 December 2010 Currency translation differences2) Depreciation Impairment losses Disposals
2)

390 10 28 3 425 12 34 10 18 439 499 560

599 7 60 18 3 651 17 63 1 18 3 677 254 301

668 15 110 60 3 730 10 81 90 3 714 246 237

45 25

1,657 32 198 81 1,806 39 178 11 126 1,830 1,044 1,123

Reclassifications Balance at 31 December 2011 Carrying amount at 31 December 2011 Carrying amount at 31 December 2010
1)

O  f which from reclassification to non-current assets and disposal groups held for sale. O  f which from reclassification to non-current assets and disposal groups held for sale.

45

22

13

80

2)

25

18

12

55

099

Property, plant and equipment declined by 79 million year-on-year to 1,044 million (previous year: 1,123 million). Investments in property, plant and equipment amounted to 155 million (previous year: 143 million). Depreciation amounted to 178 million (previous year: 198 million) and there were impairment losses of 11 million (previous year: 0 million) in financial year 2011. No impairment losses were reversed in the year under review. The impairment losses are attributable to the following factors: Land and buildings were written down to the recoverable amount following the disposal of the JUVENA brand and the related business. Impairment losses of 9 million were therefore recognised in the Holding company segment. In the Beiersdorf segment, the production facility in Wilton, USA, was classified as non-current assets and disposal groups held for sale in financial year 2011. As a result, impairment losses on land of 1 million were recognised in the Holding company segment. (3) Non-current financial assets
in million Loans and receivables Held-to-maturity financial investments (securities) Available-for-sale financial assets Financial assets at fair value through profit or loss Derivative financial instruments included in hedging relationships 2011 141 675 16 48 880 2010 14 428 16 52 1 511

The available-for-sale financial assets relate to unlisted equity instruments and investments in funds. The available-for-sale financial assets include unlisted equity instruments for which there was no price quoted on an active market and whose fair value could not be reliably determined. These assets are non-marketable equity investments in services or industrial enterprises that are not traded on active markets and are therefore recognised at their cost of 5 million (previous year: 8 million), which reflect impairment losses of 1 million (previous year: 2 million). In addition, securities that are not expected to be realised within 12 months of the reporting date are presented as non-current assets for the first time in financial year 2011. The change was made retroactively and led to adjustments being made to the financial information for the previous year. Securities totalling 675 million (previous year: 428 million) are not expected to be realised within 12 months.

100

Consolidated financial statements

Financial assets at fair value through profit or loss contain derivatives not included in hedging relationships. Non-current financial assets did not include any financial instruments that are past due and not impaired at the balance sheet date. (4) Inventories
in million Raw materials and supplies Work in progress Finished goods, merchandise Payments on account 2011 258 45 998 7 1,308 2010 222 39 837 5 1,103

Of the inventories recognised as at 31 December 2011, inventories amounting to 394 million (previous year: 276 million) were carried below cost at their expected net realisable value. Valuation allowances on inventories amounted to 116 million at the balance sheet date (previous year: 98 million). (5) Trade receivables
in million Trade receivables (before specific valuation allowances) Specific valuation allowances 2011 1,252 24 1,228 2010 1,227 23 1,204

The trade receivables represent the full amount of financial instruments in the loans and receivables meas urement category. The changes in the allowance account are as follows:
in million Balance as at 1 January Additions Reversals Utilisation Exchange rate effects Balance as at 31 December 2011 23 12 9 2 24 2010 21 11 6 4 1 23

101

The age structure of trade receivables that are past due and not impaired is as follows:
of which neither impaired nor past due of which not impaired and past due
> 30 and < 90 days > 90 and < 180 days > 180 and < 360 days

in million 31 December 2011 Trade receivables 31 December 2010 Trade receivables

Carrying amount

of which impaired

< 30 days

> 360 days

1,228

44

1,052

127

1,204

50

1,032

108

In terms of receivables that are neither past due nor impaired as at the balance sheet date, there is no indication that the debtors will default on their obligations. The other outstanding receivables are monitored continuously. The risk of default is accounted for via specific and collective valuation allowances. The maximum default risk is represented by the carrying amount of the financial assets recognised in the balance sheet. The default risk is partly mitigated by insurance as at the balance sheet date. (6) Other current financial assets
in million Loans and receivables Financial assets at fair value through profit or loss Derivative financial instruments included in hedging relationships 2011 118 13 23 154 2010 77 2 16 95

Financial assets at fair value through profit or loss relate to derivatives not included in hedging relationships. Other current financial assets did not include any financial instruments that are past due and not impaired at the balance sheet date. Loans and receivables include receivables in the amount of 49 million (previous year: 49 million) which have been completely written off.

102

Consolidated financial statements

(7) Other current assets


in million Other tax assets Payments on account Miscellaneous assets 2011 75 50 3 128 2010 69 50 9 128

(8) Securities
in million Available-for-sale financial assets Held-to-maturity investments Loans and receivables 2011 928 392 34 1,354 2010 934 468 30 1,432

The maxingvest Group holds a total of 1,354 million in government and corporate bonds, near-moneymarket retail funds and commercial papers. For more information on the adjustment of the prior-year figures, please refer to note 3 Non-current financial assets. Government and corporate bonds and commercial papers are assigned to the held-to-maturity investments, available-for-sale financial assets and loans and receivables categories. The near-money-market retail funds are assigned to the available-for-sale financial assets category. (9) Cash and cash equivalents
in million Cash Cash equivalents Cash and cash equivalents reported in the balance sheet Current liabilities to banks Overnight money borrowed from/invested in investees Cash and cash equivalents reported in the cash flow statement 2011 1,001 312 1,313 82 6 1,225 2010 1,079 273 1,352 67 5 1,280

Cash comprises cash at banks, cash on hand and cheques, and is assigned to the loans and receivables measurement category. Cash equivalents comprise short-term liquid investments, such as overnight money, that can be converted into specific cash amounts at any time and are subject only to insignificant risks of fluctuation in value. They are also assigned to the loans and receivables measurement category.

103

(10) Non-current assets and disposal groups held for sale In the Beiersdorf segment, the production facility in Wilton, USA, and Mnchenstein, Switzerland, were classified as Non-current assets and disposal groups held for sale in the amount of 20 million in financial year 2011. The sales are scheduled to be completed in financial year 2012. The non-current assets held for sale are attributable to the Beiersdorf segment and do not represent discontinued operations at the level of the maxingvest Group. As at 31 December 2011 there was no debt directly associated with the non-current assets and disposal groups held for sale. (11) Equity Equity is composed of paid-in capital (subscribed capital and capital reserves), retained earnings, other components of equity and non-controlling interests. The subscribed capital is composed of 3,960,001 (previous year: 4,800,000) no-par-value ordinary shares. The Company received 839,999 ordinary treasury shares as part of the consideration for the exchange of a 17.5% stake in BBG Beteiligungsgesellschaft mbH, Gallin. These 839,999 ordinary treasury shares were retired on 14December 2011 on the basis of a resolution of the Annual General Meeting on 30 August 2011. Retained earnings comprise the net profit for the financial year, the revaluation reserve and undistributed profits generated in prior periods by companies included in the consolidated financial statements. Retained earnings increased by 881 million as a result of changes in presentation in the year under review. The d ifferences between national GAAP and IFRSs recognised directly in other comprehensive income at the date of transition to the IFRSs in accordance with IFRS 1 were reported in retained earnings for the first time. In addition, the reserve resulting from the remeasurement at the date of acquisition of the majority interest in Beiersdorf AG, of these shares that were already held by the Group prior to the acquisition date, was reclassified to retained earnings. The prior-year figures have been adjusted accordingly. See the statement of changes in equity for the composition of and changes in equity in the year under review and the previous year. Other components of equity include foreign currency translation adjustments and the equity accounts for the fair value measurement of financial instruments. The foreign currency translation adjustments result from the translation of financial statements of consolidated subsidiaries prepared in foreign currencies.

104

Consolidated financial statements

The equity accounts for the fair value measurement of financial instruments contain the changes in the fair values of available-for-sale financial instruments and of derivative financial instruments designated as hedging instruments that are recognised directly in equity after deduction of deferred taxes. The non-controlling interests contain the proportionate equity of subsidiaries in which third parties hold equity interests. (12) Disclosures on capital management The maxingvest Groups capital management goals are derived from its financial strategy. They include ensuring maxingvest ags liquidity and its ability to pay a dividend. As a matter of principle, the Group pursues the goal of safeguarding its capital base for the long term and generating a suitable return on capital employed. The equity ratio as at 31 December 2011 was unchanged as against the prior-year reporting date at 62% and the return on equity was 4% (previous year: 7%). In addition, operational management at overall Group level uses EBIT and the EBIT margin on net capital employed. The EBIT margin on average net capital employed in the maxingvest Group was 7.9% in the reporting period (previous year: 13.2%). The dividend distributed by maxingvest ag in financial year 2011 was 48 million (previous year: 48 million). The maxingvest Group also distributed 79 million (previous year: 77 million) to non-controlling interests. The free cash flow not used for dividend payments was primarily used to further increase cash funds and securities. (13) Provisions for pensions and other other post-employment benefits The provisions for pensions and other post-employment benefits are composed of the following items:
in million Retirement benefit obligations Termination benefits Deferred compensation 2011 161 4 3 168 2010 171 4 2 177

105

In Germany, provisions are calculated on the basis of the 2005 mortality tables published by Dr. Klaus Heubeck; internationally, they are calculated on the basis of the locally recognised mortality tables. The discount rate for Germany of 5.25% (previous year: 5.25%) was determined at the year-end on the basis of the information available then. The use of a discount rate 0.50 percentage points lower (higher) would not have an impact on the consolidated balance sheet as at the reporting date, and would have only a minor impact on the income statement for the following year due to the application of the corridor method. During the period under review, there was no extraordinary income and expense as a result of the settlement of benefit plans or the curtailment and transfer of benefits. Measurement is based on the following actuarial assumptions:
2011
Germany Other countries

2010
Germany Other countries

Discount rates Expected return on plan assets Projected wage and salary growth Projected pension growth Projected staff turnover

5.25% 2.00  7.50% 5.00 5.20% 1.50  8.00% 2.50 3.50% 1.50  8.00% 1.50 2.00% 0.10  3.10% 2.00 5.00% 0.00  13.30%

5.25% 2.00  10.00% 5.00 5.20% 2.40  8.10% 2.50 3.50% 1.50  10.00% 1.50 2.00% 0.25  3.30% 2.00 5.00% 0.00  10.00%

These parameters also apply in the subsequent year to calculations of the cost of benefits acquired in the year under review, interest accruing on benefit entitlements earned in previous years and the expected return on plan assets. The expected return on plan assets was derived from the returns generated in the past and expected over the long-term future on the assets in the plan.

106

Consolidated financial statements

The total expense for defined benefit and defined contribution obligations is composed of the following items:
in million
Germany

2011
Other countries Total Germany

2010
Other countries Total

Current service cost Unrecognised past service cost Gains/losses on curtailments and settlements Defined benefit expense Interest expense Expected return on plan assets Amortisation of actuarial gains and losses Net interest income for defined benefit plans Total expenses for defined benefit plans Defined contribution expense Pension benefit expense
1)

20 1 21 42 31 11

11 11 9 10 1

31 1 32 51 41 1 11

17 17 43 30 13

9 9 9 10 4 3

26 26 52 40 4 16

1)

32
1)

11 26 37

43 81 124

30 54 84

12 28 40

42 82 124

55 87

included in EBIT

The defined contribution obligations consist mainly of contributions to statutory or state pension schemes. The Group plans to make additions of 11 million (previous year: 9 million) to plan assets for 2012.

107

The present value of the defined benefit obligations is calculated as follows:


in million
Germany

2011
Other countries Total Germany

2010
Other countries Total

Present value of defined benefit obligations, opening balance Current service cost Interest expense Actuarial gains and losses Contributions for plan participants Pension benefits paid Currency translation differences Other changes Present value of defined benefit obligations, closing balance

853 20 43 12 4 43 1 866

229 11 9 1 3 16 4 3 236

1,082 31 52 13 7 59 4 2 1,102

764 17 43 65 3 42 3 853

200 9 9 12 3 18 16 2 229

964 26 52 77 6 60 16 1 1,082

The funded status of the present value of the defined benefit obligations is as follows:
in million
Germany

2011
Other countries Total Germany

2010
Other countries Total

Partly or wholly funded defined benefit obligations Unfunded defined benefit obligations Present value of defined benefit obligations

747 119 866

210 26 236

957 145 1,102

730 123 853

200 29 229

930 152 1,082

108

Consolidated financial statements

The fair value of the plan assets changed as follows:


in million
Germany

2011
Other countries Total Germany

2010
Other countries Total

Fair value of plan assets, opening balance Expected return on plan assets Actuarial gains and losses Actual return on plan assets Employer contributions Contributions for plan participants Pension benefits paid Currency translation differences Other changes Fair value of plan assets, closing balance

635 31 68 37 7 2 8 599

197 10 5 15 10 3 12 4 2 215

832 41 63 22 17 5 20 4 2 814

614 30 7 23 1 7 4 635

169 10 5 15 11 3 16 15 197

783 40 2 38 12 3 23 15 4 832

The fair value of the plan assets is made up of the following asset classes:
in million
Germany

2011
Other countries Total Germany

2010
Other countries Total

Equity instruments Debt instruments Real estate Cash and cash equivalents Other Fair value of plan assets

219 349 30 1 599

67 115 14 11 8 215

286 464 44 11 9 814

248 355 26 5 1 635

87 88 9 10 3 197

335 443 35 15 4 832

109

The provisions for pensions and other post-employment benefits can be broken down as follows:
in million Present value of defined benefit obligations Fair value of plan assets Net obligation Net cumulative unrecognised actuarial gains and losses Other recognised amounts Provisions for retirement benefit obligations 2011 2010 2009 2008 2007

1,102 814 288

1,082 832 250

964 783 181

898 757 141

940 795 145

140 20 168

82 9 177

11 10 180

37 10 188

59 11 215

(14) Non-current financial liabilities


in million Bond payable Liabilities to banks Other financial liabilities Derivative financial instruments included in hedging relationships 2011 671 1 3 1 676 2010 666 2 4 2 674

In October 2004, maxingvest ag launched a euro debut bond with an issue volume of 700 million at a quoted price of 694 million. The bond bears interest of 4.5% and has a term until 13 October 2014. No own bonds were repurchased in financial year 2011 (previous year: 4 million).

110

Consolidated financial statements

As at 31 December 2011, the fair value of this bond, determined on the basis of its quoted price, is 671 million (previous year: 666 million) and is thus 5 million higher than at the previous years reporting date. In accordance with the relevant calculation methodology in IFRS 7, +15 million of the change in fair value is attributable to changes in market interest rate conditions and 10 million to changes in credit risk. The bond is assigned to the financial liabilities at fair value through profit or loss category. Liabilities to banks have a remaining term of between one and five years and are allocated to the other financial liabilities measurement category. The other financial instruments allocated to the other financial liabilities category have a remaining maturity of between one and five years. (15) Current and other non-current provisions
in million Balance at 1 January 2011 thereof non-current Currency translation differences Additions Utilisation Reversal Balance at 31 December 2011 thereof non-current
Marketing and selling expenses Restructuring measures

Employee benefits

Miscellaneous

Total

229 57 1 137 143 13 211 52

191 1 2 138 136 11 184 1

65 1 1 86 42 7 103 1

462 98 1 144 59 68 478 92

947 157 3 505 380 99 976 146

Employee benefits relate primarily to annual bonuses, vacation pay, pre-retirement part-time work, severance agreements and anniversary obligations. Provisions for marketing and selling expenses relate in particular to cooperative advertising allowances, customer bonuses and rebates. Provisions for restructuring measures are primarily attributable to the Beiersdorf segment and relate to the optimisation of regional structures in the Consumer business segment.

111

Other provisions relate in particular to liabilities to former Group employees, uncertain liabilities in connection with previous equity investments and provisions for litigation risks. The provisions recognised in connection with previous equity investments relate in particular to a potential claim under the sale of an investment in previous years subject to uncertainty regarding currently pending or possible future litigation. Adequate provisions were recognised for the risk of expected fines under pending antitrust cases in the Tchibo segment. Other non-current provisions are due within one to five years of the balance sheet date. (16) Trade payables As financial instruments, trade payables were assigned entirely to the other financial liabilities measurement category. (17) Other current financial liabilities
in million Liabilities to banks Other financial liabilities Financial liabilities at fair value through profit or loss Derivative financial instruments included in hedging relationships 2011 82 82 3 24 191 2010 67 57 12 25 161

With the exception of financial liabilities at fair value through profit or loss and derivatives included in hedging relationships, current financial liabilities are assigned to the other financial liabilities measurement category. Financial liabilities at fair value through profit or loss relate to derivatives not included in hedging relationships. (18) Other current liabilities Other current liabilities are composed of the following items:
in million Other tax liabilities Social security liabilities Miscellaneous liabilities 2011 115 13 43 171 2010 97 13 32 142

112

Consolidated financial statements

(19) Maturities of financial liabilities The analysis of the contractual maturities of financial liabilities is shown in the following tables. This analysis discloses the contractual undiscounted cash flows.
2011
Maturity over 1 year and up to 5 years

in million Trade payables Euro debut bond Liabilities to banks Other financial liabilities Derivatives not included in a hedging relationship Derivatives included in a hedging relationship

Total

Maturity up to 1 year

Maturity over 5 years

1,210 723 83 430 357 1,006 3,809

1,210 29 82 423 353 1,003 3,100

694 1 4 4 3 706

3 3

The cash outflows from derivatives included in hedging relationships are offset by nearly matching cash inflows from these hedges.
2010
Maturity over 1 year and up to 5 years

in million Trade payables Euro debut bond Liabilities to banks Other financial liabilities Derivatives not included in a hedging relationship Derivatives included in a hedging relationship

Total

Maturity up to 1 year

Maturity over 5 years

1,139 752 69 62 18 1,128 3,168

1,139 29 67 58 18 1,094 2,405

723 2 4 34 763

The cash outflows from derivatives included in hedging relationships were offset by nearly matching cash inflows from these hedges.

113

(20) Financial risk management and financial instruments


Principles of risk management

Owing to the international orientation of its operating activities, the maxingvest Group is exposed to currency risk, interest rate risk and commodity risk, as well as general liquidity and credit risk. The corporate policy objective is to minimise the potential negative effects on its financial position through systematic financial management. Risk management is conducted by the Group Treasury departments on the basis of approved financial guidelines. In order to hedge against market risk (and material financial transactions necessary for the Company), the Group specifically deploys derivative financial instruments, depending on the estimated risk. The majority of derivative financial instruments are used as hedging instruments. The maxingvest Group measures and hedges financial risk in close coordination with the Groups operating units. The transactions are conducted exclusively in marketable instruments. In order to present market risk, IFRS 7 requires sensitivity analyses which reveal the effects of hypothetical changes in relevant risk variables on profit or loss and equity. These are essentially currency risk, interest rate risk and market risk for the maxingvest Group. The effects are determined by applying the changes in risk variables to the portfolios of deployed financial instruments as at the balance sheet date. It is assumed that the portfolios as at the balance sheet date are representative for the entire year.
Currency risk

Currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in exchange rates. Currency risk within the meaning of IFRS 7 arises through financial instruments that are denominated in a currency other than the functional currency and are monetary in nature. These do not include the effect of exchange rate differences resulting from the translation of financial statements into the Group currency. Relevant risk variables are therefore basically all non-functional currencies in which the maxingvest Group holds financial instruments. Because of the international orientation of the maxingvest Group with an em phasis on the eurozone, the euro serves as the lead currency. Risks therefore arise in the Group from financing measures and operating activities when other currencies fluctuate against the euro. For this reason, risks from currencies that affect the Groups cash flows are hedged. In contrast, currency risks that do not affect the Groups cash flows (that means risks resulting from the translation of assets and liabilities of foreign business units into the Group reporting currency) are normally not hedged. In the case of cross-border financing, all currency risks are hedged by the Group Treasury departments as a matter of principle. The maxingvest Group is therefore not exposed to any material currency risk in its financing activities as at the balance sheet date.

114

Consolidated financial statements

For its operating activities, the maxingvest Groups cash flows in non-functional currencies are hedged up to 36 months in advance through standard foreign exchange contracts. These transactions are centrally re corded, measured and managed in the treasury management systems. As a result, the maxingvest Group is not exposed to any significant currency risks in its operations as at the balance sheet date. In the case of fair value hedges implemented to hedge currency risks, the changes in value of hedged and hedging items caused by changes in the exchange rate offset each other in the income statement almost completely in the same period. Thus, there is no resulting currency risk with regard to profit or loss or equity. Expenses of 1 million (previous year: 3 million) were recognised in the income statement in the reporting period due to remaining hedge ineffectiveness. The hedging instruments designated as fair value hedges had a fair value of 11million (previous year: 1million), a notional value of 169 million (previous year: 236 million) and a remaining maturity of up to one year. In order to hedge currency risk from highly probable future deliveries of goods and services, the maxingvest Group also uses cash flow hedges. As a result, the Group is exposed to currency risk from foreign exchange contracts used as hedging instruments which meet the requirements for hedge accounting for hedges of expected or forecasted cash flows. Exchange rate changes affect the hedging reserve in equity and the fair value of hedges. The fair value of foreign exchange contracts was 13 million (previous year: 9 million) as at the reporting date, while the notional value was 837 million (previous year: 892 million). 834 million (previous year: 858 million) of this has remaining maturities of up to one year, 3 million (previous year: 34 million) has remaining maturities of between one and five years, and 0 million (previous year: 0 million) has remaining maturities of over five years. The notional values reflect the sum of all buy and sell amounts of derivative financial transactions. None of the notional values shown are offset. If the euro had appreciated by 10% against all currencies as at 31 December 2011, the hedging reserve in equity and the fair values of the foreign exchange contracts would have been 30 million higher (previous year: 24 million) and earnings would have been 4 million lower (previous year: 1 million higher). If the euro had depreciated by 10% against all currencies as at 31 December 2011, the hedging reserve in equity and the fair values of the foreign exchange contracts would been 37 million lower (previous year: 29 million) and earnings would have been 12 million higher (previous year: unchanged).

115

In addition, currency risk remains in the Group from non-derivative monetary financial instruments not denominated in the functional Group currency and from foreign exchange contracts that are not hedged in accordance with IAS 39. The fair value of the foreign exchange contracts was 11 million as at the reporting date (previous year: 1 million), while the notional value was 357 million (previous year: 7 million). Of this figure, 353 million (previous year: 7 million) has a remaining maturity of up to one year and 4 million (previous year: 0 million) has remaining maturities of between one and five years. If the euro had appreciated by 10% against all currencies as at 31 December 2011, other financial income would have been 8 million lower (previous year: 1 million higher). If the euro had depreciated by 10% against all currencies as at 31 December 2011, other financial income would have been 10 million higher (previous year: unchanged).
Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument fluctuate because of changes in the market interest rate. It affects, on the one hand, the amount of the Groups future interest income and expense and, on the other hand, the fair value of financial instruments. The maxingvest Group is exposed as a matter of principle to interest rate risk from hypothetical changes in interest-sensitive assets and liabilities measured at fair value and from interest-sensitive assets and liabilities with variable interest rates measured at amortised cost. Changes in the market interest rate of primary financial instruments with fixed interest rates only affect profit or loss if they are measured at fair value. Thus, all financial instruments with fixed interest rates that are measured at amortised cost are not exposed to interest rate risk within the meaning of IFRS 7. Changes in the market interest rate of interest rate derivatives (interest rate swaps and options) that are not included in hedging relationships in accordance with IAS 39 affect other financial income (remeasurement gains or losses from the adjustment of financial assets and liabilities to fair value before taxes) and are thus factored into profit-related sensitivity analyses. Currency derivatives are not exposed to interest rate risk and therefore have no influence on interest rate sensitivities. The Euribor is the relevant key interest rate for the interest-sensitive assets and liabilities measured at fair value. If the Euribor had been 100 basis points higher as at 31 December 2011, net financial income would have been 3 million higher (previous year: 1 million lower). If the Euribor had been 100 basis points lower as at 31 December 2011, net financial income would have been 1 million higher (previous year: 1 million lower). The hypothetical effect on profit or loss of 3 million or 1 million in each case is the result of potential effects from interest rate swaps and options, as well as the euro debut bond.

116

Consolidated financial statements

Securities that were classified as available-for-sale financial assets are subject to interest rate risk in accord ance with IFRS 7. If the interest rates as at 31 December 2011 had been 100 basis points higher (lower), the hedging reserve in equity would have been 5 million (previous year: 10 million) lower (higher). In addition, interest rate risk from cash investments with short maturities remains in the maxingvest Group. If the interest rates as at 31 December 2011 had been 100 basis points higher (lower), net financial income would have been 9 million (previous year: 9 million) higher (lower).
Other price risk

The maxingvest Group purchases raw coffee on international markets and is thus exposed to market risk. To manage this risk from changes in quoted market prices or the fair value of raw coffee, the Group enters into commodity futures contracts for its firm commitments. The maxingvest Group also uses a small amount of options in raw coffee transactions that serve no hedging purpose. The fair value of these options is calculated on the basis of option pricing models. If the price level for raw coffee had been 20% higher as at 31 December 2011, hypothetical profit would have been 3 million (previous year: 24 million lower) higher. If the price level for raw coffee had been 20% lower as at 31 December 2011, hypothetical profit would have been 6 million lower (previous year: 2 million higher). In the energy trading business, the maxingvest Group is also exposed to an insignificant degree of price risk from volatility in the market prices of already purchased positions and outstanding positions in electric power that still have to be purchased.
Credit risk

There is no substantial concentration of credit risk for the Group either from an individual counterparty or a group of counterparties with similar characteristics. The maximum credit risk is reflected by the amount carried in the balance sheet for each financial asset, including derivatives.

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In the area of trade receivables, outstanding receivables are monitored continuously. The credit risk is taken into account via specific and collective valuation allowances. A portion of this risk is covered by corresponding insurance policies. Transactions with key accounts are subject to special monitoring of creditworthiness. A large portion of the risk in these cases is assumed by third parties via performance guarantees. The maximum credit risk equals the sum of trade receivables and other current assets less impairment losses on these assets recognised as at the balance sheet date. Credit risk relating to trade receivables is partly covered by insurance. The maximum default risk can be seen from the amount carried in the balance sheet for each financial asset. The total carrying amount of the financial assets was 4,906 million as at 31 December 2011 (previous year: 4,577 million). A default on derivative financial instruments can occur if counterparties do not meet some or all of their payment obligations. To limit this risk, corresponding contracts are only entered into with selected banks and thus prime-rated counterparties. Counterparty risk is monitored by reference to ratings and the liable capital of the counterparties. In addition, the creditworthiness of counterparties is analysed using methods that provide a current indication for assessing a market participants credit quality (credit default swaps). These inputs are used to define counterparty limits for each partner bank, which are regularly compared with the Group-wide investments actually made. Additionally, internal settlement risk is minimised by the strict functional separation of areas of responsibility.
Liquidity risk

Liquidity risk arises when an entity encounters difficulties in meeting its obligations under financial liabilities. Owing to the large amount of securities, cash and cash equivalents as at the reporting date, the maxingvest Group is not currently exposed to any liquidity risk. In order to ensure liquidity and the Groups financial flexibility at all times, liquidity reserves are also maintained in the form of credit lines.

118

Consolidated financial statements

(21) Additional disclosures on financial instruments The following tables present the financial instruments recognised by the maxingvest Group as at 31 December 2011 and 31 December 2010 by measurement categories and classes.
in million
Carrying amount 31 Dec. 2011

Carrying amount in accordance with IAS 39


Fair value ecognised r directly in equity Fair value recognised in profit or loss

Amortised cost

Fair value 31 Dec. 2011

Assets
Loans and receivables Trade receivables Non-current financial assets Other current financial assets Securities Cash and cash equivalents Available-for-sale financial assets Non-current financial assets Securities Held-to-maturity investments Non-current financial assets (Securities) Securities Financial assets at fair value through profit or loss Non-current financial assets Other current financial assets Derivative financial instruments included in a hedging relationship 2,834 1,228 141 118 34 1,313 944 16 928 1,067 675 392 61 48 13 23 2,834 1,228 141 118 34 1,313 4 4 1,067 675 392 940 12 928 9 61 48 13 14 2,834 1,228 141 118 34 1,313 944 16 928 1,067 675 392 61 48 13 23

EQUITY AND LIABILITIES


Financial liabilities at fair value through profit or loss Non-current financial liabilities Other current financial liabilities Other financial liabilities Trade payables Non-current financial liabilities Other current financial liabilities Derivative financial instruments included in a hedging relationship 674 671 3 1,378 1,210 4 164 25 1,378 1,210 4 164 22 674 671 3 3 674 671 3 1,378 1,210 4 164 25

119

in million
Carrying amount 31 Dec. 2010

Carrying amount in accordance with IAS 39


Fair value recognised directly in equity Fair value recognised in profit or loss

Amortised cost

Fair value 31 Dec. 2010

Assets
Loans and receivables Trade receivables Non-current financial assets Other current financial assets Securities Cash and cash equivalents Available-for-sale financial assets Non-current financial assets Securities Held-to-maturity investments Non-current financial assets (Securities) Securities Financial assets at fair value through profit or loss Non-current financial assets Other current financial assets Derivative financial instruments included in a hedging relationship 2,677 1,204 14 77 30 1,352 950 16 934 896 428 468 54 52 2 17 2,677 1,204 14 77 30 1,352 6 6 896 428 468 944 10 934 10 54 52 2 7 2,677 1,204 14 77 30 1,352 950 16 934 896 428 468 54 52 2 17

EQUITY AND LIABILITIES


Financial liabilities at fair value through profit or loss Non-current financial liabilities Other current financial liabilities Other financial liabilities Trade payables Other current financial liabilities Derivative financial instruments included in a hedging relationship 684 672 12 1,263 1,139 124 27 6 6 1,263 1,139 124 19 678 666 12 8 684 672 12 1,263 1,139 124 27

With the exception of securities in the amount of 675 million classified as non-current (previous year: 428 million), the contractual maturities for the existing financial instruments that are not measured at fair value are due within twelve months of the balance sheet date. Their carrying amounts as at the balance sheet date therefore correspond approximately to fair value.

120

Consolidated financial statements

The following hierarchy is used to determine and report the fair value of financial instruments: Level 1: fair values that are determined using quoted prices in active markets. Level 2: fair values that are determined using valuation techniques whose significant inputs are based on

observable market data. Level 3: fair values that are determined using valuation techniques whose significant inputs are not

based on observable market data. In the maxingvest Group, securities carried at fair value and the euro debut bond are allocated to fair value hierarchy level 1, and derivative financial instruments to hierarchy level 2. (22) Disclosures on derivative financial instruments The recognised fair values of the various derivative financial instruments are presented in the following table, which also indicates whether or not the derivative is part of an effective hedging relationship in accordance with IAS 39.
in million 2011 2010

ASSETS
Interest rate swaps not included in hedging relationship Interest rate options not included in hedging relationship Currency forwards not included in hedging relationship Currency forwards related to fair value hedges Currency forwards related to cash flow hedges 48 1 12 14 9 84 49 3 1 8 10 71

EQUITY AND LIABILITIES


Currency forwards not included in hedging relationship Currency forwards related to fair value hedges Currency forwards related to cash flow hedges Commodity futures transactions not included in hedging relationship 1 3 22 2 28 8 19 12 39

As a result of the cash flow hedges used to hedge currency risk, unrealised losses on the measurement of the derivatives used amounting to 9 million (previous year: 5 million) were recognised directly in equity in financial year 2011. In the same period, losses of 5 million (previous year: 1 million) were reclassified from equity to the income statement (net financial income).

121

(23) Leases The Company and its subsidiaries have entered into various operating leases for premises, machinery, office equipment and other equipment and facilities. The lease expenses are composed of the following items:
in million Lease payments Income from subleases 2011 150 9 141 2010 158 10 148

Future minimum lease payments arising from non-cancellable operating leases are as follows:
in million during the 1st year years 1 to 5 after 5 years 2011 144 274 77 495 2010 131 220 46 397

(24) Contingent liabilities and other financial obligations The maxingvest Group has potential obligations arising from antitrust law investigations, among other things. To the extent that an outflow of resources embodying economic benefits is likely to be required to settle these obligations, provisions were established for the pending antitrust proceedings. However, no conclusive assessment of the risk from the Groups perspective is possible at present. The Brazilian subsidiaries in the Beiersdorf segment received a notice of infringement from the tax authorities from the state of So Paulo demanding retroactive tax payments for the periods 2005 to 2009. State tax authorities allege that VAT on imports should have been paid in So Paulo state instead of the state of landing. In our understanding the notice of infringement is the result of a tax dispute between states within the Brazilian Federation. The dispute is still in the administrative sphere. The outcome of this legal proceeding is uncertain and will depend on a final decision of the Brazilian supreme court. Estimating potential future expenses is subject to considerable uncertainty. The maxingvest Group does not expect these obligations to have any material adverse effect on the economic or financial situation of the Group.

122

Consolidated financial statements

Contingent liabilities are as follows as at the balance sheet date:


in million Liabilities on bills Liabilities from guarantees 2011 19 19 2010 1 9 10

CONSOLIDATED INCOME STATEMENT DISCLOSURES

(25) Revenues The maxingvest Groups revenues are composed of the following items:
in million Tchibo segment Beiersdorf segment Holding/Consolidation segment 2011 3,539 5,633 1 9,173 2010 3,382 5,571 1 8,954

Revenues amounted to 9,173 million in financial year 2011 (previous year: 8,954 million). A breakdown of revenues and their development by division and region can be found in the segment reporting section. Since financial year 2011, expenses for consideration payable to trading partners have been deducted from sales revenue in those cases in which the consideration is not matched by a distinct product or service supplied whose fair value can be estimated reliably. The prior-year figures have been adjusted accordingly. The reasons for the adjustment of the sales presentation format and the resulting effects are explained in the section entitled Changes in accounting policies. (26) Cost of sales This item comprises the cost of sold internally generated products and the purchase costs for merchandise sold. In addition to directly attributable costs such as material, personnel and energy costs, the cost of intern ally generated products also comprises production-related overheads, including the depreciation of production facilities. The cost of sales includes write-downs of inventories. (27) Marketing and selling expenses Marketing and selling expenses include the cost of marketing, the sales organisation and distribution logistics. This item also includes write-downs of trade receivables. Marketing expenses for advertising, trade marketing and similar items amounted to 1,652 million (previous year: 1,571 million). The marketing and selling expenses for financial year 2010 reported in the year under review were 641 million lower. Additional information on this adjustment to the prior-year figures can be found in the section entitled Changes in accounting policies.

123

(28) Research and development costs Research and development costs include the cost of research as well as of product and process development, including expenses for third-party services. Development projects are examined to establish whether the criteria specified in IAS 38 for recognising internally generated intangible assets are met. Development costs that do not meet these criteria are recognised as an expense in full in the period in which they are incurred. (29) General administrative expenses General administrative expenses amounted to 387 million in financial year 2011 (previous year: 390 million). Personnel and non-personnel administrative expenses are reported in this item, as well as the cost of external services, unless they are charged to other consuming functions. (30) Other operating income
in million Exchange rate gains Income from the reversal of provisions Reversals of impairment losses on purchased trademarks Gains on disposal of non-current assets Miscellaneous income 2011 77 99 1 2 115 294 2010 68 102 22 4 100 296

Miscellaneous income includes income from other accounting periods, income from the reversal of writedowns of receivables and other operating income. Income from the reversal of provisions was due among other things to the discontinuation of antitrust proceedings, as well as the reassessment of litigation risks and personnel-related provisions. (31) Other operating expenses
in million Exchange rate losses Restructuring expenses Impairment losses on intangible assets and property, plant and equipment Losses on disposal of non-current assets Miscellaneous expenses 2011 94 118 188 7 129 536 2010 103 55 104 6 189 457

124

Consolidated financial statements

Restructuring expenses in financial year 2011 are solely attributable to the Beiersdorf segment and relate primarily to personnel expenses incurred during the realignment of the companys structures and processes. This realignment entails expenses amounting to 125 million, of which 65 million relate to financial year 2011. The item also includes expenses of 29 million linked to the closure of the production facility in BadenBaden, Germany. Miscellaneous expenses include additions to provisions for litigation and other risks, as well as miscellaneous other operating expenses. (32) Financial income
in million Interest income Other financial income 2011 58 92 150 2010 35 111 146

Interest income is mainly attributable to the cash and cash equivalents and securities items. Other financial income primarily includes exchange rate gains on financial items and income from derivative financial instruments that are mainly attributable to hedging interest rate risks arising from the euro debut bond. (33) Financial expense
in million Interest expense Other financial expenses 2011 57 100 157 2010 44 173 217

Interest expense is mainly attributable to financial liabilities. Expenses resulting from the payment of interest on pension and other benefit entitlements earned in previous years are aggregated with income from the plan assets and the amortisation of unrecognised actuarial gains and losses. Other financial expenses include in particular exchange rate losses on financial items and changes in the fair value of the euro debut bond.

125

(34) Net income according to measurement category The following table presents the net gains and losses from financial instruments. It does not comprise the gains and losses from derivative financial instruments that are included in a hedging relationship.
in million Net gains and losses Loans and receivables Available-for-sale financial assets Financial assets at fair value through profit or loss Financial liabilities at fair value through profit or loss Other financial liabilities 23 10 19 46 2 51 26 38 27 2011 2010

The net loss from loans and receivables relates to impairment losses and foreign currency translation. The net gain on available-for-sale financial assets mainly comprises gains from the sale of securities. The net gain on other financial liabilities mainly relates to gains on foreign currency translation. The net gains/losses on financial assets and liabilities at fair value through profit or loss comprises gains/ losses on changes in fair value, interest income and expense, currency translation and disposal gains. (35) Total interest income and expense The following table presents the total interest income and expense calculated using the effective interest method for financial assets and financial liabilities that were not measured at fair value through profit or loss.
in million Total interest income Total interest expense 2011 49 25 2010 31 18

126

Consolidated financial statements

(36) Income taxes Income tax expense including deferred taxes is composed of the following items:
in million Income taxes Germany International 122 158 280 Deferred taxes 32 248 132 171 303 20 283 2011 2010

Tax loss carryforwards and unused tax credits for which no deferred tax assets were recognised amount to 253 million (previous year: 196 million). Of this amount, 23 million (previous year: 65 million) can be carried forward indefinitely, the rest can be carried forward for a limited period of more than five years in most cases. No deferred taxes are recognised for temporary differences arising on undistributed profits at subsidiaries as, from todays perspective, these profits will remain permanently invested in the companies. Where distributions are planned, the tax consequences are deferred accordingly. The liability is calculated based on the respective withholding tax rates, taking into account the German tax rate applicable to distributed corporate dividends, where applicable. Deferred tax liabilities of 11 million (previous year: 8 million) were recognised in the year under review. Deferred taxes relate to the following balance sheet items:
Deferred tax assets in million Non-current assets Inventories Receivables and other assets Provisions Liabilities Loss carryforwards 31 Dec. 2011 55 30 17 49 65 14 230 Offset Deferred taxes recognised to the balance sheet 123 107 31 Dec. 2010 55 22 15 52 49 5 198 109 89 Deferred tax liabilities 31 Dec. 2011 1,177 21 33 201 18 1,450 123 1,327 31 Dec. 2010 1,214 11 37 176 19 1,457 109 1,348

127

Deferred tax income of 4 million (previous year: 1 million) was recognised directly in other comprehensive income in the year under review. As a result, the deferred taxes reported in the balance sheet include a total of 4 million of deferred tax income recognised directly in other comprehensive income (previous year: tax expense of 1 million). For an effective tax rate of 46.4% (previous year: 33.8%), the current tax expense is 104 million higher than the expected tax expense. The rate used for the expected tax expense, calculated as the weighted average of the tax rates of the individual Group companies, is 27.0% (previous year: 27.5%). The following table shows the reconciliation of the expected to the effective tax expense:
in million Profit before income taxes Tax rate in % Expected tax expense Effects of recognition adjustments/valuation allowances on deferred taxes Effects of taxes from prior years recognised in the financial year Effects of non-deductible business expenses Effects of tax-free income Other effects Effective tax expense in accordance with the income statement Effective tax rate in % 2011 533 27.0 144 14 28 76 23 9 248 46.4 2010 837 27.5 230 8 17 63 30 5 283 33.8

(37) Profit attributable to non-controlling interests The share of the maxingvest Groups profit attributable to non-controlling interests is 110 million (previous year: 142 million). Non-controlling interests are held in particular in Beiersdorf AG, Hamburg and BBG Beteili gungsgesellschaft mbH, Gallin. (38) Earnings per share Earnings per share in the year under review amounted to 38.14 (previous year: 85.85). Earnings per share were calculated on the basis of the average number of 4,590,000 no-par-value ordinary shares in the year under review (previous year: 4,800,000 shares). The Company purchased 839,999 own ordinary shares in the year under review; these were retired in full on 14 December 2011. Since there are no outstanding financial instruments that can be exchanged for shares, there is no difference between basic and diluted earnings per share.

128

Consolidated financial statements

(39) Other disclosures


Personnel expenses
in million Wages and salaries Social security contributions and other employee benefit costs Expenses for retirement benefits 2011 1,152 151 107 1,410 2010 1,147 142 102 1,391

Depreciation, amortisation and impairment losses

The depreciation, amortisation and impairment losses contained in functional costs are as follows:
in million Intangible assets Amortisation Impairment losses 23 184 207 Property, plant and equipment Depreciation Impairment losses 178 11 189 396 198 198 329 27 104 131 2011 2010

Employees

The following annual average headcounts relate to the maxingvest Group (excluding the Management Board):
2011 Germany International 14,276 16,018 30,294 2010 14,235 18,114 32,349

129

The breakdown of employees by function is as follows:

2011 Production Marketing and sales Other functions 5,796 18,639 5,859 30,294

2010 6,822 19,665 5,862 32,349

A breakdown of employees by the divisions of the maxingvest Group can be found in the segment reporting section. In financial year 2011, the definition of Number of employees was revised in the Tchibo segment on the basis of general German labour law principles to cover all employees with an active employment relationship. In contrast to the previous definition, casual part-time workers and casual workers are now included in full in the calculation; employees with an inactive employment relationship are no longer taken into account. The prior-year figures have been adjusted accordingly.

CONSOLIDATED CASH FLOW DISCLOSURES


The cash flow statement is prepared in accordance with the requirements of IAS 7 Cash Flow Statements, with cash flows classified by operating, investing and financing activities. Cash flows from operating activities are reported using the indirect method. Cash flows from investing activities are reported using the direct method. These comprise cash flows that generate income over the long term, usually after a period of more than one year. Cash flows from financing activities are also reported using the direct method. These comprise cash flows resulting from transactions with shareholders and from entering into and settling non-current financial liabilities. The effects on cash and cash equivalents of exchange rate changes and changes in the consolidated Group are presented separately. Cash and cash equivalents as reported in the consolidated cash flow statement include items that can be converted into cash at any time and are subject only to insignificant fluctuations, as well as liabilities owed to banks from overdraft facilities.

130

Consolidated financial statements

SEGMENT REPORTING
The maxingvest Group reports the Tchibo, Beiersdorf and Holding company operating segments. These segments reflect the Groups internal management and reporting. The purpose of the Tchibo operating seg ment is to produce and sell coffee, consumer merchandise, electric power and services. The purpose of the Beiersdorf operating segment is to manufacture and distribute branded consumer goods (in particular the NIVEA brand) in the area of skin and body care, as well as the manufacturing and distribution of technical adhesive tapes. maxingvest ags asset and investment management activities are grouped together in the Holding company operating segment. This operating segment also comprises the differences between the carrying amounts and the fair values of the assets and liabilities acquired as part of the acquisition of the majority interest in Beiersdorf AG, Hamburg, the goodwill arising from the transaction and the resulting depreciation effects. The same accounting principles are used to present the segment information as for maxingvests consolidated financial statements. The maxingvest Group assesses the earnings power of its operating segments mainly on the basis of revenues and operating profit before interest and taxes (EBIT). EBITDA shows operating profit/loss (EBIT) before depreciation and amortisation. External revenue in the regions shows the development of revenue by the domicile of the companies.

131

Operating Segments 2011


in million Revenues Annual percentage change (nominal) Share of Group revenues in % EBITDA Operating result (EBIT) as % of revenues Operating segment assets Operating segment liabilities Capital expenditure Depreciation Impairment losses Reversals of impairment losses Employees (annual average)2) Tchibo 3,539 4.6 39 252 202 5.7 1,125 598 86 50 12,135 Beiersdorf 5,633 1.1 61 704 431 7.7 2,699 1,693 86 139 134 18,128 Holding 1 80.8 21 93 5,426 119 12 61 1 31 Total 9,173 2.4 100 935 540 5.9 9,250 2,410 172 201 195 1 30,294

Reconcili ation 3,712 2,454

Group 9,173 2.4 100 935 540 5.9 12,962 4,864 172 201 195 1 30,294

Operating Segments 2010


in million Revenues1) Annual percentage change (nominal) Share of Group revenues in % EBITDA Operating result (EBIT) as % of revenues Operating segment assets Operating segment liabilities Capital expenditure Depreciation Impairment losses Reversals of impairment losses Employees (annual average)
2)

Tchibo 3,382 7.1 38 358 288 8.5 937 606 65 70 11,800

Beiersdorf 5,571 7.8 62 804 583 10.5 2,775 1,560 96 142 79 20,519

Holding 1 53 37 5,391 108 13 25 22 30

Total 8,954 7.5 100 1,215 908 10.1 9,103 2,274 161 225 104 22 32,349

Reconcili ation 3,515 2,485

Group 8,954 7.5 100 1,215 908 10.1 12,618 4,759 161 225 104 22 32,349

The percentage changes relate to amounts calculated in thousand.

1)

 The prior-year figures have been adjusted due to the amendment of the sales presentation format. Please refer to the disclosures in the section entitled Changes in accounting policies. The definition of employees was modified in the Tchibo segment. The prior-year figures have been adjusted accordingly.

2)

132

Consolidated financial statements

By Region 2011
in million Revenues  Annual percentage change (nominal) Share of Group revenues in % Operating segment assets Capital expenditure Employees (annual average)2) Germany 4,038 3.3 44 7,433 106 14,276

Europe excluding Germany 2,916 0.2 32 863 42 8,130

Americas 993 6.6 11 493 11 2,201

Africa/ Asia/ Australia 1,226 3.1 13 461 13 5,687

Reconcili ation 3,712

Group 9,173 2.4 100 12,962 172 30,294

By Region 2010
in million Revenues1)  Annual percentage change (nominal) Share of Group revenues in % Operating segment assets Capital expenditure Employees (annual average)2) Germany 3,910 5.8 44 7,158 98 14,235

Europe excluding Germany 2,922 2.8 33 916 39 8,129

Americas 932 21.0 10 427 8 2,149

Africa/ Asia/ Australia 1,190 16.9 13 602 16 7,836

Reconcili ation 3,515

Group 8,954 7.5 100 12,618 161 32,349

The percentage changes relate to amounts calculated in thousand.

1)

 The prior-year figures have been adjusted due to the amendment of the sales presentation format. Please refer to the disclosures in the section entitled Changes in accounting policies. The definition of employees was modified in the Tchibo segment. The prior-year figures have been adjusted accordingly.

2)

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The following table shows the reconciliation of operating segment assets and operating segment liabilities to the balance sheet items: Assets in million
Intangible assets Property, plant and equipment Inventories Trade receivables Miscellaneous receivables and other assets (operating portion) Operating segment assets Deferred tax assets Income tax receivables Securities3) Cash and cash equivalents1) Other non-operating segment assets Non-operating segment assets Total assets
3)

2011 5,256 1,044 1,308 1,228 414 9,250 107 165 1,354 1,306 780 3,712 12,962

2010 5,447 1,123 1,103 1,204 226 9,103 89 130 1,432 1,346 518 3,515 12,618

EQUITY AND LIABILITIES in million EQUITY

2011

2010

8,098

7,859

Total liabilities
Other provisions (operating portion)2) Trade payables Miscellaneous liabilities (operating portion) Operating segment liabilities Income tax liabilities Deferred tax liabilities Other non-operating liabilities Non-operating segment liabilities 980 1,210 220 2,410 141 1,327 986 2,454 4,864 Total assets 12,962 951 1,139 184 2,274 167 1,348 970 2,485 4,759 12,618

Not including cash held by the branches in the Tchibo operating segment. Not including provisions for pension obligations. 3)  The prior-year figures have been adjusted. Please refer to note 3 Non-current financial assets in the consolidated balance sheet d isclosures.
1) 2)

134

Consolidated financial statements

OTHER DISCLOSURES
Related party disclosures in accordance with IAS 24 Michael Herz is a member of the Management Board and Wolfgang Herz is a member of the Supervisory Board of maxingvest ag. They hold a significant proportion of the shares of maxingvest ag. They must therefore be regarded as related parties in accordance with IAS 24 Related Party Disclosures. The business relationships of maxingvest ag and its subsidiaries with the companies of the related parties are limited to a small volume (less than 2 million) of leases, purchasing cooperations, deliveries of goods, commission business and the provision or purchase of services. In this context, the maxingvest Group maintains individual business relationships with companies of the Blume 2000-Gruppe, Norderstedt, with Books on Demand GmbH, Norderstedt, with Carl Prediger GmbH & Co. KG, Hamburg, with Fun Fashion Vertrieb GmbH, Norderstedt, with Libri.de Internet GmbH, Hamburg, with Libri GmbH, Hamburg, with NOIMMO Zweite Projekt GmbH & Co. KG, Hamburg, with Participia Holding GmbH, Norderstedt, with Polaris Immobilienmanagement GmbH, Norderstedt, as well as with Polaris Realty (Canada) Ltd., Mississauga, Canada (related parties via Michael Herz or Wolfgang Herz). Related party transactions were entered into on an arms-length basis. Please refer to the following disclosures on the Supervisory Board and Executive Board for information on the remuneration of members of the Supervisory Board and key management personnel of the maxingvest Group. Otherwise, no material transactions were entered into with these related party individuals. Disclosures on the Supervisory Board and the Management Board
Total remuneration

Key management personnel of the maxingvest Group received the following remuneration in financial year 2011: short-term benefits of 11 million (previous year: 10 million) post-employment benefits of 2 million (previous year: 1 million) other long-term benefits of 2 million (previous year: 1 million) termination benefits of 0 million (previous year: 0 million) no share-based payment

Key management personnel include the members of the Management Board of maxingvest ag and Beiersdorf AG, as well as the members of the management of Tchibo GmbH.

135

Former Management Board members and their surviving dependants received total remuneration of 3 million (previous year: 3 million). Provisions totalling 42 million (previous year: 41 million) were recognised for pension obligations to former members of the Management Board of maxingvest ag and Beiersdorf AG, as well as the management of Tchibo GmbH and their respective surviving dependants. In accordance with section 286 (4) of the HGB, no disclosures are made in relation to the total remuneration of the members of the Management Board of maxingvest ag, as the remuneration of an individual member would be identified in the year under review and the previous year as a result of these disclosures. The members of the Supervisory Boards of the above-mentioned companies received short-term remuneration totalling 2 million (previous year: 2 million) in financial year 2011, of which 1 million (previous year: 1 million) is attributable to the Supervisory Board members of maxingvest ag.
Loans extended

No loans have been extended to members of the Supervisory Board or the Management Board. Exercise of exemptions The following companies have entered into a profit and loss transfer agreement with maxingvest ag or with Tchibo GmbH, which is itself linked to maxingvest ag by a profit and loss transfer agreement: maxingvest Beteiligungsverwaltung GmbH Tchibo Anlagen-Verwaltungsgesellschaft mbH Tchibo GmbH Tchibo direct GmbH Tchibo Coffee Service GmbH G.C. Breiger & Company GmbH

These companies were included in the consolidated financial statements of maxingvest ag as German subsidiaries and, with the exception of Tchibo direct GmbH, exercise the exemption in section 264 (3) of the HGB in accordance with section 6b (1) of the EnWG in respect of this inclusion. All shareholders of the abovementioned companies with the exception of Tchibo direct GmbH have approved the exemption for the financial year 2011. The relevant resolutions by the shareholders are disclosed in accordance with section 325 of the HGB.

136

Consolidated financial statements

In addition, the following commercial partnerships Olymp Vermgensverwaltungs GmbH & Co. Dienstleistungs KG Tchibo Markenverwaltungs GmbH & Co. KG Tchibo Manufacturing GmbH & Co. KG,

which are also included in maxingvest ags consolidated financial statements, exercised the exemption option under section 264b of the HGB. Information on Beiersdorf AGs Declaration of Compliance Beiersdorf AG, Hamburg, is a listed company that is included in maxingvest ags consolidated financial statements. In December 2011, Beiersdorf AGs Executive Board and Supervisory Board issued their Declaration of Compliance with the recommendations of the Government Commission on the German Corporate Governance Code for financial year 2011 in accordance with section 161 of the Aktiengesetz (AktG German Stock Corporation Act). The Declaration of Compliance was made permanently accessible to shareholders on the Companys website at www.Beiersdorf.com/Declaration_of_Compliance. Shareholdings of maxingvest ag The list of shareholdings in accordance with section 313 (2) of the HGB is reproduced under the information on the consolidated Group starting on page 68. Shareholdings in maxingvest ag The Company was notified of the following shareholdings requiring notification under section 20 (1) and (4) of the AktG by the date of preparation of the financial statements (8 March 2012): If section 16 (4) of the AktG applies because of a share pooling agreement or other voting agreements, Mrs. Ingeburg Herz, Ingeburg Herz GbR and the Max and Ingeburg Herz Foundation each have a majority shareholding in the Company. In the event of partial attribution, each holds more than a quarter of the shares. Mr. Michael Herz has informed us with reference to section 20 (1) of the AktG in conjunction with section 16 of the AktG that he holds more than one quarter of the shares of maxingvest ag, since the shares of Trivium Vermgensverwaltungs GmbH, which is controlled by him via SPM Beteiligungs- und Verwaltungs GmbH, are attributable to him in accordance with section 16 (4) of the AktG.

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Trivium Vermgensverwaltungs GmbH has a)  informed us with reference to section 20 (1) of the AktG that it holds more than one quarter of the shares of maxingvest ag; b)  informed us with reference to section 20 (3) of the AktG that, even without the attribution of additional shares in accordance with section 20 (2) of the AktG, it holds more than one quarter of the shares of maxingvest ag. SPM Beteiligungs- und Verwaltungs GmbH has a)  informed us with reference to section 20 (1) of the AktG in conjunction with section 16 of the AktG that it holds more than one quarter of the shares of maxingvest ag, since the shares held by Trivium Vermgensverwaltungs GmbH, which it controls, are attributable to it in accordance with section 16 (4) of the AktG; b)  informed us with reference to section 20 (3) of the AktG that, even without the attribution of add itional shares in accordance with section 20 (2) of the AktG, it holds more than one quarter of the shares of maxingvest ag, since the shares of Trivium Vermgensverwaltungs GmbH, which it controls, are attributable to it in accordance with section 16 (4) of the AktG. Mr. Wolfgang Herz has informed us with reference to section 20 (1) of the AktG in conjunction with section 16 of the AktG that he holds more than one quarter of the shares of maxingvest ag, since the shares of Scintia Vermgensverwaltungs GmbH, which is controlled by him via E.H. Real Grundstcksverwaltungsgesellschaft mbH, are attributable to him in accordance with section 16 (4) of the AktG. Scintia Vermgensverwaltungs GmbH has a)  informed us with reference to section 20 (1) of the AktG that it holds more than one quarter of the shares of maxingvest ag; b)  informed us with reference to section 20 (3) of the AktG that, even without the attribution of add itional shares in accordance with section 20 (2) of the AktG, it holds more than one quarter of the shares in maxingvest ag. E.H. Real Grundstcksverwaltungsgesellschaft mbH has a)  informed us with reference to section 20 (1) of the AktG in conjunction with section 16 of the AktG that it holds more than one quarter of the shares of maxingvest ag, since the shares of Scintia Vermgensverwaltungs GmbH, which it controls, are attributable to it in accordance with section 16 (4) of the AktG; b)  informed us with reference to section 20 (3) of the AktG that, even without the attribution of add itional shares in accordance with section 20 (2) of the AktG, it holds more than one quarter of the shares of maxingvest ag, since the shares of Scintia Vermgensverwaltungs GmbH, which it controls, are attributable to it in accordance with section 16 (4) of the AktG.

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Consolidated financial statements

Audit The following table provides an overview of the total fees calculated for the auditors of the consolidated financial statements, Ernst & Young GmbH Wirtschaftsprfungsgesellschaft, Hamburg, for the financial year:
in thousand Audit services Other assurance services Tax advisory services Other services 2011 1,619 19 297 597 2,532 2010 1,492 120 308 72 1,992

Hamburg, 8 March 2012 maxingvest ag The Management Board Michael Herz Thomas Holzgreve

AUDITORS REPORT AND RESPONSIBILITY STATEMENT

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AUDIT OPINION

We have audited the consolidated financial statements prepared by maxingvest ag, Hamburg, comprising the consolidated balance sheet, the consolidated income statement, the consolidated statement of comprehensive income, the statement of changes in equity, the cash flow statement and the notes to the consolidated financial statements, together with the group management report for the financial year from 1 January to 31 December 2011. The preparation of the consolidated financial statements and the group management report in accordance with IFRSs as adopted by the EU, and the additional requirements of German commercial law pursuant to Sec. 315a (1) HGB (Handelsgesetzbuch German Commercial Code) is the responsibility of the companys management. Our responsibility is to express an opinion on the consolidated financial statements and on the group management report based on our audit. We conducted our audit of the consolidated financial statements in accordance with Sec. 317 HGB and German generally accepted standards for the audit of financial statements promulgated by the Institut der Wirtschaftsprfer [Institute of Public Auditors in Germany] (IDW). Those standards require that we plan and perform the audit such that misstatements materially affecting the presentation of the net assets, financial position and results of operations in the consolidated financial statements in accordance with the applicable financial reporting framework and in the group management report are detected with reasonable assurance. Knowledge of the business activities and the economic and legal environment of the Group and expectations as to possible misstatements are taken into account in the determination of audit procedures. The effectiveness of the accounting-related internal control system and the evidence supporting the disclosures in the consolidated financial statements and the group management report are examined primarily on a test basis within the framework of the audit. The audit includes assessing the annual financial statements of those entities included in consolidation, the determination of entities to be included in consolidation, the account ing and consolidation principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements and the group management report. We believe that our audit provides a reasonable basis for our opinion. Our audit has not led to any reservations.

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AUDITORS REPORT AND RESPONSIBILITY STATEMENT

In our opinion, based on the findings of our audit, the consolidated financial statements comply with IFRSs as adopted by the EU, the additional requirements of German commercial law pursuant to Sec. 315a (1) HGB [and supplementary partnership agreement/articles of incorporation and bylaws] and full IFRS and give a true and fair view of the net assets, financial position and results of operations of the Group in accordance with these requirements. The group management report is consistent with the consolidated financial statements and as a whole provides a suitable view of the Groups position and suitably presents the opportunities and risks of future development. Hamburg, 14 March 2012 Ernst & Young GmbH Wirtschaftsprfungsgesellschaft Mbus Wirtschaftsprfer [German Public Auditor] Ludwig Wirtschaftsprfer [German Public Auditor]

RESPONSIBILITY STATEMENT BY THE MANAGEMENT BOARD

To the best of our knowledge, and in accordance with the applicable reporting principles, the consolidated financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group, and the combined management report on the Company and the Group includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal opportunities and risks associated with the expected development of the Group. Hamburg, 8 March 2012 The Management Board Michael Herz Thomas Holzgreve

Further Information

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CORPORATE GOVERNANCE AT MAXINGVEST AG RESPONSIBLE CORPORATE MANAGEMENT AND A FOCUS ON VALUE


Responsible corporate management has always played an important role at maxingvest ag. Management has always regarded good corporate governance defined as conscientious, transparent management and control aligned to a long-term increase in value as a key management criterion. The Group is managed using value-based parameters and systematically focuses on long-term value creation. The Management Board of Tchibo GmbH and maxingvest ag have drawn up a Code of Conduct, which is binding on all employees. It contains 13 basic rules for cooperation and dealings with business partners and explains how they are implemented. The Code of Conduct also provided for the appointment of an external ombudsman to whom breaches of the rules may be reported in confidence at any time.

TRANSPARENCY
The Groups active, open communications provide all target groups with comprehensive and decision-useful information, ensuring that maxingvest ags external communications comply with the obligations applicable to listed companies. The maxingvest Group prepares its consolidated financial statements in accordance with IFRSs and thus in compliance with internationally recognised standards. A dependent company report pursuant to section 312 of the Aktiengesetz (German Stock Corporation Act) provides information on relationships with affiliated companies. Our annual report and additional information on the Company are also made available on the internet, thus ensuring they are readily accessible to all interested parties.

COOPERATION BETWEEN EXECUTIVE BODIES


The Management Board and the Supervisory Board work together closely in the interests of the Company. The ongoing, intensive dialogue between the two bodies is based on openness and transparency, respect for stakeholder interests, and a clear assignment of responsibilities. The Management Board provides the Supervisory Board with regular, comprehensive information on all issues relevant to the Companys business development, performance and risk position in a timely manner. The strategic focus of the Company is agreed with the Supervisory Board and significant transactions require its approval. The Supervisory Board has established a number of committees focusing on certain specialist areas to increase the efficiency of its work and to deal with specific complex issues.

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Acknowledgements
Published by maxingvest ag berseering 18 22297 Hamburg Germany Phone +49 40 6387-2876 Fax Email +49 40 6387-2530 presse@maxingvest.de

Internet www.maxingvest.com

Concept and design Berichtsmanufaktur GmbH, Hamburg

English translation Fry & Bonthrone Partnerschaft, Mainz-Kastel EnglishBusiness AG, Hamburg

Print Books on Demand GmbH, Norderstedt This annual report is also available in German. This report is printed on FSC-certified paper.

berseering 18 22297 Hamburg www.maxingvest.com

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