Bär & Karrer advises Kaba family
shareholders on simplification of
dormakaba's group structure

On 1 September 2026, dormakaba Holding AG (SIX: DOKA), a company listed on the SIX Swiss Exchange, announced that it will propose steps to simplify the group's ownership structure at the upcoming annual general meeting. The Mankel family shareholders and dormakaba have agreed that the Mankel family shareholders' stake in the operating business will be transferred to dormakaba through a contribution in kind valued at approximately CHF 2.13 billion. Upon completion of the transaction, the Mankel family shareholders will hold 52.09% and the Kaba family shareholders will hold 9.05% of the outstanding shares and voting rights in dormakaba. The current pool agreement and other agreements between the Mankel family, the Kaba family and/or dormakaba, which in particular provide for various governance rights, will be terminated as per the closing of the transaction. Following termination of the pool agreement, neither the Mankel and Kaba families collectively nor the Kaba family independently will continue to constitute a group for purposes of Swiss disclosure law.

The transaction is subject to shareholder approval of the capital increase, a formally selective opting-out and other amendments to the articles of association at the annual general meeting on 20 October 2026. In its decision dated 31 August 2026, the Swiss Takeover Board confirmed the validity of the proposed formally selective opting out provision. The transaction is further subject to regulatory approvals and other customary conditions. Completion of the transaction is expected on or around 7 January 2027.

Bär & Karrer acts as legal counsel to the Kaba family shareholders. The team includes Rolf Watter and Linus Zweifel (both Public M&A).